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Annual Report 2014

All of us deeply feel the loss of our


friend and colleague, Professor Rob
Jansen, who provided the inspiration and
capability for Genea to be a world leader
in fertility and to help couples realise their
dream of having a healthy baby.
Rowan Ross AM
Contents

Tribute to Professor Robert Paul Siebrand Jansen 3


Chairmans Report 6
Board Members 8
2014 Group Result Summary 10
CEOs Report 11
Genea Divisional Reports 16
Corporate Governance 32
Our Values 42
Financial Report 44
Company History 112
Stages Of Embryo Development 114
Glossary Of Biotechnical Terms 115
Locations And Contacts 117

Genea Limited Annual Report 2014


2Genea
Professor Robert Paul Siebrand Jansen
1946 - 2014
On the night of Friday 11 July 2014, one of Geneas Prof Jansen was a college examiner, Chairman of the
guiding lights went out. After more than 35 years at college subspecialisation committee and a consultant
the forefront of reproductive medicine and genetics, to the NSW Law Reform Commission. He was the
Professor Robert Paul Siebrand Jansen died of Multiple President of the 11th World Congress on IVF and
Myeloma during a final holiday to Europe to indulge his Human Reproductive Genetics in Sydney in 1999,
twin passions travel and Genea. he was on the editorial board of two international
journals, he was a referee for 15 journals and he had an
In the words of his friend Dr Robert Lyneham, Prof
extensive involvement with the NHMRC.
Jansen was an inspiration of the likes of which this
speciality may never see again. During his career, Prof Jansen gave over 120
presentations as an invited speaker at international and
Every generation of doctors produces leaders that
national meetings on a vast array of subjects and in
are so inspirational, they not only change the lives
2012 he was honoured with membership of the Order of
of their own patients by their knowledge and care,
Australia for services to medical research and education.
they influence others to change direction and strive
for uncompromising excellence like them. Such is But most importantly to Sydney IVF and Genea, Prof
their understanding of the science of medicine, the Jansen was our mentor and guiding light.
compassion of medicine, the ethics of medicine, so
His vision and leadership motivated the team at Genea
broad is their intellectual creativity and vision, they
to make breakthrough developments in the culture
literally change how medicine is practised.
and incubation of embryos as well as the first true
An internationally acclaimed medical researcher who integration of IVF and genetics.
established Genea as Sydney IVF almost 30 years ago
Genea CEO Dr Tomas Stojanov remembered Prof
in 1985, Prof Jansen never lost his fascination for the
Jansen as a brilliant human being.
physiology of reproduction.
Without Prof Jansens visionary and entrepreneurial
And he never exhausted his desire to share what he had
pursuit of innovation and cutting edge medicine, there
learnt nor bored of writing and presenting on the topic.
would be no Genea and no opportunity to help start and
A prolific writer, Rob authored one book, edited three grow the families of the thousands of couples we see
more and wrote 31 chapters in books edited by each and every year.
others. He was the principal or instigating author in
Born in The Hague on 25 October 1946, to parents who
approximately 150 scientific publications and co-author
had been incarcerated in Singapore and Java during
in many, many others.
World War II, Prof Jansen grew up at Newport, north of
He also authored 25 papers on ethics and reproduction Sydney after his family moved to Australia seeking a
and six or more on the mitochondrial genome. better life.
His contributions to the discipline of genetics and
reproductive medicine were not limited to the written
word.

Genea Limited Annual Report 2014 3


Professor Robert Paul Siebrand Jansen
1946 - 2014
Graduating as Dux of Narrabeen Boys High School However, there was a plan in play and Prof Jansen
in 1963, Prof Jansen embarked upon a remarkable approached Dr John Jock Anderson with the
life long journey of self education and research. He information he had gleaned in Helsinki and together
completed a Bachelor of Medical Science with first they came up with a vision for a more patient-friendly
class honours at Sydney University in 1968, then IVF treatment which could be conducted in day surgery.
his medical degree (MB. BS) in 1970. He became a Combining their expertise and knowledge, the pair
Member (later Fellow) of the Royal Australasian College designed and produced the worlds first transvaginal
of Physicians in 1974 and then became a Fellow of the ultrasound probe, dramatically revolutionising oocyte
Royal Australian College of Obstetrics and Gynaecology collection and the overall field of assisted reproduction
(RACOG, later RANZCOG) in 1980. as well as paving the way for the birth of Sydney IVF in
February 1986.
During 1979 and 1980, Prof Jansen lived and
studied at the University of Texas, San Antonio as Sydney IVF started with one scientist, one nurse and
Associate Professor in the Department of Obstetrics five doctors and the first IVF egg retrieval, using the
& Gynaecology on Royal Prince Alfreds Chenhall transvaginal transducer was conducted on a patient
Fellowship. His research focused on the physiology of - Marilyn - at King George V Hospital in Sydney. The
the fallopian tube of the estrous rabbit and the macaque fertility clinics first babies were born before the end of
monkey and led to his being awarded a Doctorate of 1986, from pregnancies achieved in that first month of
Medicine from the University of Sydney in 1987 for his operation.
thesis The fallopian tubes reproductive province.
Prof Jansen instilled in that infant company a set of
Dr Lyneham explained that those two years in San principles still in place today.
Antonio were a vital key to Prof Jansens future career in
His very first rule for the whole team was the one he
reproductive medicine.
believed was the most important and it was introduced
What these two years also did was to expose Rob to almost on day one. Essentially, he told the team that
American doctors specialising in infertility alone. This Sydney IVF would not be a place where you faced the
gave him the confidence to start his own practice in sack for making a mistake but you would most certainly
Parramatta and later in Macquarie Street on his return to risk dismissal if you tried to cover it up. Integrity and
Sydney. accountability were essential.
In 1983, Prof Jansen travelled to the 3rd World IVF Secondly, the level of medical care given to our
Congress in Helsinki and heard corridor talk about an patients had to be the best. Prof Jansen led the way
ultrasound technique that could be used to reach ovarian by becoming the first person in Australia, in 1991, to
follicles covered with scar tissue and inaccessible at achieve Certification in Reproductive Endocrinology
laparoscopy - the then sole technique for egg retrievals. and Infertility (CREI) - the gold standard subspecialist
degree - with the RACOG (now RANZCOG).
While Prof Jansens practice was well established back
in Sydney, the reality was that treatments for infertility
were still largely limited, despite the birth of the first IVF
baby in London four and a half years before.

4Genea
This superior level of medical care was also extended to As Genea Fertility Specialist Dr Geoffrey Reid explained,
the public sector from the beginning there has been these ground breaking developments represented both
an IVF unit at RPA for public patients, with the same Prof Jansens vision and his ability to gather the best
pregnancy rate. Prof Jansen was always proud of this possible people to work at Sydney IVF and Genea.
Sydney IVF/Genea public hospital service.
This was his modus operandi, as he offered guidance,
Thirdly, the general level of care had to be personal and encouragement and mentorship to innumerable doctors
genuine, from accounts to counselling. This strategic and scientists, Dr Reid said.
essence was well captured in 2005 with a successful
A considered and caring teacher as well as a physician,
new brand look and the tagline: no better chance, no
researcher and scientist, Prof Jansen was an inspiration,
greater care, Dr Lyneham said.
a mentor, a treasured colleague and a friend to all.
Above all, science was the key and the driving force.
He was also a loving husband, father and grandfather
Rob never wavered from his view that excellence in and the thoughts of all of us at Genea are with Diana,
IVF was predicated on excellence in the science of Wendy, Alice, Peter and Christopher.
IVF and this excellence demanded a large investment
Prof Jansen gave his last public address at the
in research, unequalled in Australia. It was, and is, this
Australian Gynaecological Endoscopy Society (AGES)
investment that sets Genea apart from its competitors
Annual General Meeting in March 2014 from his
and has been responsible for its world-leading success
wheelchair. He spoke about the history and future of Ross AM
Rowan
rates, Dr Lyneham said.
assisted reproduction, and his address was received
These are just a few of the many, many world first with a standing ovation.
developments in IVF and fertility science developed at
Prof Jansens legacy of innovation, commitment to
Sydney IVF and Genea:
excellence, his dedication to the best patient care and
In 1991, work began on Project M91, a culture medium unrelenting enthusiasm lives on at Genea - and the
that replicated conditions within the human fallopian companys accredited doctors and staff are determined
tube. Today, more than 600 clinics around the world to maintain the vision and culture that he instilled in all
nurture embryos using culture media developed by of us.
Genea.
In 1996, Sydney IVF began providing diagnostic
Thank you to Dr Robert Lyneham and Dr Geoffrey Reid
genetic services and was at the forefront in Australia in
for their contributions to this tribute.
developing genetic testing of embryos preimplantation
genetic diagnosis or PGD. Sydney IVF developed the
method of PGD at the blastocyst (Day 5) stage of
embryo development, a technique now recognized
internationally as the gold standard of this form of IVF
treatment.
In 2004, Sydney IVF produced Australias first human
embryonic stem cells from just the second donated
embryo thawed.

Genea Limited Annual Report 2014 5


Chairmans
Report
Soon after financial year end we were immensely Genea Fertility benefitted from a 5.6% increase
saddened by the loss of Professor Rob Jansen, the in oocyte pick-ups (OPUs) and a price increase
Companys founder, former Chairman and Chief Executive implemented in September 2013, resulting in an 8%
Officer. Genea today is the product of Robs vision, increase in revenue to $75.4 million. Notwithstanding
medical and scientific abilities, ethical values, business intense competition from our larger, ASX listed full
acumen, energy and drive. We owe him a huge debt of service rivals and from low cost providers, Genea
gratitude. He not only created the Company but was maintained market share in NSW and Western Australia
primarily responsible for shaping its destiny and the while limiting losses in the ACT following the departure
impact it has had on the community. His business model of a key specialist. An important initiative implemented
of improving success rates for live healthy births by during the year was a new doctor engagement model
investing prudently and successfully in related research designed to better align the interests and loyalty of
and development has underwritten both the clinical and our doctors. So far this initiative has proven successful
business success of Genea. A brilliant doctor specialising with all our clinicians being retained following its
in reproductive medicine, Rob was also at the forefront of implementation.
the associated science and the ethical issues it entailed.
Sound progress was made during the year towards
By combining these talents with his business skills, he
developing and commercialising the instrumentation
embedded in Genea the vision, mission and values which
projects, Gavi and Geri, which are fundamental to the
are the Companys raison detre. Its success is his legacy.
future of Genea Biomedx. A new facility was established
With a 30.3% shareholding in Genea, the Jansen family at Sandwich, Kent, UK to be the European base and sales
is the Companys largest shareholder and at the time office for Genea Biomedx products including the Gems
of his death Rob was a non executive director of the media suite. Planned investment in the Division resulted
Company. Your directors believe it is in the Companys in an EBIT operations loss of $8.1 million for the year.
best interests for the Jansen family to be represented We anticipate using the instrumentation products in our
on the board and accordingly issued an invitation to clinics this calendar year, with external sales being made
Mrs Diana Jansen to join the board as a non executive in the second quarter of calendar 2015.
director. We are delighted that Mrs Jansen has accepted
Genea Biocells made steady progress during the year,
our invitation and we look forward to the contribution
refining its strategy which includes commercialising
she is well qualified to make to the good governance of
existing products and services and developing a
Genea. In accordance with the Companys Constitution
stem-cell based discovery platform. An EBIT operations
Mrs Jansen will stand for re-election at the forthcoming
loss of $2.5 million was recorded reflecting this
Annual General Meeting.
development and commercialisation phase. The Division
Geneas financial performance in FY 2014 was in line has now established a dedicated business development
with expectations. Revenue of $76.3 million was up team which will greatly assist in growing the customer
by 4.0% and net profit after tax of $4.9 million was base for its differentiated stem cell lines.
the same as the previous year. The result reflected the
significant investment being made to transform Genea
from a domestically focussed clinic based operation into
an international IVF products and service business.

6 Chairmans Report
The combination of reduced operating cash flows and I would like to acknowledge the contribution of our
continuing development expenditure in Genea Biomedx Chief Executive Officer, Dr Tomas Stojanov, and his
and Genea Biocells resulted in net cash decreasing senior management team during the year and thank
by $4.6 million. Cash balances stood at $0.8 million our doctors, scientists and staff for their commitment. I
at year end after drawing down $5.4 million of a new would also like to thank my board colleagues for their
banking facility arranged with the Commonwealth Bank support. All of us deeply feel the loss of our friend
of Australia. The unutilised amount of this facility at year and colleague, Professor Rob Jansen, who provided
end was $8.1 million with a further amount of GBP1.4 the inspiration and capability for Genea to be a world
million also undrawn. Cash flow projections indicate that leader in fertility and to help couples realise their dream
the Company is in a sound financial position to continue of having a healthy baby. Your board believes it is of
to fund forecast capital expenditure and operating paramount importance that his vision, mission and
requirements of these new businesses prior to sales of values remain firmly embedded in the Company.
their products ramping up.
An interim dividend of 37 cents per share, unfranked, was
Rowan Ross AM
paid during the year. Your directors have resolved to pay a
final dividend of 54 cents, partially franked, in respect of
FY 2014, bringing total dividends for the year to 91 cents
per share ($1.22 per share in FY 2013). The Company
Rowan Ross AM
has limited franking credits available due to the effect of
concessional tax treatment of research and development
(R&D) expenditure on the corporate tax rate.
The Companys shares sold in a range of $49.50 to
$55.50 during the year with most recent sales around
$50.00. With our two largest competitors, Virtus Limited
and Monash IVF Limited, now listed on the ASX it is
possible to benchmark our Genea Fertility operations
and to obtain market based valuation parameters to
assist in assessing the worth of Genea shares.
As advised to shareholders in the Shareholder Update
for the year ended 30 June 2014, the Company is
budgeting for Net Profit After Tax to remain relatively
stable in FY 2015 at $4.0-5.5 million on higher revenues
of $83-88 million. This subdued profit level continues
to reflect the start-up phase of the Genea Biomedx
and Genea Biocells divisions. We remain confident
that the significant investment we have made in these
divisions will reward shareholders over the medium term,
and ensure the Companys future in an increasingly
competitive market.

Genea Limited Annual Report 2014 7


Board Members
30 June 2014

Left to right
(Inset)
Professor Robert Jansen AM
Non-Executive Director
Mr Euan Pizzey
Non-Executive Director
Mr David Smithers AM
Non-Executive Director
Mr Rowan Ross AM
Chairman
Dr Robert Woolcott
Non-Executive Director
Dr Tomas Stojanov
Chief Executive Officer

8
 9
2014 Group Result Summary
Group Revenue

76.3
Basic EPS
$
million 173 cents

Final dividend declared


$2.8 million

54
IVF revenues were up 8%

cents

Group profit after tax

$
4.9 million

Group cash generation


$0.3 million

$
(4.6) million

10 2014 Group Result Summary


From the CEO
Everybody in the world of reproductive science and
medicine, and a great many outside of it, knows the Tomas Stojanov CEO
name Professor Robert Jansen or, at the very least, the
company he created - Sydney IVF which developed and
grew into Genea.
Prof Jansen was a leading clinician and academic in
the field of infertility treatment, he was an inspirational
entrepreneur and business leader and he was the
visionary founder and managing director of Sydney IVF
and Genea for 25 years.
Through Sydney IVF and Genea, he set the gold
standard for the IVF industry and was often many, many
years ahead of the pack.
Prof Jansen was publishing on blastocyst culture
10 years before it became mainstream, Sydney IVF
led work on the holy grail of embryo culture through
development of its own unique and proprietary culture
medium. It is still the only fertility clinic that creates and
produces its own culture medium.
He was preaching the importance of Preimplantation
Genetic Diagnosis (PGD) in mainstream IVF clinics a
decade before it became fashionable, advocating (and
doing) blastocyst biopsy and leveraging the value of
our blastocyst culture well ahead of his competitors. Innovation and growth
He also recognised and instigated the use of embryo
karyotyping as the best method to select the embryo Sydney IVFs and now Geneas commitment to regularly
most likely to succeed in creating a healthy pregnancy. dedicate 10% of revenue to R&D has laid the foundation
for your companys logical and effective diversification
On the care side of the equation, Prof Jansen into an existing industry related range of products,
understood the need to take this world leading fertility technologies and services.
science to the patients by opening regional fertility The strategy and structure of the modern day Genea
clinics, including the first in New South Wales in the is unique here in Australia and internationally and the
north west centre of Orange. expansion of our technological and R&D arms, while
Despite this deep involvement in the detail of fertility remaining integrated with our clinical services, is critical
science and patient care, or perhaps because of it, for our continued growth and success.
Prof Jansen was also able to gain a wider perspective
on our maturing industry and recognise the need for
diversification to achieve continuous growth.

Genea Limited Annual Report 2014 11


From the CEO (cont.)
Above and beyond all of this though, Prof Jansens most Notwithstanding the difficult and very competitive
important achievement was the culture of scientific environment that prevailed during the financial year,
excellence and innovation he instilled at Genea. It lasts Genea was still able to deliver impressive sales revenue
to this day and combined with the talented and skilled growth from its Fertility business of $75.4 million (up
team Prof Jansen built up over his time at Genea, there 8% on FY2013) and an EBIT of $14.2 million (up 6.5%
is a focused and passionate commitment from the on FY2013). The Fertility business EBIT was offset
Board down that this legacy of scientific excellence and by the planned new business start-up EBIT losses of
innovation will be carried and protected into the future by the Biomedx business of $8.1 million and the Biocells
all of us. business of $2.5 million.
Current market conditions Future growth dependent on measured
strategic diversification
With the arrival of private equity ownership of Geneas
main competitors and their subsequent floating on the ASX, The difficult business factors of FY2014 could be
Geneas fertility business is now operating in a saturated interpreted as market disrupting, but in fact they are a
market characterised by the newly listed competitors validation of Geneas diversification strategy, in place
with ambitious commercial goals. since 2010 and refined and expanded each year since.

The year just past has delivered new competition in the We have to accept that the industry has changed forever
form of low cost clinics and clinics offering rudimentary and the main goal of some of our competitors is to
services at the Medicare only rate, all against the maximise profit not to maximise the long term chances of
backdrop of an industry that is not fully transparent patients to achieve a healthy pregnancy. We have to adapt!
about outcomes. Some market players claim success And most importantly we have to make sure that everybody
on the basis of comparatively strong clinical pregnancy relevant knows who we are and why we are by far the best
rates when we all know that the only measure of value for money when you need infertility treatment.
success important to our patients is taking home a Your company is focused on continuing to deliver our
healthy baby. The lack of transparency and a consistent premium, full cost model of fertility treatment with a
measure in this area allows lower performing clinics service offering that stretches from pre-conception
to pick and choose when selecting a metric to show through conception to post clinical pregnancy testing
success, potentially hiding their true outcomes. and care. Our world leading status in PGD, genetic
Medicare contributions to fertility treatment are testing and embryo vitrification already provides patients
important to ensure accessibility for all facets of the with numerous options to start and grow their families
population, not just the more wealthy socio-economic and the coming year will see an expansion of these
segment. However, the downside of the rebate and services to help a wider range of patients.
services designed to be delivered with no out-of-pocket Our new technologies and methodologies are rapidly
costs is that they lower normal market economy enabling the reality of entire families being developed
pressures on poor performance. from one stimulated cycle (oocyte pick-up or OPU).
Under Medicare, the fact that someone else is paying Multiple healthy embryos are created, one is transferred
for the IVF treatment removes a great deal of the impetus leading to pregnancy and others are vitrified for later
for excellence. Its far too easy, at $0 to $500 a treatment, transfer on a natural cycle. Essentially F = OPU1 (one
to simply say: we can afford to have another cycle. family equals one OPU). Continued development of this
approach to fertility treatment will be cost effective for
patients and for society.
12 From the CEO
However, the reality is that the volume of OPUs remains Geneas credentials as an IVF pioneer are
Geneas main business driver for the Fertility business unquestionable. Your companys history of innovation
and activity needs to be focused on OPU growth while includes being the first:
still delivering the best clinical outcomes possible.
IVF clinic in the world to develop and routinely conduct
Genea Biomedx blastocyst biopsy
Our expertise in the processes and procedures IVF clinic in the world to develop a triple sequential,
undertaken to continue to improve the success of each ready-to-use embryo culture media system
form of assisted reproduction is translated into our
Australian fertility clinic to introduce routine Day 5
IVF technologies company, Genea Biomedx. Genea
embryo transfers
Biomedx is the second pillar of our three pronged
business model. The relationship between Genea Australian fertility clinic to introduce routine single
Fertility and Genea Biomedx is symbiotic and our main embryo transfer
competitive advantage - access to the Genea Embryo
Australian fertility clinic to develop and routinely
Medium Suite, or Gems, has already greatly benefited
replace the old slow freezing method for embryos and
tens of thousands of our patients. We anticipate that late
eggs with a more efficient and successful vitrification
in the 2014 calendar year, the benefits will also begin
process
to flow back to the Fertility business with the scheduled
introduction of instruments Geri (time lapse incubation) Australian fertility clinic to perform full chromosomal
and Gavi (automated vitrification) in our labs. analyses of an embryo by microarray CGH

Genea Biocells Australian fertility clinic to achieve a live birth following


egg vitrification
The third pillar in Geneas new diversified business
model is the creation of the Genea Biocells business. Australian Fertility Clinic to conceive and develop a
This business draws on your companys acknowledged benchtop incubator (the MINC)
expertise in cellular biology, genetics and stem cell Australian Fertility Clinic to develop a world leading
derivation. It also provides an important avenue for embryo transfer catheter. The Sydney IVF catheter
our PGD patients to donate their excess embryos to developed by Prof Jansen and Dr Anderson more than
research into finding a cure for any relevant genetic 20 years ago is still the most popular embryo transfer
condition impacting their family. catheter globally.
Geneas unique value proposition
The strength of Genea lies in the interaction between
its three core businesses - Genea Fertility, Genea
Biomedx and Genea Biocells. As an IVF technologies
business, we understand the IVF industry, IVF patients,
Fertility Specialists and Fertility Scientists because at
our core we are also an IVF clinic. The knowledge and
intelligence derived from these inseparable relationships
is invaluable and has provided the foundation for the
establishment of Genea Biomedx.

Genea Limited Annual Report 2014 13


From the CEO (cont.)
Growth and Expansion Our People
Genea Biomedxs business strategy starts from The highly competitive market in which we operate
these innovations and focuses on the development, means that attracting and retaining talented employees
manufacture, sale and distribution of existing and future is a critical business success factor. We continue to
innovative and game changing fertility technologies. ensure Genea is an attractive place to work by listening
to our employees and hearing what they enjoy about
Genea Biocells grew out of our expertise in cellular
working for Genea and what can be improved. This
biology and genetics and has developed into a
year we have made a number of enhancements to our
globally recognised stem cell company. As stem
employee value proposition in the areas of Wellbeing
cell-based disease models become common practice
(through our Good for You programme) and Employee
in pharmaceutical drug development and the technique
Benefits in particular. Building the capability of our
of cell therapy is developed, Genea Biocells technology
employees continues to remain a core focus and during
platform means it is well positioned to play a key role in
the year we have developed an extensive programme
both market segments.
focused on our senior leaders. This forms a component
Commercialisation of these technologies and Geneas of our Talent Framework launched this year that
clinical and genetic expertise will be the key success strategically drives capability development, employee
factor in our drive for geographical growth and retention and key talent acquisition.
expansion.
Conclusion
The realities of the Australian IVF industry are that
In conclusion, I would like to thank Geneas dedicated
currently it is a saturated market with price pressures
executives and senior managers who work tirelessly
and a lack of recognition of the value of better
to ensure we remain world leaders. My thanks also to
performing clinics to the Australian health system; all
you, our shareholders, for your enthusiasm, interest and
of which validate and justify Geneas three pronged
support which inspires me and all of the Genea team
business model as the best possible way to deliver
to enshrine Prof Jansens vision, values and ground
sustainable growth for your company.
breaking scientific achievements and to keep pushing to
create innovative instruments and treatments and deliver
better outcomes for our patients.

Tomas Stojanov

14 From the CEO


Genea Limited Annual Report 2014 15
Genea Fertility
Highlights
40% Better Chance campaign launched successfully
Growth in both geographic reach and breadth of clinical services
In-house pathology services established
Innovative marketing initiatives launched to continue building brand awareness and capture market share
Development of the partnership with Superior ART to expand Geneas expertise across the Asian region

The foundations of our fertility business are our leading


success rates and the delivery of supportive patient care.
In the 2011 ANZARD Report*, an assessment of success
across all Australian and New Zealand clinics showed
the live birth rate per IVF attempt for women under 35
years of age ranged from 4.8% to 36.8%. In contrast to
this dramatic range, Genea consistently has results in the
highest quartile and, in the period covered by this report, Success
we delivered a 40% greater chance of success compared
to the average of all other clinics across Australia and
rates worth
New Zealand**. We believe its important for everyone screaming
considering fertility treatment to be aware of this point about.
of difference between clinics to help them make an
informed decision about where to seek treatment - that
is the clinic which will give them the best possible chance
of taking home a healthy baby. This data and Geneas
For more than 28 years, weve been dedicated to finding better ways to
40% better chance of success message formed the help couples realise their dream of having a baby. First as Sydney IVF, To nd out how we can
best help you, call our
now as Genea.
centrepiece to our advertising during FY 2014. Our commitment has created world leading advances in fertility,
Genea fertility experts.
1800 359 799
culminating in a 40% greater chance of taking home a baby when
genea.com.au/success
assisted by Genea, than the average of other clinics in Australia and
Month on month we consistently recorded patient New Zealand*. For those we help, thats the most valuable statistic of all.

feedback scores well above 90%, demonstrating that Everything we do at Genea is about improving your chance of success.
Its why our expert Fertility Specialists, in collaboration with our holistic

we met patient expectations and our patients were practitioners, consider all aspects of your fertility to create the best
treatment plan for you. Age, lifestyle and diet, as well as medical factors,
can all play a part.
satisfied with our services. These metrics demonstrate our And well continue to lead the way in researching new and better

leadership in the field. methods of further improving chances, such as our recent IVF innovation
in embryo culture media GemsTM - the vital solutions that nurture egg,
sperm and embryo development.
Our people, technology and unrivalled expertise together create a
Continued success greater chance for everyone we assist.

Geneas fertility laboratories continued to provide * 40% greater than the average of other clinics combined, according to analysis of the latest available data (2011)
released August 2013 from the Australian and New Zealand Reproduction Database (ANZARD) and based on live

Genea clinicians and patients with leading outcomes. A births per embryo transfer.

comparison of the most recent available national data Genea - Latte ad - Sept2014.indd 1 23/09/2014 5:03:19 PM

(from the 2011 ANZARD Report) to Geneas preliminary


results from 2012, shows our clinics continue to rank in
the top quartile.
16 Genea Fertility
Genea Limited Annual Report 2014 17
Genea Fertility (cont.)
A review of Geneas results across IVF/ICSI, frozen Over the past 12 months we have implemented
embryo transfers and PGD over the past 12 months automated technologies in Genea fertility laboratories
shows that Genea laboratories have continued to perform, with the aim of improving productivity. Our embryology
with particularly strong improvements in the frozen labs now have a fully automated system for the
embryo transfer and PGD outcomes (Table 1). production of embryo culture dishes, a system which has
resulted in a reduction of staff required to undertake this
Table 1: Geneas fetal heart pregnancy data work. In collaboration with the IT Department, the teams
(July 2013-June 2014) across all fertility laboratories are working on an auditable
witnessing system that will allow all our laboratories to
July 2013 improve staffing allocations and patient security. It is
- June 2014 envisaged that the system will be rolled out to all Genea
<38 >=38 clinics by the end of 2014.
Fresh No. ETs 1,513 1,277 Geneas biochemistry laboratory expanded its
Avg No. ETd 1.08 1.21 geographical reach during the year and the advancement
Avg age 33.62 41.21 of next generation sequencing technology led to the
introduction of new clinical services that were well
% Clinical preg 39.9% 19.0% received by referring clinicians and their patients.
% Imp rate 38.4% 16.2%
Helping patients recognise the Genea difference
% Mult preg 4.0% 3.7%
Over the past year and a half, one of our primary projects
% cycles 61.5% 61.9%
within Genea Fertility has been the establishment and
represented
refinement of a strategy to manage new patients seeking
FET No. ETs 1,281 455 information and support from us. We know that patients
Avg No. ETd 1.02 1.05 can find it a big step to move from trying to conceive
Avg age 33.08 40.09 naturally, to the recognition they may have a problem
conceiving and then on to undertaking fertility treatment.
% Clinical preg 44.4% 26.8% By closely supporting these patients on each step of
% Imp rate 44.8% 26.4% their fertility journey, we ensure they get to see a Genea
% Mult preg 3.3% 3.3% Fertility Specialist in a timely fashion.
% cycles 65.2% 65.9% Attracting patients to Genea and Geneas Fertility
represented Specialists is integral to the business model. Again,
PGD No. ETs 295 118 these activities faced a challenging environment with
heightened activity in all forms of media from both of our
Avg No. ETd 1.02 1.01 main competitors who are now listed on the ASX.
Avg age 33.04 40.20
Exploring new and more effective communication
% Clinical preg 51.9% 43.2% channels is no longer an additional expense or luxury
% Imp rate 52.5% 42.9% employed by large IVF clinics but a fundamental necessity
% Mult preg 3.3% 0.0% of survival for every clinic large or small, low cost or full
service. It is especially new patients, undergoing their
first IVF cycle, who cannot clearly differentiate between

18 Genea Fertility


IVF clinics. That said, Geneas marketing activities across For people seeking fertility treatment, Genea is very
the financial year successfully generated almost 3,000 well known for our expertise and success in treating the
opportunities through the integrated marketing channels difficult cases and the hard to get pregnant patients.
of direct, digital, medical and public relations. To capitalise on this perception, we launched the Switch
campaign which encouraged patients of other NSW and
Ours is a business characterised by a surprising slowness
ACT fertility clinics to switch to Genea for treatment.
to act on the part of consumers who are daunted by
Strong in the digital and outdoor space, the Switch
admitting they are infertile and need to seek help. During
campaign went into market in the month of June and
the year, patient prospect to OPU conversion plateaued
generated a great response. This high profile, highly
at approximately 22% with an average 6 to 10 month lag,
targeted and market leading campaign delivered 146
however, some opportunities generated by the embryo
potential patients to the business.
culture media publicity in February 2013 were still trickling
through 18 months later. Shortly after the end of FY 2014, Genea launched The
Australian Fertility Census.
On Christmas Eve 2013, Genea launched a new website
for the Fertility business. Filled with new, relevant content An Australian - and to all indications, a World - first, the
and operating on a responsive and intelligent platform, Census was an exciting new marketing initiative to build
the new website has shown a 66% increase year on year Geneas brand and, at the same time, build a body of
in the percentage of traffic visiting Fertility Specialist and information about exactly what Australia thinks and knows
Genea clinic pages, leading to 644 appointments made about all things related to sex, baby making and kids.
through the website in the six months to the end of June
The enlightening and interesting findings of the Census
2014. Furthermore, page engagement has significantly
were released on 1 September 2014 to mark the
increased by a magnitude of three-fold on average
beginning of Spring and Fertility Awareness Week.
and we expect this will continue to generate further new
opportunities and OPUs. We will seek to improve our Operational efficiency initiatives to enhance
online presence through continual website optimisation. productivity
Public relations activity throughout the year eclipsed our At the commencement of FY 2014, we committed
major competitor IVF Australia with 70 articles, interviews to implementing a program of operational efficiency
and television news segments about Genea, reaching initiatives in order to streamline processes, improve our
an audience of 12.7 million (compared to IVF Australias service offering and enhance the profitability of the
audience of approximately 11 million). Fertility business. Areas of focus included:
A partnership struck with Australias leading womens Patient on-boarding into Genea: all patient education
network, Business Chicks saw Geneas brand and key and medical consenting processes were redeveloped
messages delivered directly to more than 33,000 people to streamline our interactions with patients and reduce
(predominantly women) in our target market across the the administrative burden for our clinics.
country. Genea has exclusive partnership rights at events
Morning clinic: a patient queuing and workforce
with regular audiences of 800-1,500 people learning
management system was introduced to our Kent
about Genea alongside the featured high profile and
Street morning clinic where patients present for
successful women which has already included Olympic
blood testing, ultrasounds, to collect drugs and have
Gold Medallist Alisa Camplin, novelist Kathy Lette,
questions answered. The new system gives patients
Net-a-Porters Megan Quinn and global publishing icon
the option to check in immediately using their
Arianna Huffington.
Genea Limited Annual Report 2014 19
Genea Fertility (cont.)
Genea card at kiosks in our reception when they arrive Growth and extended geographic reach
or even before we open in the morning using their Genea Fertilitys profitability is driven by the number of
smart phones. The system permits us to direct patients stimulated cycles undertaken with the team committed
efficiently to the appropriately qualified member of to growing total OPU volumes by capturing marketshare
staff, track the use of the facility, monitor turnaround where we have established clinics. We did this through
times of staff performing a task and streamlines our marketing initiatives and brand awareness and also by
activity overall. The system has decreased our patient extending our geographic reach into markets where we
wait time by approximately 80%; improved the patient can successfully offer our services by opening new clinics
experience and allowed us to more efficiently allocate to provide a local, more convenient service for patients.
our staff.
During FY 2014 we opened:
A number of improvements around our patient
payment processes to significantly reduce the a clinic in Manly to better support current and new
manual steps our staff perform to collect fees were patients on the Northern Beaches
introduced. a clinic in St Leonards to have a presence on the
Centralising booking lines from across multiple clinic North Shore - an area that has traditionally been IVF
locations for patient ease and to maximise the offering Australia territory; providing patients with a strong
of our various clinic locations. competitive alternative for treatment

Introduction of more standard clinical protocols a clinic joint venture with Oxford Womens Health in
to streamline patient management and our staffs Christchurch, New Zealand
interaction points with our Fertility Specialists. Internationally during FY 2014:
With these initiatives in place, the Fertility division Superior ART continued to grow rapidly in Thailand. It
successfully reached the targets set-out at the onset of is one of the leading providers of PGD for karyotyping
the FY 2014 to reduce personnel cost as a percentage of and genetic conditions. A new clinic was opened in
revenue. Udon Thani, and we have established consultancies in
Myanmar and Vietnam and offices in China.
Licensing of our IVF and PGD technology was
undertaken in the Czech and Slovak republics 10
years ago which deliver a stable revenue stream to our
Fertility business. Our European partner Sanatorium
Helios has established itself as an industry leader in
Europe, with a respectable live birth rate matching
results at our Kent Street facility. This model of
technology licensing and franchising is currently
underutilised in our view and we are actively testing
this model with our Thai partners throughout South
East Asia.

Forte building, Christchurch, New Zealand


20 Genea Fertility
Most importantly, all international growth by Genea will be Expansion of the centralised specimen reception
undertaken with the preservation and successful export (CSR) function in Kent Street allowing Genea to
of our culture of innovation and scientific excellence, control all aspects of pathology sample logistics
ethical and risk management culture and transparency. (including everything from routine bloods testing to
molecular DNA samples) from sample collection
Growth in service and test volumes through to electronic delivery of results to Genea
In a saturated market, differentiation of Geneas science Fertility Specialists. The reach of the suite of Genea
and care is highly important. Some examples of new tests was expanded to the Liverpool, Canberra, RPAH
initiatives in the clinical arena include: and North West clinics during the FY 2014. The CSR
has triaged over 27,000 tests for Genea Fertility
Introduction of a PGD-Chromosomal analysis opt-in
Specialists, retaining 5,500 for in house testing and in
service aiming to provide the latest clinical options to
the process allowing us to both collect the associated
all patients. Our PGD service remains a key service
revenue and decrease the external costs to third party
differentiator and treatment cycles incorporating
pathology providers.
microarray chromosome analysis are producing very
strong results, even in the traditionally hard to get Non-Invasive Prenatal Screening program: in
pregnant groups (see Figure 4). late 2013 work commenced on implementing a
Non-Invasive Prenatal Screening program, with a
Figure 4: IVF/ICSI vs Chromosomal Analysis successful pilot study run in early 2014. Negotiations
were undertaken with a technology partner, one of
60%
the largest suppliers of this technology in the world,
to allow us to deliver the service from Australia - a
50%
move which means Genea will be one of the first
clinics in Australia to provide this technology for early
40% 44%
42.2% pregnancy management. The growth of this service is
expected to overtake current standard First Trimester
30%
Screening program over the next 12-18 months.
20% 24.3% Introduction of endocrinology testing into the
21.7%
19% Canberra clinic has been a great success. A
10% significant reduction has been achieved in service
3.9% delivery times to our Fertility Specialists, allowing
0% clinical discussions to take place earlier in the
IVF/ICSI embryos Embryos that have day which has a positive influence on patient
undergone chromosomal
analysis management. We have also delivered significant cost
% Fetal Heart
reductions by reducing the use of third party providers
of pathology services.
% Live Birth
% Clinical Miscarriage

Comparison of straight IVF/ICSI embryos with the superior testing delivered


by Chromosomal analysis to select the healthiest embryos for patients 38
years and over. IVF/ICSI data is for Day 5 or 6 fresh transfers only.

Genea Limited Annual Report 2014 21


Genea Fertility (cont.)
Genea Genescreen: During FY 2014 we launched Community
an advanced cystic fibrosis test and there has been Work on Geneas application to secure a Medicare rebate
strong uptake by our Fertility Specialists and patients. for patients undergoing PGD was ongoing through the
During October 2014 the next service, GeneScreen year as it progressed through the government review
Plus, will be launched offering testing for the most process.
common single gene disorders.
The PGD Assistance Program continued through
Genea Fertility revenue of $75.4 million was up $5.6 generous ongoing donations, the support of a number of
million on the prior year, mainly due to an increase in the Genea Fertility Specialists and the dedication of the PGD
number of oocyte pick-ups (OPUs) performed. Assistance Program Selection Committee comprising:
In an increasingly price sensitive market, and under Mrs Dianne Petrie OAM, Ms Carolyn Shalhoub and Mr
intense competitive pressure from both our larger, Bruce Cutler. Genea is very proud of the continued
listed, full service rivals as well as low-cost providers, success of the Program and to assist couples who would
we managed to maintain our market share in NSW otherwise be unable to afford treatment. To date 21
and Western Australia, while limiting losses in the ACT babies have been born, there are 16 ongoing pregnancies
following the departure of one of our key specialists. and 13 couples are still to complete treatment. The
Consistent with our stated aim of being a World Leading Program was initially established by a generous donation
Fertility company, as judged by our success rates and the by Professor and Mrs Diana Jansen. There are already
level and breadth of our services, all of our growth has 11 couples who have been accepted for 2015, and Mrs
been achieved in the full price segment of the market Jansen will continue to provide the main financial support
whereas, the growth among our competitors has been for this Program. We extend our heartfelt thanks to Mrs
achieved mainly in low cost IVF. Jansen and all who make this Program possible.

Overall, the Fertility business EBIT of $14.2 million was up


by $0.8 million on the prior year. The result was impacted
by the write off of goodwill of $1.3 million to recognise
the shift away from our traditional diagnostic offerings
towards new molecular-based technology services.
Adjusting for this one-off item EBIT would have been
$2.1 million higher than the prior year.

* Latest available data (2011) released August 2013 from the Australian and New Zealand Assisted Reproduction Database (ANZARD).
** Than the average of other clinics combined, according to analysis of the latest available data (2011) released August 2013 from the Australian and
New Zealand Assisted Reproduction Database (ANZARD) and based on live births per embryo transfer.

22 Genea Fertility


Genea Limited Annual Report 2014 23
Genea Biomedx
Highlights
Secured European Commercial and Media Operations facility in Kent, UK. Refurbishment and operations
commissioning in progress, on time and on budget
Kent Street media production facility commissioned and operational, servicing all Genea clinics with Gems media
Gavi passed major development milestone by completing verification testing. Product has now transitioned to
pilot manufacture and final testing
Geri passed pre-verification and now commencing formal verification testing. Product in design transfer in
preparation for final testing

Genea Biomedx develops innovative high-technology Over the past 12 months, Genea Biomedx has focused
products designed to standardise and automate on the transition of the instrumentation development
laboratory processes to ensure consistency of high quality projects, Gavi and Geri, through to commercial
outcomes. manufacture. In Sydney, we upgraded the Kent Street
culture media production facility to comply with stringent
Our objectives are to:
international regulatory standards.
Develop and commercialise IVF laboratory
Offshore, the team secured a substantial UK facility which
technologies for sale to the global ART market
includes a GMP grade clean-room for large-scale media
Utilise these technologies within our Fertility business manufacturing. The facility is also the intended location of
to improve processes, reduce handling risk and the European commercial headquarters.
ultimately create a competitive advantage in the
Administratively, we implemented a business-wide
markets in which we operate.
Enterprise Resource Planning system which includes
a sophisticated supply chain management system. We
are also progressing QA processes and regulatory
submissions for Gems, Gavi and Geri. It is anticipated that
the complete range will have CE marking in 2015.

Facilities
The existing Kent Street culture media production facility
was upgraded during FY 2014 in order to provide for
increased volumes of commercial media to external
parties in regulated and unregulated markets. The
upgraded facility has state of the art equipment within a
controlled, high-grade clean room environment to ensure
Laura Sandys, MP for South Thanet, Tomas Stojanov, high quality product is provided to customers.
Genea CEO and Mark Dance, Cabinet Member for
Regeneration and Economic Development at Kent County
Council cutting the ribbon at the new Biomedx UK facility.

24 Genea Biomedx


Genea Limited Annual Report 2014 25
Genea Biomedx (cont.)
A site in Sandwich, Kent UK, with easy access to Gems Embryo culture medium suite
mainland Europe via the Channel Tunnel and nearby Gems is our embryo culture medium suite. Originally
Gatwick Airport, was selected for our European formulated in 1991, the third generation of the medium
operations and sales office. The site was previously suite has been in full clinical use within Genea clinics
operated by Pfizer and included a substantial specialised since February 2013. We are currently supplying all
clean-room as part of the facility. A new state-of-the-art Genea related clinics across Australia and New Zealand,
media production unit will utilise this space with additional as well as Sanatorium Helios clinic in the Czech Republic.
refurbishment work to incorporate offices, logistics and
service facilities nearing completion. The site was officially Gems media is a Class III medical device in Europe and
opened in June 2014 an event that was attended by the therefore stringent regulatory requirements must be
local MP and other dignitaries. satisfied prior to clearance being granted by the various
authorities (EMA, MHRA and Notified Bodies). This
In addition to establishing a presence in the UK, we also process has been underway since 2013, with the various
successfully applied to the local government in Kent for a review time-points being achieved, and clearance for
grant to accelerate our operations in the area. sale anticipated in 2015. Europe is the primary focus for
commercialisation due to market size, attractiveness and
ease of access.

26 Genea Biomedx


Gavi Automated vitrification instrument Production quality units of Geri are in progress with
Vitrification is now a well-accepted methodology to fast testing and evaluations in Genea clinics due at the start of
freeze excess embryos for potential use at a later date. 2015. Commercial launch is anticipated later in 2015.
However, the current vitrification process is very manual The launch of Geri is eagerly anticipated by the market
and highly dependent on the skill level of the scientist. and although we have not yet received regulatory
Gavi is designed to automate and standardise much of clearance for Geri, we are now being invited by various
the vitrification process, ensuring that it is performed the conference organisers to participate in specially
same way every time. organised time-lapse workshops.

Development of Gavi is complete with the transition to Our continued investment in the various development
manufacture being the primary focus toward the end of and commercialisation activities of Genea Biomedx has
FY 2014. Production quality units of Gavi have now been resulted in an EBIT loss for the year of $8.1 million. We
built and utilised for final regulatory testing and clinical expect that the pay-back from this investment will begin
evaluation in Genea clinics before year end. As per Gems, to be realised over the next 12-18 months as sales of
regulatory clearance for Gavi is anticipated in 2015. Genea Biomedxs products ramp up.

Geri Embryo incubator with time-lapse


functionality
Geri is a state of the art embryo incubator. It has been
designed to maintain an optimal environment for the
embryo in its first few days of growth before being
transferred back to the patient. It also has time-lapse
imaging functionality that allows a scientist to review
embryo morphology without taking the embryo out of its
optimal environment.
Interest in time-lapse continues to grow in the market.
Pre-production units of Geri have been displayed at key
scientific conferences during the year, with the response
from delegates and potential customers being very
positive.
Hardware development of Geri is complete with the
transition to manufacture being the primary focus toward
the end of FY 2014. Software is an integral part of Geri
due to the high level of user interaction with the product
and the large volume of data generated by the time-lapse
imaging system. Feedback on the launch version of
software has been very positive due to the intuitive user
interface developed with valuable input from Genea
Fertility embryologists.

Genea Limited Annual Report 2014 27


Genea Biocells
Highlights
In February/March 2014 achieved status as the worlds largest contributor to the NIH registry with 52 approved
human embryonic stem cell lines, surpassing the Harvard Stem Cell Institute for the first time
Commercialisation of stem cell-derived skeletal muscle cells commenced
Business Development team successfully established to drive leads
Additions to Genea Science & Research Commercialisation Committee
Brand development was completed

Introduction in the Huntingtons disease field will expand Biocells


Stem cell-based disease models are gradually becoming customer base in the USA, our most important market.
common practice in pharmaceutical drug development We also contracted Colin Tristram to establish a presence
according to a recent survey with 70% of pharma in Europe, a market to which we have had little exposure
companies expressing an interest in this technology for to date. Their expertise had a significant impact and
drug discovery. There is also a big push to demonstrate transformed the division over the past year with clearer
clinical success of cell therapy - spearheaded by the messaging and direction and a much increased capacity
California Institute of Regenerative Medicine (CIRM) to generate, follow up and convert leads. At conferences
and more recently by the UK government (Cell Therapy in the second half of the year we attracted significant
Catapult). Both market segments are projected to grow attention and generated over 100 leads from both
strongly in the future. pharma/biotech and academic scientists. The team was
further complemented by Dr Alan Colman, an eminent
Genea Biocells is well positioned in this market with a scientist who recently retired from an academic position
technology platform that comprises key-elements that are in Singapore. Dr Colman personally knows many stem cell
fundamental to applications in research/drug discovery scientists in both academia and industry and has already
as well as clinical areas. Our strategy is to engage world made a valuable contribution through introductions to key
leading experts to build a globally recognised stem cell people. The team, with Dr Colmans support are actively
company that supplies cells, reagents and services to the exploring opportunities for Genea Biocells involvement in
stem cell research/drug discovery market to generate European Union-funded consortia which will increase our
a revenue stream in the short term while leveraging our credibility and brand awareness in Europe, attract grant
technology platform to advance cell therapy applications funding and future revenue and leverage Geneas existing
that potentially promise revolutionary future treatment facility and expertise in clinical media manufacturing in
options. Sandwich, Kent, UK.
The year in review Prof Jeanne Loring of the Scripps Research Institute,
The Biocells business development team was San Diego, another eminent, internationally renowned
successfully established by hiring Dr Jamshid Arjomand stem cell scientist, joined the Science and Research
as VP Business Development and our first United Commercialisation Committee (SRCC). Prof Loring has
States-based employee. Dr Arjomands experience in been our collaborator for the past five years and is well
rare diseases and coordinating and managing contract connected in California and in general within the USA, our
research projects, together with his existing connections largest market.
28 Genea Biocells
Vascular smooth muscle cells

Genea Limited Annual Report 2014 29


Genea Biocells (cont.)
Business development activities were further supported In February/March 2014 Genea Biocells was the worlds
by developing the Biocells brand. The brand essence is largest contributor to the NIH registry with 52 approved
defined as science humanised - including an emotional human embryonic stem cell lines, for the first time
element that is lacking from all our competitors. The surpassing the Harvard Stem Cell Institute. NIH approval
branding is based on the insight that Genea Biocells, is very prestigious and globally recognised as external
together with the scientists they partner with, are pushing validation of the highest ethical standards. It also makes
the boundaries - exploring new biological frontiers, access to our cell lines easier for many customers and
pioneering new medical techniques and changing the many companies will only work with cells derived from
game for the sake of human development. The visual NIH-approved stem cell lines.
presentation and key messages were well received at
Our high-content screening platform for stem cell
conferences and attracted significant traffic to our booths.
media development lends itself to screening chemical
This was an important first step towards establishing
compounds for their desired effects on stem cell culture
Genea Biocells as a recognisable brand in the stem cell
and differentiation. We have applied this platform very
market.
successfully in the past, the development of the worlds
In October last year we announced a major R&D first skeletal muscle differentiation protocol being a
breakthrough - the worlds first efficient and scalable recent example. Besides muscle, other R&D efforts
protocol to generate functional skeletal muscle from focused more consistently on chemical biology since
human pluripotent stem cells. This process has always our market insights showed that there is a strong desire
been considered to be very difficult and to date has for biologics-free stem cell culture and differentiation
not been matched by either competing companies or media due to their advantages of being more consistent,
academic labs. The soft launch saw us successfully more stable and easier to produce for clinical
distributing cells and reagents to a number of applications. Another benefit is that small molecules are
collaborators for further testing, feedback and validation. generally cheaper than biologics, and equivalent small
Our muscle R&D team, led by Dr Leslie Caron, was then molecules-based media will have higher profit margins.
able to show disease-related phenotypes demonstrating This approach will give us a clear competitive advantage
the potential of our system to model adult diseases in the stem cell media market for both research and
and thus, its usefulness for drug discovery research clinical applications.
and phenotypic drug screening. Our scientific progress
Brand development was completed and successfully
enabled us to secure second research contracts with
rolled out in time for the annual meeting of the
both Roche (Switzerland) and Novogen (Australia),
International Society for Stem Cell Research (ISSCR),
using skeletal muscle cells or skeletal muscle/neurons,
the largest scientific stem cell conference. The new
respectively. Stem cell-derived skeletal muscle was more
visual design helped to draw in people, and many ISSCR
broadly promoted as a unique and exciting new product
attendees commented on our presentation.
to the wider scientific community and biotechnology
industry at the annual meeting of the International As with Genea Biomedx, the anticipated portfolio build
Society for Stem Cell Research in Vancouver and the BIO up and commercialisation activities of Genea Biocells
International Convention in San Diego. At both events resulted in an EBIT loss for the year of $2.5 million.
skeletal muscle applications dominated the interest of Again, we expect that the pay-back from this investment
visitors to our booth or participants in partnering meetings. will start to be realised over the next 12-18 months as
sales of Genea Biocells products and services ramp up.

30 Genea Biocells


Outlook for the Genea Group Genea Biocells
Looking ahead, all three businesses either have a number Revenue from stem cell related products and services
of activities due to come to fruition or about to begin. is expected to grow four fold as the full benefits of the
activities currently being undertaken by the business
Genea Fertility development team are realised. The company intends to
Next Generation Sequencing technology will play a large launch three new products in the coming year:
role in the activities of Genea Fertility in the coming year.
Chemical compound kit
It will deliver improved diagnostic capacity and service
with reduced reporting times. The technology will also Skeletal muscle differentiation kit
contribute to further development of laboratory test
Cardiovascular progenitor medium
menus to cover all aspects of fertility pathology.
Growth is also expected to be derived from the
Pathology services will continue to be expanded to
establishment of distribution agreements for Australia and
provide improved access to collection sites for Genea
New Zealand during the current financial year, followed
patients and clinicians and geographical expansion of
by European agreements in FY 2016.
fertility services nationally and internationally will be
undertaken. A need to be closer to Genea Biocells main market will
see the business expand its US operations. This move
Genea consulting services will be developed with a view
will also assist in reducing operating costs and will allow
to establishing long term revenue streams based on
Genea Biocells to tap into a larger talent pool and take
monetising Geneas extensive IP.
advantage of additional funding opportunities.
Genea Biomedx Finally, integral to their overarching strategy, Genea
Genea Biomedx will take the final steps towards Biocells will expand their position as leaders in stem
validation and registration for Gavi and Geri and will cell-derived skeletal muscle and muscular dystrophy
complete Genea clinical evaluations ahead of the disease models through publications, strategic
publishing of associated scientific papers for both collaborations and partnerships.
instruments.
During the coming financial year, both Gavi and Geri will
We remain firmly of the belief that diversifying our
be in routine clinical use within Genea clinics.
business to add and develop technology and stem cell
CE-Mark clearance will obtained for Gavi and Geri as well arms is the right strategy for the future. It is smarter and
as Gems and ISO13485 regulatory certification will be more sustainable than continuing to compete solely in a
achieved for the wider Genea Biomedx business. crowded market where potential patients primarily use
price as a Australian fertility service decision maker.
Tier 1 regions will be the focus of commercial discussions
with agreements formalised with channel partners in
Europe, Japan and select non-regulated markets.
Alongside expanding administrative work, Genea
Biomedxs UK media manufacturing site will be
commissioned and pilot production will complete.

Genea Limited Annual Report 2014 31


Corporate Governance
This section of the Annual Report outlines Geneas 5. ensure that the processes of strategic planning,
governance framework. Genea is committed to ensuring budgeting and reporting (including information, control
that its policies and practices reflect a high standard of and audit systems) are soundly designed, properly
Corporate Governance. conducted, and regularly monitored;
The Genea policies referred to in this corporate 6. ensure that statutory legal requirements as well as
governance statement are available to shareholders on externally and internally generated ethical standards
the Genea Shareholder Portal at www.genea.com.au/ are complied with;
shareholders.
7. ensure that appropriate risk management procedures
The Board of Directors are maintained and followed;
As at 30 June 2014, the Board of Directors of Genea 8. ensure that shareholders and others with legitimate
Limited comprised: Mr Rowan Ross AM (Chair), Professor interests have appropriate, reliable and timely
Robert Jansen AM, Mr Euan Pizzey, Mr David Smithers information regarding the operations of the Company;
AM, Dr Tomas Stojanov and Dr Robert Woolcott. and
The Board of Directors governs Genea Limited to operate 9. approve and monitor the operation of the delegation
in the field of human reproduction for the long-term of authority to management under the Statement of
enhancement of shareholder and community value. Delegated Authority.
In exercising corporate governance, the Board takes
responsibility for the strategic direction of the Company, Board composition
appointment of a single or joint Chief Executive Officer (to In accordance with the constitution of the Company, the
whom executive authority is delegated), setting goals for Board will consist of between four and ten directors.
management, monitoring the achievement of these goals, The current Board has a broad range of diverse and
and ensuring that all obligations to the community are complementary skills and experience, specifically, a
met. The Companys obligations include compliance with combination of scientific expertise, industry experience,
legal requirements, observation of sound and consistent clinical expertise and financial expertise. The Board
ethical principles, and the pursuit of best scientific and has adopted a policy of ensuring an appropriate mix
social practice and outcomes. of executive and non-executive directors, with the
Chairman to be elected by directors from among the
Specifically, the Board will: non-executive directors.
1. approve the vision and strategic direction of the As at 30 June 2014 the Board had one executive
Company and ensure that this vision and these director, being Dr Tomas Stojanov, Chief Executive
strategic goals evolve as required in the interacting Officer, and five non-executive directors, being Mr
realms of business, biology, ethics and the community; Rowan Ross AM, Professor Robert Jansen AM, Mr Euan
2. appoint, review and determine the remuneration of a Pizzey, Mr David Smithers AM and Dr Robert Woolcott.
single or joint Chief Executive Officer; On 11 July 2014, the Company lost one of its directors
3. monitor the operational and financial performance of and the founding father of the Company, Professor
the Company and approve the financial statements; Robert Jansen AM. His enormous contribution to the
establishment and the success of Genea cannot be
4. regularly review the performance of the Board as a
measured and it is of paramount importance to the
whole and of individual members of the Board;

32 Corporate Governance


Board to ensure that Professor Jansens vision, mission retire at the next following annual general meeting, at
and values remain embedded in the Company. which they may be re-elected.
Of the non-executive directors: Mr Ross, Mr In addition to six scheduled full meetings each year,
Pizzey and Mr Smithers meet the criteria set out other Board meetings may be held as required and if
in the ASX Corporate Governance Principles and necessary on short notice.
Recommendations (2010) that determine the
Directors have the right, in connection with their duties
independent status of a director as none of these
and responsibilities as directors, to seek independent
directors is a substantial shareholder of the Company;
professional advice at the Companys expense in
is employed or has been employed by the Company in
relation to the Companys affairs, subject to prior written
an executive capacity within the last three years; has
approval of the Chairman, which will not be unreasonably
within the last three years been a principal of a material
withheld. If the Chairman determines it to be appropriate,
professional advisor to the Company; is a material
such advice will be made available to the other directors.
supplier or customer of the Company; or, has a material
contractual relationship with the Company. Under the Companys constitution, the Company
indemnifies its directors, to the extent permitted by law,
The Chairmans Committee (described below)
against liabilities incurred by the directors in connection
assists the Board to review Board composition and
with the Companys affairs to persons other than Genea
nominations and makes recommendations to the
Limited or its related bodies corporate.
Board on candidates for appointment as directors. In
recommending potential new directors, and considering Conflicts of interest
the re-election of incumbent directors, the Chairmans
In accordance with the Corporations Act and the
Committee makes recommendations to the Board after
Companys constitution, a director who has a material
carefully considering factors including the following:
personal interest in a matter that relates to the affairs
competencies required to ensure that the Board of the Company is required to declare the nature of the
is able to efficiently and effectively fulfil its interest at a meeting of directors as soon as practicable
responsibilities and duties; after the relevant facts have come to the directors
knowledge. Where the Board believes that a significant
the need to maintain an appropriate balance of skills,
conflict exists, the director concerned does not receive
experience, expertise and diversity;
the relevant Board papers and is not present at the
relevant regulatory and statutory requirements; meeting, or segment of the meeting, at which the item is
considered.
the results of reviews of Board performance; and
the overall mix of functional skills of the members of Non-executive directors compensation
the Board. It is the policy of the Board to maintain the
remuneration of directors at levels that are consistent
In accordance with the Companys constitution, one
with market practice, having regard to the nature
third of the Board of Directors (excluding the Chief
of their responsibilities and the size and business
Executive Officer, either joint or single) retire each year
activities of the Company. From time to time the
at the annual general meeting and may be re-elected.
Board will seek independent advice on the directors
Directors appointed by the Board between annual
appropriate remuneration. Non-executive directors
general meetings are required by the constitution to
are paid for their services in aggregate not more than

Genea Limited Annual Report 2014 33


Corporate Governance (cont.)
the fixed sum last approved at a general meeting of Diversity
members (shareholders). The directors determine the On 15 August 2012, the Board approved the Genea
remuneration to be paid to each non-executive director Diversity Policy. The policy is designed to support and
within this aggregate limit, and in the absence of promote the principles of diversity in the workplace
agreement the aggregate fixed sum is paid to them in and the Board monitors the Companys overall diversity
equal shares. strategy and policy.
Ethical standards of corporate conduct Genea currently reports annually to the Equal
The Board endeavours to ensure that the directors, Opportunity for Women in the Workplace Agency on
officers and employees of the Company act with the policies and business practices Genea has in place
integrity and observe the highest standards of behaviour for all staff and for women that are either aimed at or
and business ethics in relation to their corporate have resulted in contributing to equal opportunity in the
activities, and comply with the Genea Code of Conduct. workplace.

Directors, officers and employees are expected: Genea is very proud of the gender diversity that exists
within the Company. Women comprise 89% of the
1. to comply with the law and the constitution of the total Genea workforce and occupy 66% of senior and
Company; frontline management positions, and women currently
2. to adhere to recommendations made by the hold 2 of the 8 senior executive positions on the Genea
Companys independent auditors, the Ethics Executive Committee.
Committee, and the Professional Advisory Board;
Board committees
3. to act only in the best interest of the Company and its
1. Chairmans Committee
shareholders taken as a whole;
Chaired by the Chairman of the Board and consisting
4. to disclose actual or potential conflicts of interest, entirely of non-executive directors with the majority
including any additional direct or indirect commercial being independent, the role of the Chairmans
relationship with the Company or with the Companys Committee is to assist the Board in fulfilling its
competitors; responsibilities by reviewing, advising and making
5. to be responsible and accountable for all their actions, recommendations to the Board in the following areas:
and to act always with due skill, care and diligence; A. Remuneration:
6. to observe the ethical values of fairness and honesty; the Companys remuneration, recruitment, retention
7. to respect the dignity of others; and termination policies and procedures for senior
executives;
8. at all times to respect the privacy and right to
confidentiality of the Companys patients, clients and senior executives remuneration and incentives;
customers; and superannuation arrangements;
9. not knowingly to conceal an error, whether clinical, the remuneration framework for directors; and
scientific, clerical or administrative (the reciprocal duty
of the Company being a policy not to disadvantage a gender equality remuneration.
member of the Company for the making of a mistake).

34 Corporate Governance


B. Nomination 6. to review Board composition and nominations and
make recommendations to the Board on candidates
the necessary and desirable competencies of
for appointment as directors and, when necessary, on
directors;
the process for the re-election of directors;
review of board succession plans;
7. to review and make recommendations to the Board
the development of a process for the evaluation of on the operation of the Board, including reviewing the
the performance of the board, its committees and performance of the current directors;
directors; and
8. to review reports on management succession
the appointment and re-election of directors. planning for executive positions and board succession
The Committee thus assures the Board of the plans;
effectiveness, integrity and compliance of the Companys 9. to review human resource policies and practices for
remuneration and nomination policies and practices, the Company including superannuation arrangements;
ensures that the overall remuneration and nomination and
policies and approaches fit with the strategic goals
10. each year, to review these terms of reference.
of the Company, and assists the Board in appropriate
executive management and Board succession planning. The Chairmans Committee has in place processes to
review and evaluate the performance of the Board, its
Specifically, the Committee must consist of at least
Committees, individual directors and the Companys
three non-executive directors with the majority being
senior executives. The process for conducting the
independent, confirmed annually by the Board, is chaired
Boards performance review consists of the Chairman
by the Chairman of the Board, has the power to appoint
conducting individual interviews with each of the
a secretary, and includes the following duties and
directors. In conjunction with those interviews, the
responsibilities:
directors complete a questionnaire and are able to
1. to make recommendations to the Board on the make other comments or raise any issue that they have
remuneration to be paid to a single or joint Chief relating to the Boards or a Board Committees operation.
Executive Officer, including any offers of equity; Where appropriate, feedback from senior executives
2. to make recommendations to the Board on the may also be sought as part of the review process. The
remuneration to be paid to the non-executive performance of the Board was assessed during the
directors, including any retirement schemes; financial year ended 30 June 2014 in accordance with
this process, and is due to again be assessed during
3. to review and approve the total annual remuneration the financial year ending 30 June 2015. Additionally,
paid to employees of the Company, including any the Board, through the Chairmans Committee, annually
equity offers; reviews the performance of a single or joint Chief
4. to review and monitor remuneration paid to direct Executive Officer. In relation to the Companys senior
reports to a single or joint Chief Executive Officer; executives, a single or the joint Chief Executive Officers
will evaluate, at least annually, the performance of those
5. to exercise all of the powers and discretion of executives. Either a single or the joint Chief Executive
the Board in relation to equity plans for directors, Officers report to the Chairmans Committee on the
executives and other officers and employees; performance of senior executives in conjunction with the
remuneration review process. The performance of senior

Genea Limited Annual Report 2014 35


Corporate Governance (cont.)
executives was assessed during the financial year ended Correspondingly, the Committee has the following duties
30 June 2014, in accordance with this process. and responsibilities:
The Committee must meet as often as the Chairman 1. to review the audit plan with the external auditors in
decides is needed to fulfil its duties. As well, the advance;
Chairman must call a meeting if asked to do so by the
2. to determine that no management restrictions are
Board, by a single or joint Chief Executive Officer, or by
being placed upon the external auditors by inter alia
any of the Committees members. A majority of members
meeting alone with the auditor at least annually;
constitutes a quorum.
3. to evaluate the overall effectiveness of the external
At 30 June 2014, the Committees membership
audit;
comprised: Mr Rowan Ross AM (Chair), Professor
Robert Jansen AM, Mr Euan Pizzey, Mr David Smithers 4. to evaluate the adequacy of the Companys
AM and Dr Robert Woolcott. accounting control system by reviewing written reports
from the external auditors and monitor the Boards
2. Audit, Risk Management and Compliance Committee and managements responses and actions to correct
The Audit, Risk Management and Compliance any noted deficiencies;
Committee assists the Board in fulfilling its
5. to review managements response to the external
responsibilities relating to accounting and financial
auditors letter prior to remittance of that response;
reporting practices, the management of business and
operational risks, and the placement, compliance and 6. to review all financial reports to be made public prior
monitoring of internal controls. to their release;
Specifically, the Committee: 7. to review and consult on all significant accounting
policy changes;
1. oversees the integrity and quality of financial
information presented to the Board; 8. to review the financial statements contained in the
statutory accounts and annual report with the Chief
2. reviews the independence and appointment of the
Executive Officer (joint or single), the Chief Financial
auditor;
Officer and external auditors and recommend
3. oversees the scope and the quality of the external acceptance to the Board;
audit;
9. to oversee the assessment of the risk profile for the
4. evaluates the need for and scope of internal audit Company, to understand the key risks affecting the
processes, taking account of the Companys risk financial, regulatory and operational exposures of
profile; Genea Limited;
5. gains assurance that there are processes in place for 10. to review the risk management systems for the
appropriate management of identified risks; adequacy of systems to monitor and manage the key
risks, by setting prudent limits, and requiring adequate
6. ensures that the management of identified risks is
and timely reporting processes;
monitored through a number of activities including
internal and external audits; and 11. to review the effectiveness of the policies and
procedures designed to minimise risk exposure;
7. ensures compliance with statutory responsibilities and
internal policies.

36 Corporate Governance


12. to plan internal audit practices and projects including The Committee has unfettered access to the external
communicating expectations, approving the scope, auditors and to senior management of the Company,
monitoring managements response and assessing and may seek external advice and outsource projects
the effectiveness of the internal audit; where it deems this necessary. The Committee has
adopted an Audit Independence Policy which addresses
13. to prepare a report to the Board summarising the
the selection and appointment of the external auditor,
work performed by the Committee to fully discharge
the rotation of external audit engagement partners and
its duties during the year;
policies to ensure audit independence.
14. to review the existence and adequacy of the
The Committee holds at least three meetings per year
Companys insurance policies and ensure they are
and such additional meetings as the Chair shall decide
sufficient to cover the nature and value of potential
in order to fulfil its duties. In addition, the Chair calls a
loss from insurable events;
meeting of the Committee if required to do so by any
15. to review management of cash and other assets; Committee member, the Chief Executive Officer (joint or
single), the Board, or the external auditors.
16. to advise the Board on any regulatory compliance
and reporting issues likely to affect the Companys If a Committee member cannot attend a meeting, he or
financial performance, operation or service; she may appoint an alternate for such a meeting. The
alternate must be a non-executive member of the Board.
17. to undertake self-assessment process; and
A quorum consists of a majority of Committee members,
18. each year, to review these the terms of reference. and the executive provides secretarial assistance to the
Committee.
Composition of the Committee
The Committee must have at least three members and: All directors of the Company who have not formally
been appointed by the Board to the Committee have the
each member must be a non-executive director; right to attend Committee meetings. All directors of the
the majority of members must be independent Company are provided with copies of the agenda papers
directors; and and minutes of the meetings in the same manner and at
the same time as members of the Committee.
the Committee must be chaired by an Independent
Chair who is not Chair of the Board. In addition to the Companys auditors attending the
relevant Committee meeting that reviews the Companys
Further, in accordance with the ASX Corporate financial statements, the Companys auditors have a
Governance Principles and Recommendations (2010), standing invitation to each and every meeting of the
the Committee includes one member who is a qualified Committee.
accountant and members who are all financially literate
and some members who have an understanding of the At 30 June 2014, the Committees membership
industry in which the Company operates. comprised: Mr David Smithers AM (Chair), Mr Rowan
Ross AM and Mr Euan Pizzey.
The Board confirms membership of the Committee
annually and appoints one of the members to chair the
Committee.

Genea Limited Annual Report 2014 37


Corporate Governance (cont.)
Risk Management 3. in addition to review of research involving humans, the
The Company has a comprehensive system of risk Committee may be asked to review from an ethical
management and oversight, administered by the Chief and community perspective matters of ethical concern
Risk Officer who reports to each meeting of the Audit, to the Company;
Risk Management and Compliance Committee on the 4. pay special attention to the processes of consent
effectiveness of the Companys management of its and agreement by which members of the public are
material business risks. The risk management system treated or have tests performed at or by the Company;
includes extensive policies addressing the identification,
5. establish, implement and document working
control and management of material risks, including
procedures to promote good ethical review;
management of appropriate insurances.
The Chief Executive Officer and the Chief Financial Membership and meetings
Officer have provided assurance, in writing to the 6. comprise a chair and members in at least such
Board that the financial reporting risk management and number and categories as is required by the National
associated compliance and controls have been assessed Health and Medical Research Council (NHMRC) to
and have been found to be operating effectively. The fulfil all functions required of an institutional Human
operational and other risk management compliance Research Ethics Committee;
and controls have also been assessed and found to be
7. meet at least four times each year, and (at the
operating effectively.
discretion of the Committees Chairman) as requested
Advisory committees by members of either the Committee or the executive;
1. Ethics Committee 8. for at least a part of each meeting, consider matters in
the absence of executives of the Company;
The Company maintains an Ethics Committee composed
predominantly of men and women who are independent Accountability and reporting
of the Company and who are eminent in the community.
9. report annually or otherwise as required to the
The Committee will: NHMRC and its committees on the conduct of its
business, and provide a copy of that report to the
Scope of responsibilities Board;
1. provide independent ethical review of research
10. maintain its independence of the Companys
involving humans conducted by the Company,
operations (including by the open disclosure by
as required by the National Statement on Ethical
members to the Chairman of the Committee of any
Conduct in Human Research (National Statement),
personal or commercial matter that could cause
including by reviewing protocols and progress reports
a conflict or an appearance of a conflict with the
on such research. The Committee may establish
independent operation of the Committee);
procedures for the review of low risk research in
accordance with the National Statement; 11. maintain a direct link with the Chairmans Committee
of the Board, including the holding of at least one joint
2. not generally provide ethical approval or monitoring
meeting each year of which a part will be conducted in
of research by researchers not affiliated with the
the absence of executives of the Company;
Company;

38 Corporate Governance


12. directly, and without any necessary reference to 2. Science and Research Commercialisation Committee
the executive members of the Company, inform the
Principal committee functions
independent directors of any substantial or unresolved
concern the Committee may have in relation to any The Science and Research Commercialisation
aspect of the Companys conduct of its business; Committee is an advisory committee to the Genea
Board. The Committees purpose is to inform the Board
Remuneration and to assist the Chief Executive Officer (joint or single)
13. not charge fees for the provision of ethical review of to create strategies, systems, processes and procedures
the research and other activities of the Company; and that will advance Genea as a science-based business.
Specifically, the Committee will ensure that:
14. make public, in the Companys annual report each
year, the remuneration paid to the members of the 1. the scientific, research and development paths set by
Committee. Genea Biomedx and Genea Biocells are those that
best match the Companys business strategy;
In the past year, Dr Simon Longstaff AO and Mr James
Lane resigned as members of the Committee. The 2. the Companys research and development strategy
Board extends their deep appreciation for their work is that which makes best use of the opportunities for
on the Committee over many years. The Board also the Companys business model in the Australian and
welcomes Ms Paula Trigg, Ms Barbara Ramjan and Rev. international market place, and
Peter Kurti who joined the Committee this year. 3. the Company monitors the ongoing scientific and
At 30 June 2014, the membership of the Committee commercial viability of R&D projects on hand and
comprised: Mr Bruce Cutler (Chair), Hon. Jim Longley ensures that the maximum commercial value is
(layman), Rabbi Jacqueline Ninio (minister of religion), extracted from them.
Dr Edith Weisberg AM (doctor familiar with, but not
Committee membership
of, the institutions fields of research) and Professor
John Rasko AO (clinical haematologist with significant The membership of the Committee will include at least
research experience), Ms Paula Trigg (layperson), Ms four members:
Barbara Ramjan (counsellor) and Rev. Peter Kurti 1. a Genea non-executive director to chair the
(minister of religion). For the financial year ended 30 Committee. This position is currently held by Mr Euan
June 2014 the Chairman of the Ethics Committee is Pizzey;
an annual fee of $9,000 (which equates to $1,500 per
scheduled meeting), and each other member of the 2. an external non-executive member to monitor and
Committee received an annual fee of $4,500 (which advise on scientific activities. This position is currently
equates to $750 per scheduled meeting). Professor held by Professor Alan Colman;
Rasko, who is the Companys principal approved 3. an external non-executive member to monitor and
pathology practitioner, and has other technical advisory advise on commercialisation activities. This position is
roles within the Company, received $108,900 for these currently held by Dr Dianne Glenn.; and
services (including his fee for the Ethics Committee) for
the financial year ended 30 June 2014. 4. the Chief Executive Officer, Dr Tomas Stojanov.

Genea Limited Annual Report 2014 39


Corporate Governance (cont.)
The Company is delighted to welcome the eminent Work program and meetings
scientist, Dr Jeanne F. Loring as a new member of The Committee conducts a number of formal meetings
the Committee. Dr Loring is the founding director of each year.
the Center for Regenerative Medicine at The Scripps
Research Institute, La Jolla, California. These meetings are supplemented by meetings and
teleconferences between individual members and
Committee responsibilities in practice management as required.
To assist Genea management to establish strategies, Meetings are convened at the discretion of the
systems, processes and procedures that enable Committee Chair.
management and the Committee:
Remuneration and tenure
1. to ensure that commercial returns are maximised on
current and future R&D programs and IP assets; The Genea Board determine the remuneration of
non-employee members of the Committee.
2. to identify unique Genea inventions to be protected by
patent; The Chair of the Committee is remunerated in
accordance with the directors fees payable for a
3. to enable the commercial opportunities that should chairman of a Board Committee.
guide the future R&D programs, product development
requirements and IP acquisitions to be identified and Non-Board, non-executive members are paid quarterly
evaluated; and in arrears on submission of an invoice for a quarter of
the agreed annual fee as determined by the Board.
4. periodically to conduct reviews to identify and evaluate Alternatively, members may elect to receive shares in
areas of potential commercial opportunity for Genea. lieu of cash remuneration (net of any applicable income
tax) under the same conditions as those which apply to
Committee reporting and accountability
directors of the Company.
The Committee reports to the Genea Board after each
of the Committees meetings, by way of Membership of the Committee is made by annual
appointment and is subject to review by the Board each
a brief, memo-style Actions Arising report; and year between the end of the financial year and the
a verbal report from the Committee Chairman to a annual general meeting.
single or joint Chief Executive Officer.
Operational framework
Ethics and governance To achieve its objectives, the Committee may, through
The Committee: the Chief Executive Officer:
is subject to Geneas corporate governance rules as work closely with one or more key executives of the
they apply to other Board Committees and to the Genea Biomedx and Genea Biocells, and
Board itself, both in the way the Committee operates request assistance from other business divisions
within its charter and in how it deals with conflicts of within the Company.
interest; and
ensures that the Ethics Committee is advised of new
R&D projects that are initiated or approved.

40 Corporate Governance


Operational responsibilities requirements). The Company also issues shareholder
Together, the Chair of the Committee and the Chief notices at other times if it considers that information
Executive Officer develop formal reporting requirements should be disclosed to all participants in the market for
and procedures for: shares in the Company.

monitoring current R&D projects of the Genea The Company has had in place since May 2006, the
Biomedx and Genea Biocells divisions; Genea Share Trading Policy as directors, officers and
employees are subject to the Corporations Act 2001
evaluating proposals for new products and services of restrictions on applying for, acquiring and disposing
the Genea Biomedx and Genea Biocells divisions; and of securities in the Company if they are in possession
keeping abreast of the R&D of others. of inside information. The policy has been designed
to ensure that all shareholders and other eligible
These written requirements and procedures are participants may only buy and sell shares once
identified as annexures to the Committees charter, will price sensitive information has been released to all
be kept up-to-date by the Committee, and modifications participants who can participate in the market for shares
will be provided to the Board at its next meeting as part in the Company.
of the divisional report.
In February 2010, the Company was granted an
At 30 June 2014, the membership of the Committee exemption by ASIC from the operation of Part 7.2 of
comprised: Mr Euan Pizzey (Chair), Professor Alan the Corporations Act 2001. Under this exemption, the
Colman, Dr Dianne Glenn, Dr Jeanne Loring and Dr Company must operate the market in shares in the
Tomas Stojanov. Company strictly in accordance with the process set
Shareholder Communications and relevant Company out in the Companys constitution, and the Company
Policies must establish and maintain adequate arrangements to
manage any conflicts of interest that arise in relation
Developing strategies for communicating effectively with to any activities undertaken by the Company in the
shareholders of the Company and policies that enhance market for shares. The Board approved the Genea
the Companys corporate governance framework are Conflicts of Interest Policy in June 2010 which outlines
important priorities for the Board. the arrangements in place to manage any conflicts
The Company prepares and issues quarterly of interest that may arise in relation to any activities
Shareholder Updates to shareholders. These updates undertaken by the Company in the operation of the
contain a summary of the Companys most recent market for shares in the Company.
financial results, with discussion and analysis of that The Genea Shareholder Communications Policy,
information to provide shareholders with regular access approved by the Board in September 2010,
to balanced and understandable information about summarises the various methods the Company has
the Company. It also provides an opportunity for the adopted for promoting effective communication with
Company to disclose any other information that may be shareholders and a copy of this and all policies relevant
considered price sensitive, as the Company approved to shareholders have been uploaded to the Genea
the Genea Continuous Disclosure Policy in May 2005 to shareholder portal at www.genea.com.au/shareholders.
formally adopt an ongoing disclosure regime (although
by law Genea Limited is not currently required to
comply with the Corporation Law continuous disclosure

Genea Limited Annual Report 2014 41


Our Values
At Genea, everything we do is in the spirit of our Values. Our Principles
The dominating principles by which we apply our Values
Integrity
were codified (as Our Goals) in the mid 1990s and have
Do the right thing. been reiterated annually since.
Excellence This set of principles governs, controls and clearly defines
Lead beyond the expected. how we must operate:
1. When reproductive ambitions are in jeopardy, to
Accountability provide our services in ways that will strengthen
See. Own. Solve. Do. peoples wellbeing and their relationships, whatever
the reproductive outcome and whatever their family
Innovation circumstances.
Imagine. Initiate. Strive.
2. In working with the people who seek our services,
Passion always and above all else, to respect their and their
Believe. Inspire. Celebrate. childrens need for knowledge, for compassionate
care and for privacy and confidentiality and never
Our Mantra knowingly to jeopardise their interests in any way
without immediate disclosure and explanation.
3. To utilise our research and the research of others to
advance best reproductive medical and social practice
and to be transparent and open in our interactions
within each community in which we practice our art.
4. To achieve these ends in a way that expects everyone
Our Mission at Genea to show leadership, responsibility and
In 2014 we reviewed our Mission and Vision to ensure accountability to produce a personal, compassionate,
they stay relevant and compelling. Our Mission remains non-discriminatory, cost-effective and professionally
the same but in a broader context. To fulfil peoples hopes satisfying environment in which to work.
and expectations for a healthy baby (by providing fertility
5. To expand our business in Australia and abroad and, in
services and technologies around the world).
doing so, to reaffirm these Principles and the Values to
Our Vision which we aspire.
Our Vision is to grow Genea from a specialised IVF & 6. To produce an appropriate return on equity for
research organisation to an integrated fertility services & investors in Genea.
products company with broad geographical reach.

42 Corporate Governance


Financial Report
Directors report 44
Statement of financial position 55
Statement of profit or loss and other comprehensive income 56
Statement of changes in equity 57
Statement of cash flows 58
Notes to the consolidated financial statements 59
Directors declaration 108
Independent auditors report 109
Lead auditors independence declaration 110
Additional information 111

Genea Limited Annual Report 2014 43


Directors Report
The directors present their report together with the financial report of Genea Limited (the Company) and its
subsidiaries and interest in associates (the Group) for the financial year ended 30 June 2014 and the auditors report
thereon.

1. Directors
The directors of the Company at any time during or since the end of the financial year are:

Name, qualifications and


Age Experience, special responsibilities and other directorships
independence status
R.A. Ross AM 65 More than 40 years experience in investment banking. An Executive
BEc, BCom, FASCPA, SF Fin Director of Macquarie Capital (Australia) Limited; former Chairman
Chairman of Bankers Trust Investment Bank; former National President of the
Non-Executive Director Securities Institute of Australia and former Chairman of the Sydney
Dance Company, the Australian Brandenburg Orchestra and the
Australian Major Performing Arts Group
Appointed 31 July 2002
Chairman of the Chairmans Committee
Member of the Audit, Risk Management and Compliance Committee

R.P.S. Jansen AM 67 Founding Managing Director and a major shareholder. Executive


MD (Syd), FRACP, FRANZCOG, CREI, Chairman from 1984 to 1991. Extensive experience in reproductive
OPM (Harvard) medicine and IVF; inaugural Chairman of Australias Reproductive
Non-Executive Director Endocrinology and Infertility Subspecialty Board; a past member of
NHMRC Committees including the Medical Research Ethics Committee;
and Clinical Professor at the University of Sydney since 1993
Appointed as an Executive Director on 17 October 1984 and a
Non-Executive Director on1 January 2011
Former member of the Chairmans Committee
Deceased 11 July 2014

C.E. Pizzey 66 20 years experience as a practising Chartered Accountant including 10


Dip Com, FCA, FTIA, CPA, CTA years as a partner of Coopers & Lybrand. 17 years extensive experience in
Non-Executive Director commercialisation and financing of biotechnology. Former Director, CFO and
Company Secretary of Vision Systems Ltd. Former Director of AFL Films
Appointed 4 March 2009
Member of the Chairmans Committee and the Audit, Risk Management
and Compliance Committee
Chairman of the Science and Research Commercialisation Committee

44 Directors Report


Name, qualifications and
Age Experience, special responsibilities and other directorships
independence status
D.W. Smithers AM 70 Extensive experience as a Partner and Chairman of
FCA, FICD PricewaterhouseCoopers in Australia. A former Director of Rabobank
Non-Executive Director Australia Group; International Energy Services Ltd Group and Sydney
Symphony Limited
A former president of the Institute of Chartered Accountants in Australia.
Appointed 16 February 2005
Member of the Chairmans Committee
Chairman of the Audit, Risk Management and Compliance Committee
T. Stojanov 50 More than 26 years experience in the health, biotechnology and agriculture
PhD, GMP (Harvard) sectors in a range of capacities including scientific research, operational
Chief Executive Officer management and commercialisation. Previously Director of Research and
General Manager of Stem Cells and Research
Appointed 1 January 2011
Member of the Science and Research Commercialisation Committee

R.J. Woolcott 56 Medical and Managing Director of Genea Newcastle; Non-Executive


MBBS (Hons), FRANZCOG, CREI, Director of Genea Perth and Medical Director of Genea Oxford. Former
AMP (Harvard)
Member of the RANZCOG Reproductive Endocrinology and Infertility
Non-Executive Director
Sub-specialty Board, the Hunter Postgraduate Medical Institute Board and
the Mayne Health Medical Advisory Board
Appointed 1 January 2011
Member of the Chairmans Committee
Chairman of the Genea Biomedx Advisory Board

On 11 July 2014, the Company lost one of its directors and the founding father of the Company, Professor Robert
Jansen AM. His enormous contribution to the establishment and the success of Genea cannot be measured and it is of
paramount importance to the Board to ensure that Professor Jansens vision, mission and values remain embedded in
the Company.

Genea Limited Annual Report 2014 45


Directors Report (cont.)
2. Company Secretary
Ms Mary Weaver AGIA, ACIS BA(Hons), LLB was appointed to the position of Company Secretary on 28 June 2012.

3. Directors meetings
The number of directors meetings (including meetings of committees of directors) and number of meetings attended
by each of the directors of the Company during the financial year are:

Director Board Meetings Audit, Risk Management Chairmans


& Compliance Committee Committee Meetings
Meetings

No. Of Meetings No. Of Meetings No. Of Meetings No. Of Meetings No. Of Meetings No. Of Meetings
Held Attended Held Attended Held Attended

R. A. Ross 8 8 3 2 3 3
R.P.S. Jansen (1) 8 3 n/a n/a 3 1

C.E. Pizzey 8 8 3 3 3 3
D.W. Smithers 8 8 3 3 3 3

T. Stojanov 8 8 n/a n/a n/a n/a


R.J. Woolcott 8 8 n/a n/a 3 3

(1) On extended leave of absence.

46 Directors Report


4. Directors remuneration
The Chairmans Committee is responsible for making recommendations to the Board on executive and non-executive
directors remuneration.
The Boards remuneration policy is to ensure remuneration packages properly reflect the individuals duties and
responsibilities and that the remuneration is competitive in attracting and retaining executive and non-executive
directors having the requisite skills, experience and capacity to meet the Companys needs.
Directors remuneration incorporates:
for all directors, a fixed or base income component, which includes cash remuneration and superannuation; and
for executive directors only:
annual bonuses, based on quantitative and qualitative factors; and
the issue of options based on profitability or shareholder return targets. These are provided as longer term
incentives.
Details of the nature and amount of each major element of the emoluments of each nonexecutive director of the
Company in respect of the year ended 30 June 2014 are set out hereunder:

Director Cash remuneration Superannuation Total

$ $ $

R.A. Ross(1) 132,723 12,277 145,000


R.P.S. Jansen (1) 64,073 5,927 70,000
C.E. Pizzey 77,803 7,197 85,000
D.W. Smithers (1) 77,803 7,197 85,000
R.J. Woolcott (1) 66,552 6,156 72,708
418,954 38,754 457,708

(1) These directors elected to receive a component of their remuneration as shares in Genea rather than cash as permitted by a resolution of
shareholders.

Additional disclosure on the remuneration of directors is provided in notes 24(b) and 31 to the financial statements
provided as part of this annual report.

Genea Limited Annual Report 2014 47


Directors Report (cont.)
5. Directors interests
The relevant interest of each director in the shares and options over such instruments issued by the Company at the
date of this report is as follows:

Ordinary shares - Ordinary shares - Total number of


Director
direct interest indirect interest ordinary shares

R. A. Ross 58,195 - 58,195

R.P.S. Jansen - 866,063 866,063

C.E. Pizzey - 12,783 12,783

D.W. Smithers - 15,936 15,936

T. Stojanov 7,500 - 7,500

R.J. Woolcott - 288,056 288,056

6. Share options
Options granted to directors and officers of the Company
During or since the end of the financial year, the Company has not granted options over unissued ordinary shares in
the Company to any non-executive director of the Company.
Additional disclosure on share options is provided in note 24(b) to the financial statements as part of this annual report.

Unissued shares under options


At the date of this report there are no unissued ordinary shares of the Company under options.
Note 24(b) to the financial statements details the option plan rules.

7. Principal activities
The principal activities of the Group during the course of the financial year were the provision of assisted reproductive
technology (ART) services and research and development in the field of reproductive science and medicine, including
the commercialisation of research and development outcomes.
No significant change in the nature of these activities occurred during the year.

48 Directors Report


8. Operating and financial review
Overview of the Group
The Group result in 2014 reflects the investment necessary to transform Genea from a domestically focused,
clinic-centric operation into an international IVF products and services business.
Revenues of $76.3 million are up 4.0% on last year (2013: $73.4 million) due to an improved result in Fertility. It should
be noted that 2013 Group revenue included a one-off $2.7 million fee from the sale of a media licence.
Profit attributable to equity holders of the Company of $4.9 million is in line with the prior year (2013: $4.9 million),
despite increased costs in Fertility and continued investment in research, development and commercialisation in
Biomedx and Biocells, including initial trading losses as these start-up businesses become established.
Net cash during the year decreased $4.6 million (2013: $4.9 million decrease), after external funding via secured bank
loan and overdraft totalling $5.4 million, due to reduced operating cash flows and continued investment in research
and development, as well as capital expenditure in relation to the fitout of culture media production units in Sydney,
Australia and Kent, UK, and various technology projects. Unutilised AUD facilities totalled $8.1 million at 30 June 2014
(see Note 23).

Review of principal businesses


From 1 July 2013 the Group established two new businesses: Genea Biomedx Pty Limited (Biomedx), for the
manufacture and sale of media and instruments used in IVF, and Genea Biocells Pty Limited (Biocells), for the
cultivation and sale of stem cells. Both businesses utilise research developed by the Groups Stem Cells & Research
division over many years. Trading for these two new businesses has been reported separately commencing 1 July
2013 and replaced reporting for the Stem Cells & Research division from that date.

2014 2013
Segment revenue $000 $000
Fertility 75,436 69,849
Biomedx 110 2,670
Biocells 713 923
Segment profit before interest and tax (EBIT)
Fertility 14,171 13,312
Biomedx (8,078) (3,741)
Biocells (2,511) (1,755)
Segment assets
Fertility 33,180 28,316
Biomedx 13,770 8,854
Biocells 3,792 5,130

Genea Limited Annual Report 201449


Directors Report (cont.)
Fertility
Segmental revenues of $75.4 million are up 8.0% on last year (2013: $69.8 million) due to a 5.6% increase in
the number of oocyte pick-ups (OPUs) and a price increase implemented during the financial year. The increase
in OPUs reflects an improving IVF market that in aggregate has grown by approximately 7% in the states and
territories where the Group operates. Segmental EBIT of $14.2 million is up 6.8% on last year (2013: $13.3 million)
due to a $1.3 million write-off of goodwill to recognise the shift away from our traditional diagnostic offerings
towards new molecular-based technology services. Adjusting for this one-off item segmental EBIT would have
been $2.2 million (16.5%) higher than the prior year.

Biomedx
Segmental revenues of $0.1 million (2013: $2.7 million) reflect the start-up nature of this business, with media sales
at this stage confined to associated entities pending European accreditation (CE marking) and sale of instruments
not due to commence until 2015. There was a one-off $2.7 million fee from the sale of a media licence in prior year.
The segmental EBIT loss of $8.1 million (2013: loss of $3.7 million) reflects the Groups continued investment in
the development and commercialisation of Biomedx activities. The pay-back from this investment is expected to
commence over the next 12-18 months as sales of Biomedx products ramp up.

Biocells
Segmental revenues of $0.7 million (2013: $0.9 million) reflect the start-up nature of this business, with a dedicated
business development team being established during the financial year. The segmental EBIT loss of $2.5 million
(2013: loss of $1.8 million) reflects initial trading losses and continued development of Biocells stem cell-based
discovery platform.

Shareholder return

2014 2013 2012 2011 2010


Net profit attributable to equity
$4,936 $4,883 $9,060 $7,781 $10,184
holders of the Company ($000)
Basic earnings per share (EPS) $1.73 $1.73 $3.23 $2.80 $3.75
Dividends paid ($000) $2,363 $5,546 $6,597 $6,497 $7,079
Dividends per share(1) $0.83 $1.96 $2.35 $2.35 $2.60
Share price (2)
$50.19 $55.00 $48.50 $58.88 $52.36
Return on equity (3)
17% 19% 35% 34% 52%

(1) Dividends per share disclosed on an historically paid basis.


(2) Based on the latest traded price.
(3) Determined as Profit Attributable to Equity Holders of the Company divided by Total Equity Attributable to Equity Holders of the Company.

50 Directors Report


Aggregate returns to shareholders in the form of dividends have declined relative to the prior year as a result of the
decrease in net profit, as has the return on equity, although EPS is consistent with prior year.
The latest share price based on recent trades is approximately $50.00 per share. The shares were independently
valued in the range $55.00 $74.32 in September 2013. A short-form independent valuation was obtained in July
2014 which indicated that the market value of the shares is likely to have marginally reduced since the full valuation.

Significant changes in the state of affairs


In the opinion of the directors there were no significant changes in the state of affairs of the Group that occurred
during the financial year under review other than as disclosed in this report.

9. Dividends
Dividends paid or declared by the Company to members since the end of the previous financial year were:

Cents Franked/
Total amount Date of payment
per share unfranked

Declared and paid during the year 2014 $000

Interim 2014 ordinary 37.0 1,053 Unfranked 24 April 2014

Final 2013 ordinary 46.0 1,310 Unfranked 26 November 2013

Total amount 2,363

Declared after end of year


After the balance sheet date the following dividends were declared by the directors. The dividends have not been
provided for and there are no income tax consequences.

Cents Franked/
Total amount Date of payment
per share unfranked

Declared after end of year $000

Final 2014 ordinary 54.0 1,539 Partially franked 28 November 2014

The financial effect of these dividends has not been brought to account in the financial statements for the year ended
30 June 2014 and will be recognised in subsequent financial reports.

Genea Limited Annual Report 2014 51


Directors Report (cont.)
10. Events subsequent to reporting date
On 11 July 2014, Company director and founder, Professor Robert Jansen, passed away.
At 1 July 2014 the assets and liabilities of the Genea Genetics Unit Trust were transferred to Genea Limited and the
trust dissolved.
Development of a media production facility for Genea Biomedx at its premises in Kent, UK is expected to be
completed in the next financial year and the building itself acquired, with some financial assistance made available by
the local regional development council.
The Group opened a new IVF clinic in St Leonards in August 2014, as part of its program of expanding in important
markets.
In July 2014, the Group incorporated two wholly owned foreign subsidiaries, Genea (UK) Limited in the United
Kingdom and Genea Hong Kong Limited in Hong Kong. Neither subsidiary has commenced operation.
In August 2014, the Company became aware that an independent specialist who utilised the Superior ART (SART)
facility treated a patient engaged in a commercial surrogacy arrangement. Following this incident, the Company has
assisted SART with improvements to its risk governance framework to ensure it is equivalent to Geneas ethical and
risk governance framework.
Other than these matters and those noted elsewhere in this report, there has not arisen in the interval between the
end of the financial year and the date of this report any item, transaction or event of a material or unusual nature likely,
in the opinion of the directors of the Company, to affect significantly the operations of the Group, the results of those
operations, or the state of affairs of the Group, in future financial years.

11. Likely developments


The outlook for the Groups future developments and results in subsequent financial years is commented on in the
Chief Executive Officers Report.

12. Indemnification and insurance of officers and auditors


Indemnification
No indemnities have been given or insurance premiums paid, other than in accordance with the provisions of paragraph
35 of the Companys constitution, during or since the end of the financial year, for any person who is or has been an
officer or auditor of the Group.

Insurance premiums
During or since the financial year, the Company has paid insurance premiums in respect of directors and officers
liability insurance contracts for current and former directors and officers, including executive officers and secretaries
of the Company, and directors and officers, including executive officers and secretaries, of its controlled entities.
Disclosure of the nature of the liabilities covered and the amount of the premium is prohibited under the conditions of
the contract of insurance.

52 Directors Report


13. Non-audit services
During the financial year KPMG, the Companys auditor, has performed certain other services in addition to their
statutory duties.
The Board has considered the nonaudit services provided during the year by the auditor and in accordance with
advice provided by the Audit, Risk Management and Compliance Committee, is satisfied that the provision of those
nonaudit services during the year by the auditor is compatible with, and did not compromise, the auditor independence
requirements of the Corporations Act 2001 for the following reasons:
all non-audit services are subject to the corporate governance procedures adopted by the Company and are
reviewed by the Audit, Risk Management and Compliance Committee to ensure they do not impact the integrity and
objectivity of the auditor; and
the non-audit services provided do not undermine the general principles relating to auditor independence as set out
in Professional Statement F1 Professional Independence, as they do not involve reviewing or auditing the auditors
own work, acting in a management or decision making capacity for the Company, acting as an advocate for the
Company or jointly sharing risks and rewards.
Details of the amounts paid to the auditor of the Company, KPMG, and its related practices for audit and non-audit
services provided during the year are set out below:

Consolidated
2014 2013
Audit services $ $
Auditors of the Company
KPMG Australia:
Audit 206,400 209,905
Tax services
Auditors of the Company
KPMG Australia:
Income tax - 10,123
Research & development taxation advice - 16,890
Other services
Auditors of the Company
KPMG Australia:
Due diligence services - 6,000
KPMG Italy:
Due diligence services 40,650 -

Genea Limited Annual Report 2014 53


Directors Report (cont.)
14. Lead auditors independence declaration
The lead auditors independence declaration is set out on page 48 (page110 of this Annual Report) and forms part of
the Directors report for financial year ended 30 June 2014.

15. Rounding off


The Group is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with that Class
Order, amounts in the consolidated financial statements and directors report have been rounded off to the nearest
thousand dollars, unless otherwise stated.
This report is made in accordance with a resolution of the Directors:

R.A. Ross AM T. Stojanov


Chairman Chief Executive Officer

Dated at Sydney this 17th day of September 2014

54 Directors Report


Statement of Financial Position
As at 30 June 2014
Consolidated
In AUD ($000) Note 2014 2013
Assets
Cash and cash equivalents 13a 844 5,443
Trade and other receivables 14 2,584 2,660
Other assets 15 3,374 1,692
Income tax receivable 18 395 1,908
Total current assets 7,197 11,703
Receivables 14 619 -
Investments in equity accounted investees 16 4,341 3,186
Deferred tax assets 18 2,703 -
Property, plant and equipment 19 15,996 15,199
Intangible assets 20 21,100 17,094
Total non-current assets 44,759 35,479
Total assets 5 51,956 47,182

Liabilities
Trade and other payables 21 5,525 5,816
Other liabilities 22 2,434 2,841
Loans and borrowings 23 1,431 8
Employee benefits 24 3,392 3,721
Provisions 25 211 -
Total current liabilities 12,993 12,386
Deferred tax liabilities 18 - 1,442
Other liabilities 22 3,558 4,322
Loans and borrowings 23 4,000 12
Employee benefits 24 758 677
Provisions 25 1,253 1,415
Total non-current liabilities 9,569 7,868
Total liabilities 5 22,562 20,254
Net assets 29,394 26,928

Equity
Share capital 10,309 10,107
Equity compensation reserve 163 140
Translation reserve 76 215
Retained earnings 18,127 15,554
Total equity attributable to equity holders of the Company 28,675 26,016
Non-controlling interest 719 912
Total equity 29,394 26,928
The notes on pages 59 to 107 are an integral part of these consolidated financial statements.

Genea Limited Annual Report 2014 55


Statement of Profit or Loss and
Other Comprehensive Income
For the year ended 30 June 2014
Consolidated
In AUD ($000) Note 2014 2013
Revenue 5 76,259 73,442
Cost of goods and services sold (38,092) (35,233)
Gross profit 38,167 38,209
Other income 6 468 394
Sales and marketing expenses (4,433) (3,148)
Research and development expenses 10 (4,175) (6,473)
Administrative expenses (28,056) (25,048)
Results from operating activities 1,971 3,934
Financial income 30 148
Financial expenses (141) (7)
Net financing (expense)/income 9 (111) 141

Share of profit of equity accounted investees 16 1,443 1,581


Profit before income tax 3,303 5,656

Income tax expense/(benefit) 11 2,100 (334)


Profit for the year 5,403 5,322

Other comprehensive income


Items that may be reclassified subsequently to profit or loss:
Foreign currency (loss)/gain for foreign operations (139) 195
Total comprehensive income for the year 5,264 5,517

Profit attributable to:


Equity holders of the Company 4,936 4,883
Non-controlling interest 467 439
Profit for the year 5,403 5,322

Total comprehensive income attributable to:


Equity holders of the Company 4,797 5,078
Non-controlling interest 467 439
Total comprehensive income for the year 5,264 5,517

Earnings per share:


Basic earnings per share 12 1.73 1.73
Diluted earnings per share 12 1.73 1.71
The notes on pages 59 to 107 are an integral part of these consolidated financial statements.

56 Financial Report


Statement of Changes in Equity
For the year ended 30 June 2014
Consolidated
Equity Non-
Share Translation compensation Retained controlling Total
In AUD ($000) capital reserve reserve earnings Total interest equity

Balance at 1 July 2012 9,071 20 287 16,217 25,595 1,514 27,109


Total comprehensive income for the year
Profit - - - 4,883 4,883 439 5,322
Total other comprehensive income - 195 - - 195 - 195
- 195 - 4,883 5,078 439 5,517
Transactions with equity holders, recorded directly in equity
Contributions by and (distributions to) equity holders
Share options exercised 502 - - - 502 - 502
Equity-settled transactions, net of tax - - (29) - (29) - (29)
Transfers 118 - (118) - - - -
Reduction in pre-acquisition reserve
- - - - - (273) (273)
arising from acquisition
Shares issued 416 - - - 416 - 416
Dividends paid - - - (5,546) (5,546) (768) (6,314)
Total contributions by and
1,036 - (147) (5,546) (4,657) (1,041) (5,698)
(distributions to) equity holders
Balance at 30 June 2013 10,107 215 140 15,554 26,016 912 26,928

Balance at 1 July 2013 10,107 215 140 15,554 26,016 912 26,928
Total comprehensive income for the year
Profit - - - 4,936 4,936 467 5,403
Total other comprehensive income - (139) - - (139) - (139)
- (139) - 4,936 4,797 467 5,264
Transactions with equity holders, recorded directly in equity
Contributions by and (distributions to) equity holders
Share options exercised 6 - - - 6 - 6
Equity-settled transactions, net of tax - - 23 - 23 - 23
Shares issued 196 - - - 196 - 196
Dividends paid - - - (2,363) (2,363) (660) (3,023)
Total contributions by and 202 - 23 (2,363) (2,138) (660) (2,798)
(distributions to) equity holders
Balance at 30 June 2014 10,309 76 163 18,127 28,675 719 29,394
The notes on pages 59 to 107 are an integral part of these consolidated financial statements.

Genea Limited Annual Report 2014 57


Statement of Cash Flows
For the year ended 30 June 2014
Consolidated
In AUD ($000) Note 2014 2013
Cash flows from operating activities
Cash receipts from customers 76,635 72,432
Cash paid to suppliers and employees (73,529) (63,383)
Cash generated from operations 3,106 9,049
Interest paid (48) (6)
Interest received 30 148
Dividends received 640 656
Income taxes paid (504) (823)
Net cash from operating activities 13b 3,224 9,024
Cash flows from investing activities
Proceeds on disposal of property, plant and equipment - 46
Acquisition of property, plant and equipment 19 (4,121) (2,683)
Development expenditure 20 (5,802) (4,399)
Acquisition of investments (505) (1,529)
Net cash used in investing activities (10,428) (8,565)
Cash flows from financing activities
Proceeds from the issue of share capital 202 918
Proceeds from drawdown/(repayment) of loans and borrowings 5,426 (6)
Distributions to non-controlling interests (660) (768)
Dividends paid 26 (2,363) (5,546)
Net cash from/(used in) financing activities 2,605 (5,402)
Net decrease in cash and cash equivalents (4,599) (4,943)
Cash and cash equivalents at 1 July 5,443 10,386
Cash and cash equivalents at 30 June 13a 844 5,443

The notes on pages 59 to 107 are an integral part of these consolidated financial statements.

58 Financial Report


Notes to the Consolidated
Financial Statements
Index To Notes to the Consolidated Financial Statements

1. Reporting entity 4. Determination of fair values


2. Basis of preparation 5. Operating segments
3. Significant accounting policies 6. Other income
a. Basis of consolidation 7. Other expenses
b. Foreign currency 8. Auditors remuneration
c. Financial instruments 9. Finance income and expenses
10. Research and development expenditure
d. Property, plant and equipment
11. Income tax expense
e. Intangible assets
12. Earnings per share
f. Trade and other receivables 13 a. Cash and cash equivalents
g. Other assets b. Reconciliation of cash flows from operating
activities
h. Cash and cash equivalents
14. Trade and other receivables
i. Impairment
15. Other assets
j. Interest-bearing borrowings 16. Investments in equity accounted investees
k. Employee benefits 17. Group entities and non-controlling interest
l. Provisions 18. Tax assets and liabilities
m. Trade and other payables 19. Property, plant and equipment
20. Intangible assets
n. Non-controlling interest
21. Trade and other payables
o. Revenue 22. Other liabilities
p. Lease payments 23. Loans and borrowings
q. Finance income and expenses 24. Employee benefits
r. Income tax 25. Provisions
26. Capital and reserves
s. Earnings per share
27. Financial instruments
t. Segment reporting
28. Operating leases
u. Goods and services tax 29. Capital and other commitments
v. New standards and interpretations not yet 30. Contingencies
adopted 31. Related party transactions
32. Subsequent events
33. Company disclosures

Genea Limited Annual Report 2014 59


Notes to the Consolidated
Financial Statements
1. Reporting entity The Group is of a kind referred to in ASIC Class Order
Genea Limited (the Company) is a company domiciled 98/100 dated 10 July 1998 and in accordance with
in Australia. The address of the Companys registered that Class Order, amounts in the consolidated financial
office is 321 Kent Street, Sydney. The consolidated statements and directors report have been rounded off to
financial statements of the Company as at and for the the nearest thousand dollars, unless otherwise stated.
year ended 30 June 2014 comprise the Company and its (d) Use of estimates and judgements
subsidiaries (together referred to as the Group) and the
The preparation of financial statements requires
Groups interest in associates. The Group is a for-profit
management to make judgements, estimates and
entity and primarily is involved in the provision of assisted
assumptions that affect the application of accounting
reproductive technology (ART) services and research
policies and the reported amounts of assets, liabilities,
and development in the field of reproductive science and
income and expenses. Actual results may differ from
medicine, including the commercialisation of research and
these estimates.
development outcomes (see note 10).
Estimates and underlying assumptions are reviewed on
2. Basis of preparation an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised
(a) Statement of compliance
and in any future periods affected.
The consolidated financial statements are general
purpose financial statements which have been prepared (e) Changes in accounting policies
in accordance with Australian Accounting Standards Except for the changes below, the Group has consistently
(AASBs) (including Australian Interpretations) adopted applied the accounting policies set out in Note 3 to
by the Australian Accounting Standards Board (AASB) all periods presented in these consolidated financial
and the Corporations Act 2001. The consolidated statements.
financial statements comply with International Financial
Reporting Standards (IFRSs) adopted by the International The Group has adopted the following new standards and
Accounting Standards Board (IASB). amendments to standards, including any consequential
amendments to other standards, with a date of initial
The consolidated financial statements were authorised for application of 1 July 2013.
issue by the directors on 17 September 2014.
a) AASB 10 Consolidated Financial Statements (2011)
(b) Basis of measurement
b) AASB 11 Joint Arrangements
The consolidated financial statements have been
prepared on an historical cost basis. c) AASB 12 Disclosure of Interests in Other Entities
d) AASB 13 Fair Value Measurement
(c) Functional and presentation currency
These consolidated financial statements are presented e) AASB 119 Employee Benefits (2011)
in Australian dollars, which is the Companys functional The nature and effects of the changes are explained
currency and the functional currency of the majority of below.
the Group.

60 Notes to the Consolidated Financial Statements


(i) Subsidiaries (iii) Disclosure of interests in other entities
As a result of AASB 10 (2011), the Group has changed As a result of AASB 12, the Group would be required to
its accounting policy for determining whether it has expand its disclosures about its interests in subsidiaries
control over and consequently whether it consolidates and equity-accounted investees in certain circumstances
its investees. AASB 10 (2011) introduces a new control such as when the Group has greater than 50% ownership
model that focuses on whether the Group has power over interest and the entity is not consolidated. There are
an investee, exposure or rights to variable returns from its currently no instances in the Group therefore this
involvement with the investee and ability to use its power change had no impact on the disclosures in the financial
to affect those returns. statements.
In accordance with the transitional provisions of AASB 10 (iv) Fair value measurement
(2011), the Group reassessed the control conclusion for
AASB 13 establishes a single framework for measuring
its investees at 1 July 2013. The application of AASB 10
fair value and making disclosures about fair value
(2011) had no impact on the recognised assets, liabilities
measurements when such measurements are required
and comprehensive income of the Group.
or permitted by other AASBs. It unifies the definition of
(ii) Joint arrangements fair value as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction
As a result of AASB 11, the Group has changed its
between market participants at the measurement date.
accounting policy for its interests in joint arrangements.
It replaces and expands the disclosure requirements
Under AASB 11, the Group has classified its interests
about fair value measurements in other AASBs, including
in joint arrangements as either joint operations (if the
AASB 7. As a result, the Group has included additional
Group has rights to the assets, and obligations for the
disclosures in this regard (see Note 27).
liabilities, relating to an arrangement) or joint ventures
(if the Group has rights only to the net assets of an In accordance with the transitional provisions of
arrangement). When making this assessment, the Group AASB 13, the Group has applied the new fair value
considered the structure of the arrangements, the legal measurement guidance prospectively and has not
form of any separate vehicles, the contractual terms of provided any comparative information for new disclosures.
the arrangements and other facts and circumstances. Notwithstanding the above, the change had no significant
Previously, the structure of the arrangement was the sole impact on the measurements of the Groups assets and
focus of classification. liabilities.
The Group has re-evaluated its involvement in its joint (v) Employee benefits Annual leave
ventures and this has not resulted in any reclassifications.
As a result of AASB 119 (2011), the Group changed its
The investments continue to be recognised by applying
accounting policy in respect of employee benefits with
the equity method and there has been no impact on the
the adoption of AASB 119 Employee Benefits. One of the
recognised assets, liabilities and comprehensive income
impacts of this change is that annual leave has changed
of the Group.
from a short-term employee benefit to a long-term
employee benefit. Notwithstanding the above, the
change had no significant impact on the measurements
of the Groups assets and liabilities.

Genea Limited Annual Report 2014 61


Notes to the Consolidated
Financial Statements (cont.)
3. Significant accounting policies (iii) Subsidiaries
Certain comparative amounts in the consolidated Subsidiaries are entities controlled by the Group. The
statement of profit or loss and other comprehensive Group controls an entity when it is exposed to, or has
income have been reclassified to conform with the rights to, variable returns from its involvement with the
current years presentation (see Note 10). In addition, entity and has the ability to affect those returns through
comparative amounts in Note 5 have been restated to its power over the entity. The financial statements of
reflect the reportable segments recognised from subsidiaries are included in the consolidated financial
1 July 2013. statements from the date on which control commences
until the date on which control ceases.
The Group has elected not to early adopt any accounting
standards. (iv) Loss of control
(a) Basis of consolidation When the Group loses control over a subsidiary, it
derecognises the assets and liabilities of the subsidiary,
(i) Business combinations and any related NCI and other components of equity. Any
The Group accounts for business combinations using resulting gain or loss is recognised in profit or loss. Any
the acquisition method when control is transferred to interest retained in the former subsidiary is measured at
the Group (see (a)(iii)). The consideration transferred in fair value when control is lost.
the acquisition is generally measured at fair value, as are
the identifiable net assets acquired. Any goodwill that (v) Investments in equity-accounted investees
arises is tested annually for impairment (see 3(e)(i)). Any The Groups interests in equity-accounted investees
gain on a bargain purchase is recognised in profit or loss comprise interests in associates and joint ventures.
immediately. Transaction costs are expensed as incurred, Associates are those entities in which the Group has
except if related to the issue of debt or equity securities significant influence, but not control or joint control, over
(see 3(c)). the financial and operating policies. A joint venture is
The consideration transferred does not include amounts an arrangement in which the Group has joint control,
related to the settlement of pre-existing relationships. whereby the Group has rights to the net assets of
Such amounts are generally recognised in profit or loss. the arrangement, rather than rights to its assets and
obligations for its liabilities.
Any contingent consideration payable is measured
at fair value at the acquisition date. If the contingent Interests in associates and joint ventures are accounted
consideration is classified as equity, then it is not for using the equity method. They are recognised initially
remeasured and settlement is accounted for within equity. at cost, which includes transaction costs. Subsequent to
Otherwise, subsequent changes in the fair value of the initial recognition, the consolidated financial statements
contingent consideration are recognised in profit or loss. include the Groups share of the profit or loss and other
comprehensive income of equity-accounted investees,
(ii) Non-controlling interests (NCI) until the date on which significant influence or joint
NCI are measured at their proportionate share of the control ceases.
acquirees identifiable net assets at the acquisition date.
Changes in the Groups interest in a subsidiary that do
not result in a loss of control are accounted for as equity
transactions.

62 Notes to the Consolidated Financial Statements


(vi) Transactions eliminated on consolidation Foreign currency differences are recognised directly
Intra-group balances and transactions, and any in other comprehensive income, and presented in the
unrealised income and expenses arising from intra-group translation reserve in equity. When a foreign operation is
transactions, are eliminated. Unrealised gains arising disposed of, in part or in full, the relevant amount in the
from transactions with equity-accounted investees are translation reserve is transferred to the statement of profit
eliminated against the investment to the extent of the or loss and other comprehensive income.
Groups interest in the investee. Unrealised losses are
(c) Financial Instruments
eliminated in the same way as unrealised gains, but only
to the extent that there is no evidence of impairment. (i) Non-derivative financial instruments

(b) Foreign currency Non-derivative financial assets


Non-derivative financial assets comprise trade and
(i) Foreign currency transactions
other receivables and cash and cash equivalents. Cash
Transactions in foreign currencies are translated to and cash equivalents comprise cash balances and call
the respective functional currencies of Group entities deposits.
at exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign The Group initially recognises loans and receivables and
currencies at the reporting date are retranslated to the deposits on the date that they are originated. All other
functional currency at the foreign exchange rate at that financial assets (including assets designated at fair
date. The foreign currency gain or loss on monetary value through the statement of profit or loss and other
items is the difference between amortised cost in the comprehensive income) are recognised initially on the
functional currency at the beginning of the period, trade date at which the Group becomes a party to the
adjusted for effective interest and payments during contractual provisions of the instrument. Subsequent
the period, and the amortised cost in foreign currency to initial recognition non-derivative financial assets are
translated at the exchange rate at the end of the period. measured as described below.
Non-monetary assets and liabilities denominated in The Group derecognises a financial asset when the
foreign currencies that are measured at fair value are contractual rights to the cash flows from the asset expire,
retranslated to the functional currency at the exchange or it transfers the rights to receive the contractual cash
rate at the date that the fair value was determined. flows on the financial asset in a transaction in which
Foreign currency differences arising on retranslation are substantially all the risks and rewards of the ownership
recognised in the statement of profit or loss and other of the financial asset are transferred. Any interest in
comprehensive income. transferred financial assets that is created or retained by
the Group is recognised as a separate asset or liability.
(ii) Foreign operations
The assets and liabilities of foreign operations, including Financial assets and liabilities are offset and the net
goodwill and fair value adjustments arising on acquisition, amount presented in the statement of financial position
are translated to Australian dollars at exchange rates when, and only when, the Group has a legal right to offset
at the reporting date. The income and expenses of the amounts and intends either to settle on a net basis or
foreign operations are translated to Australian dollars at to realise the asset and settle the liability simultaneously.
exchange rates at the dates of the transactions.

Genea Limited Annual Report 2014 63


Notes to the Consolidated
Financial Statements (cont.)
Loans and receivables share options are recognised as a deduction from equity,
Loans and receivables are financial assets with fixed net of any tax effects.
or determinable payments that are not quoted in an
Dividends
active market. Such assets are recognised initially at
fair value plus any directly attributable transaction costs. Dividends are recognised as a liability in the period in
Subsequent to initial recognition loans and receivables which they are declared.
are measured at amortised cost using the effective Transaction costs
interest method, less any impairment losses.
Transaction costs of an equity transaction are accounted
Non-derivative financial liabilities for as a deduction from equity, net of any related income
The Group initially recognises debt securities issued tax benefit.
and subordinated liabilities on the date that they are (d) Property, plant and equipment
originated. All other financial liabilities (including liabilities
designated at fair value through the statement of profit (i) Owned assets
or loss and other comprehensive income) are recognised Items of property, plant and equipment are stated at cost
initially on the trade date at which the Group becomes a or deemed cost less accumulated depreciation (see
party to the contractual provisions of the instrument. below) and impairment losses (see accounting policy 3(i)).
Non-derivative financial liabilities comprise trade and Cost includes expenditures that are directly attributable to
other payables and loans and borrowings. Such financial the acquisition of the asset. The cost of self-constructed
liabilities are recognised initially at fair value plus any assets includes the cost of materials and direct labour,
directly attributable transaction costs. Subsequent to any other costs directly attributable to bringing the asset
initial recognition these financial liabilities are measured to a working condition for its intended use, and the costs
at amortised cost using the effective interest rate method. of dismantling and removing the items and restoring the
The Group derecognises a financial liability when its site on which they are located. Purchased software that
contractual obligations are discharged or cancelled is integral to the functionality of the related equipment is
or expire. capitalised as part of that equipment.

Financial assets and liabilities are offset and the net Where parts of an item of property, plant and equipment
amount presented in the statement of financial position have different useful lives, they are accounted for as
when, and only when, the Group has a legal right to offset separate items of property, plant and equipment.
the amounts and intends either to settle on a net basis or Gains and losses on disposal of an item of property,
to realise the asset and settle the liability simultaneously. plant and equipment are determined by comparing the
proceeds from disposal with the carrying amount of
Other property, plant and equipment and are recognised in
Accounting for finance income and expense is discussed the statement of profit or loss and other comprehensive
in note 3(q). income.
(ii) Share Capital (ii) Leased and hire purchase assets
Ordinary shares Leases and hire purchases of which the Group assumes
Ordinary shares are classified as equity. Incremental costs substantially all the risks and rewards of ownership are
directly attributable to the issue of ordinary shares and classified as finance leases. Upon initial recognition

64 Notes to the Consolidated Financial Statements


the lease or hire purchased asset is measured at an Goodwill represents the excess of the cost of the
amount equal to the lower of its fair value and the present acquisition over the Groups interest in the net fair value of
value of minimum lease payments. Subsequent to initial the identifiable assets, liabilities and contingent liabilities
recognition, the asset is accounted for in accordance with of the acquiree. When the excess is negative (negative
the accounting policy applicable to that asset. goodwill), it is recognised immediately in the statement of
profit or loss and other comprehensive income.
Other leases are operating leases and the leased assets
are not recognised on the Groups statement of financial Upon disposal of an underlying asset or cash generating
position. unit to which goodwill relates, the associated goodwill is
disposed of as part of the transaction.
(iii) Subsequent costs
The cost of replacing part of an item of property, plant Subsequent measurement
and equipment is recognised in the carrying amount Goodwill is measured at cost less accumulated
of the item if it is probable that the future economic impairment losses. In respect of equity accounted
benefits embodied within the part will flow to the Group investees, the carrying amount of goodwill is included in
and its cost can be measured reliably. The costs of the the carrying amount of the investment.
day-to-day servicing of property, plant and equipment are
recognised in the statement of profit or loss and other (ii) Research and development
comprehensive income as incurred. Expenditure on research activities, undertaken with the
prospect of gaining new scientific or technical knowledge
(iv) Depreciation and understanding, is recognised in the statement of
Depreciation is recognised in the statement of profit or profit or loss and other comprehensive income as an
loss and other comprehensive income on a straight-line expense as incurred.
basis over the estimated useful lives of each part of an
Development activities involve a plan or design for the
item of property, plant and equipment. Leased assets are
production of new or substantially improved products and
depreciated over the shorter of the lease term and their
processes. Development expenditure is capitalised only
useful lives.
if development expenditure can be measured reliably,
The estimated useful lives in the current and comparative the product or process is technically and commercially
period are as follows: feasible, future economic benefits are probable, and
the Group intends to and has sufficient resources to
Plant and equipment 3 - 10 years
complete development and to use or sell the asset. The
Leasehold improvements 2 - 15 years expenditure capitalised includes the cost of materials,
direct labour and overhead costs that are directly
Depreciation methods, useful lives and residual values are
attributable to preparing the asset for its intended use.
reassessed at the reporting date.
Other development expenditure is recognised in the
(e) Intangible assets statement of profit or loss and other comprehensive
income when incurred.
(i) Goodwill
Goodwill, or negative goodwill, arises on the acquisition of Capitalised development expenditure is measured at
subsidiaries, associates and joint ventures. cost less accumulated amortisation and accumulated
impairment losses.

Genea Limited Annual Report 2014 65


Notes to the Consolidated
Financial Statements (cont.)
(iii) Other intangible assets impaired if objective evidence indicates that one or more
Other intangible assets that are acquired by the Group, events have had a negative effect on the estimated
which have finite useful lives, are measured at cost less future cash flows of that asset. An impairment loss in
accumulated amortisation and accumulated impairment respect of a financial asset measured at amortised cost
losses (see accounting policy 3(i)). is calculated as the difference between its carrying
amount, and the present value of the estimated future
(iv) Amortisation cash flows discounted at the original effective interest
Amortisation is calculated over the cost of the asset, rate. Individually significant financial assets are tested for
or any other amount substituted for cost, less its impairment on an individual basis. The remaining financial
residual value. assets are assessed collectively in groups that share
similar credit risk characteristics. All impairment losses
Amortisation is recognised in the statement of profit or are recognised in the statement of profit or loss and other
loss and other comprehensive income on a straight-line comprehensive income. An impairment loss is reversed
basis over the estimated useful lives of intangible if the reversal can be related objectively to an event
assets, other than goodwill, from the date they are occurring after the impairment loss was recognised. For
available for use. financial assets measured at amortised cost the reversal
Amortisation methods, useful lives and residual values is recognised in the statement of profit or loss and other
are reviewed at each financial year-end and adjusted if comprehensive income.
appropriate.
(ii) Non-financial assets
(f) Trade and other receivables The carrying amounts of the Groups non-financial
Trade and other receivables are stated at their amortised assets, other than inventories and deferred tax assets,
cost less impairment losses (see accounting policy 3(i)). are reviewed at each reporting date to determine
whether there is any indication of impairment. If any such
(g) Other assets indication exists then the assets recoverable amount is
(i) Supplies and spares estimated. For goodwill and intangible assets that have
indefinite lives or that are not yet available for use, the
Supplies and spares are measured at cost.
recoverable amount is estimated at each reporting date.
(h) Cash and cash equivalents An impairment loss is recognised if the carrying amount
Cash and cash equivalents comprise cash balances, of an asset or its cash-generating unit exceeds its
short term bills and call deposits. Bank overdrafts that recoverable amount. A cash-generating unit is the
are repayable on demand and form an integral part of the smallest identifiable asset group that generates cash
Groups cash management are included as a component flows that largely are independent from other assets
of cash and cash equivalents for the purpose of the and groups. Impairment losses are recognised in the
statement of cash flows. statement of profit or loss and other comprehensive
income. Impairment losses recognised in respect of
(i) Impairment cash-generating units are allocated first to reduce the
(i) Financial assets carrying amount of any goodwill allocated to the units and
then to reduce the carrying amount of the other assets in
A financial asset is assessed at each reporting date
the unit (group of units) on a pro rata basis.
to determine whether there is any objective evidence
that it is impaired. A financial asset is considered to be
66 Notes to the Consolidated Financial Statements
The recoverable amount of an asset or cash-generating a separate entity and will have no legal or constructive
unit is the greater of its value in use and its fair value obligation to pay further amounts. Obligations for
less costs to sell. In assessing value in use, the estimated contributions to defined contribution plans are recognised
future cash flows are discounted to their present value as a personnel expense in the statement of profit or loss
using a pre-tax discount rate that reflects current market and other comprehensive income during which services
assessments of the time value of money and the risks are rendered by personnel. Prepaid contributions are
specific to the asset. For the purpose of impairment recognised as an asset to the extent that a cash refund or
testing, assets are grouped together into the smallest a reduction in future payments is available.
group of assets that generates cash inflows from
continuing use that are largely independent of the (ii) Other long-term employee benefits
cash inflows of other assets or groups of assets (the The Groups net obligation in respect of long-term
cash-generating unit). The goodwill acquired in a business employee benefits is the amount of future benefit that
combination, for the purpose of impairment testing, is employees have earned in return for their service in
allocated to cash-generating units that are expected to the current and prior periods plus related on costs; that
benefit from the synergies of the combination. benefit is discounted to determine its present value,
and the fair value of any related assets is deducted.
An impairment loss in respect of goodwill is not reversed.
The discount rate is the yield at the reporting date on
In respect of other assets, impairment losses recognised
Commonwealth Government bonds that have maturity
in prior periods are assessed at each reporting date
dates approximating the terms of the Groups obligations.
for any indications that the loss has decreased or no
The calculation is performed using the projected
longer exists. An impairment loss is reversed if there
unit credit method. Any actuarial gains or losses are
has been a change in the estimates used to determine
recognised in the statement of profit or loss and other
the recoverable amount. An impairment loss is reversed
comprehensive income in the period in which they arise.
only to the extent that the assets carrying amount does
not exceed the carrying amount that would have been (iii) Termination benefits
determined, net of depreciation or amortisation, if no Termination benefits are recognised as an expense when
impairment loss had been recognised. the Group is demonstrably committed, without realistic
(j) Interest-bearing borrowings possibility of withdrawal, to a formal detailed plan to
terminate employment before the normal retirement
Interest-bearing borrowings are recognised initially at fair
date. Termination benefits for voluntary redundancies are
value less attributable transaction costs. Subsequent to
recognised if the Group has made an offer encouraging
initial recognition, interest-bearing borrowings are stated
voluntary redundancy, it is probable that the offer will
at amortised cost with any difference between cost and
be accepted, and the number of acceptances can be
redemption value being recognised in the statement of
estimated reliably.
profit or loss and other comprehensive income over the
period of the borrowings on an effective interest basis. (iv) Short-term benefits
(k) Employee benefits Liabilities for employee benefits for wages, salaries,
annual leave and sick leave represent present obligations
(i) Defined contribution superannuation funds resulting from employees services provided to the
A defined contribution plan is a post-employment benefit reporting date and are calculated at undiscounted
plan under which an entity pays fixed contributions into amounts based on remuneration wage and salary rates

Genea Limited Annual Report 2014 67


Notes to the Consolidated
Financial Statements (cont.)
that the Group expects to pay as at the reporting date (m) Trade and other payables
including related on-costs, such as workers compensation Trade and other payables are stated at their amortised cost.
insurance and payroll tax. Non-accumulating
non-monetary benefits are expensed based on the net (n) Non-controlling interest
marginal cost to the Group as the benefits are taken by The Group measures any non-controlling interest at its
the employees. proportionate interest in the identifiable net assets of the
A provision is recognised for the amount expected to be subsidiaries.
paid under short-term cash bonus or profit-sharing plans (o) Revenue
if the Group has a present legal or constructive obligation
to pay this amount as a result of past service provided by (i) Services rendered
the employee and the obligation can be estimated reliably. Revenue from services rendered is recognised in the
statement of profit or loss and other comprehensive
(v) Share-based payment transactions income on completion of the service. No revenue is
The grant date fair value of share-based payment awards recognised if there are significant uncertainties regarding
granted to employees is recognised as an employee recovery of the consideration due.
expense, with a corresponding increase in equity, over the
period in which the employees become unconditionally The Group provides ART services and facilities to
entitled to the awards. The amount recognised is adjusted accredited doctors and their patients. The Group has
to reflect the number of awards for which the related primary responsibility for providing the ART services to
service conditions and nonmarket vesting conditions those patients, excluding only the clinical components
are anticipated to be met, such that the amount ultimately which by law must be provided by a medical practitioner.
recognised as an expense is based on the number of Under the terms of billing arrangements between the
awards that meet the related service and nonmarket Group and its accredited doctors, the Group bears
performance conditions at the vesting date. the credit risk for the amount receivable from patients
and pays to the doctors fees for the component of the
(l) Provisions service they provide. Accordingly revenue is stated at its
A provision is recognised if, as a result of a past event, gross amount before deducting related expenses which
the Group has a present legal or constructive obligation includes the fees payable to doctors for the component of
that can be estimated reliably, and it is probable that an the service they provide.
outflow of economic benefits will be required to settle the (ii) Rental income
obligation. Provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects Rental income is recognised in the statement of profit
current market assessments of the time value of money or loss and other comprehensive income on a straight
and the risks specific to the liability. The unwinding of the line basis over the term of the lease. Rental income from
discount is recognised as a finance cost. subleased property is recognised as other income.

(i) Premises make good (iii) Royalty income


The provision for premises make good represents the Royalty revenue is recognised in the statement of profit or
best estimate of the present value of the expenditure loss and other comprehensive income when the Group is
required to remediate the premises in accordance with entitled to its receipt and it can be reliably measured.
the relevant lease agreement.

68 Notes to the Consolidated Financial Statements


(iv) Deferred income separates payments and other consideration required
If payments received from customers exceed the income by such an arrangement into those for the lease and
recognised or in advance of any work performed, then the those for other elements on the basis of their relative fair
difference is presented as deferred income, disclosed in values. If the Group concludes for a finance lease that
the statement of financial position in other liabilities. it is impracticable to separate the payments reliably, an
asset and a liability are recognised at an amount equal to
Where government grants received in prior years relate the fair value of the underlying asset. Subsequently the
to development expenditure capitalised, they have been liability is reduced as payments are made and an imputed
deferred and will be recognised in the statement of profit finance charge on the liability is recognised using the
or loss and other comprehensive income as revenue on a Groups incremental borrowing rate.
systematic basis in the same periods in which the related
development expenditure will be amortised. (q) Finance income and expenses
Finance income comprises interest income on funds
(vi) Dividend income
invested, changes in the fair value of financial assets
Dividend income is recognised on the date that the recognised through the statement of profit or loss and
Groups right to receive payment is established. other comprehensive income, and foreign currency gains.
Interest income is recognised as it accrues, using the
(p) Lease payments
effective interest method.
Payments made under operating leases are recognised in
the statement of profit or loss and other comprehensive Finance expense comprises interest expense on
income on a straight-line basis over the term of the lease. borrowings, unwinding of the discount on provisions,
Lease incentives received are deferred to other liabilities foreign currency losses, changes in the fair value of
and recognised as an integral part of the total lease financial assets recognised through the statement of
expense, over the term of the lease. profit or loss and other comprehensive income, and
impairment losses recognised on financial assets. All
Minimum lease payments made under finance leases borrowing costs are recognised in the statement of
are apportioned between the finance expense and the profit or loss and other comprehensive income using the
reduction of the outstanding liability. The finance expense effective interest method.
is allocated to each period during the lease term so
as to produce a constant periodic rate of interest on Foreign currency gains and losses are reported on a net
the remaining balance of the liability. Contingent lease basis.
payments are accounted for by revising the minimum
(r) Income tax
lease payments over the remaining term of the lease
when the lease adjustment is confirmed. Income tax expense comprises current and deferred tax.
Income tax expense is recognised in the statement of
At inception of an arrangement, the Group determines profit or loss and other comprehensive income except to
whether such an arrangement is or contains a lease. A the extent that it relates to items recognised directly in
specific asset is the subject of a lease if fulfilment of the equity, in which case it is recognised in equity.
arrangement is dependent on the use of that specified
asset. An arrangement conveys the right to use the Current tax is the expected tax payable on the taxable
asset if the arrangement conveys to the Group the right income for the year, using tax rates enacted or
to control the use of the underlying asset. At inception substantively enacted at the reporting date, and any
or upon reassessment of the arrangement, the Group adjustment to tax payable in respect of previous years.

Genea Limited Annual Report 2014 69


Notes to the Consolidated
Financial Statements (cont.)
In determining the amount of current and deferred tax head entity within the tax-consolidated group is Genea
the Group takes into account the impact of uncertain Limited.
tax positions and whether additional taxes and interest
may be due. The Group believes that its accruals for tax (s) Earnings per share
liabilities and receivables are adequate for all open tax The Group presents basic and diluted earnings per share
years based on its assessment of many factors, including (EPS) data for its ordinary shares. Basic EPS is calculated
interpretations of tax law and prior experience. This by dividing the profit or loss attributable to ordinary
assessment relies on estimates and assumptions and shareholders of the Company by the weighted average
may involve a series of judgments about future events. number of ordinary shares outstanding during the period.
New information may become available that causes the Diluted EPS is determined by adjusting the profit or loss
Group to change its judgment regarding the adequacy of attributable to ordinary shareholders and the weighted
existing tax liabilities and receivables; such changes to tax average number of ordinary shares outstanding for the
liabilities and receivables will impact tax expense in the effects of all dilutive potential ordinary shares, which
period that such a determination is made. comprise convertible notes and share options granted to
employees.
Deferred tax is recognised using the balance sheet
method, providing for temporary differences between (t) Segment reporting
the carrying amounts of assets and liabilities for financial An operating segment is a distinguishable component of
reporting purposes and the amounts used for taxation the Group that is engaged in providing related products
purposes. Deferred tax is not recognised for the or services, which is subject to risks and rewards that
following temporary differences: the initial recognition are different from those of other segments. A segment
of goodwill, the initial recognition of assets or liabilities engages in business activities from which it may earn
in a transaction that is not a business combination and revenues and incur expenses. All operating segments
that affects neither accounting nor taxable profit, and operating results are regularly reviewed to make
differences relating to investments in subsidiaries and decisions about resources to be allocated to the segment
jointly controlled entities to the extent that they probably and assess its performance, and for which discrete
will not reverse in the foreseeable future. Deferred tax is financial information is available.
measured at the tax rates that are expected to be applied
to the temporary differences when they reverse, based on Segment results, assets and liabilities include items
the laws that have been enacted or substantively enacted directly attributable to a segment as well as those that
by the reporting date. can be allocated on a reasonable basis. Unallocated items
comprise mainly investments and related revenue, loans
A deferred tax asset is recognised for unutilised tax and borrowings and related expenses, corporate assets
losses, tax credits and deductible temporary differences and head office expenses, and income tax assets and
to the extent that it is probable that future taxable profits liabilities.
will be available against which they can be utilised.
Deferred tax assets are reviewed at each reporting date Segment capital expenditure is the total cost incurred
and are reduced to the extent that it is no longer probable during the period to acquire property, plant and
that the related tax benefit will be realised. equipment, and intangible assets other than goodwill.
The Company and its wholly-owned Australian resident (u) Goods and services tax
entities are part of a tax-consolidated group with effect Revenue, expenses and assets are recognised net of the
from 1 July 2012. As a consequence, all members of the amount of goods and services tax (GST), except where
tax-consolidated group are taxed as a single entity. The
70 Notes to the Consolidated Financial Statements
the amount of GST incurred is not recoverable from the proper marketing wherein the parties had each acted
taxation authority. In these circumstances, the GST is knowledgeably, prudently and without compulsion. The
recognised as part of the cost of acquisition of the asset market value of items of plant, equipment, fixtures and
or as part of the expense. fittings is based on the quoted market prices for similar
items.
Receivables and payables are stated with the amount of
GST included. The net amount of GST recoverable from, (b) Intangible assets
or payable to, the ATO is included as a current asset or
Initially, intangible assets are measured at the cost to
liability in the statement of financial position.
develop them. The recoverability of each intangible asset
Cash flows are included in the statement of cash flows is assessed annually against the discounted cash flows
on a gross basis. The GST components of cash flows expected to be derived from the use and eventual sale of
arising from investing and financing activities which are the asset.
recoverable from, or payable to, the ATO are classified as
operating cash flows. (c) Trade and other receivables
The fair value of trade and other receivables, excluding
(v) New standards and interpretations not yet construction work in progress, is estimated as the present
adopted value of future cash flows, discounted at the market rate
A number of new standards, amendments to standards of interest at the reporting date.
and interpretations are effective for annual periods
beginning after 1 July 2013, and have not been applied in (d) Non-derivative financial liabilities
preparing these consolidated financial statements. None Fair value, which is determined for disclosure purposes, is
of these standards are expected to have a material impact calculated based on the present value of future principal
on the financial statements. and interest cash flows, discounted at the market rate
of interest at the reporting date. For finance leases the
4. Determination of fair values market rate of interest is determined by reference to
A number of the Groups accounting policies and similar lease agreements.
disclosures require the determination of fair value, for
both financial and non-financial assets and liabilities. (e) Share-based payment transactions
Fair values have been determined for measurement The fair value of employee stock options is measured
and / or disclosure purposes based on the following using a Black-Scholes formula. Measurement inputs
methods. Where applicable, further information about the include share price on measurement date, exercise price
assumptions made in determining fair values is disclosed of the instrument, expected volatility (based on weighted
in the notes specific to that asset or liability. average historic volatility adjusted for changes expected
due to publicly available information), weighted average
(a) Property, plant and equipment expected life of the instruments (based on historical
The fair value of property, plant and equipment recognised experience and general option holder behaviour),
as a result of a business combination is based on market expected dividends, and the risk-free interest rate
values. The market value of property is the estimated (based on government bonds). Service and non-market
amount for which a property could be exchanged performance conditions attached to the transactions are
on the date of valuation between a willing buyer and not taken into account in determining fair value.
a willing seller in an arms length transaction after

Genea Limited Annual Report 2014 71


Notes to the Consolidated
Financial Statements (cont.)
5. Operating segments Information regarding the results of each reportable
The Group has three reportable segments: segment is included below. Performance is measured
using segment earnings before interest and tax as included
Fertility (formerly known as IVF & Related Services) in the internal management reports. Inter-segment pricing
Biomedx is determined on an arms length basis.

Biocells Segment results, assets and liabilities include items


directly attributable to a segment as well as those
From 1 July 2013 the Group established two new that can be directly allocated on a reasonable basis.
businesses: Genea Biomedx Pty Limited (Biomedx), for Unallocated items comprise mainly corporate assets
the manufacture and sale of culture media and medical and expenses.
instruments used in IVF, and Genea Biocells Pty Limited
(Biocells), for the cultivation and sale of stem cells. Both Segment capital expenditure is the total cost incurred
businesses utilise research developed by the Groups during the period to acquire segment assets that are
Stem Cells & Research division over many years. Trading expected to be used for more than one period.
for these two new businesses has been reported Prior year comparative amounts have been restated to
separately commencing 1 July 2013 and replaced reflect the reportable segments recognised from 1 July
reporting for the Stem Cells & Research division from 2013.
that date.
These business units offer different products and
services and are reported separately to the Board,
Executive and Management in the Groups internal
management reporting.

72 Notes to the Consolidated Financial Statements


Information about reportable segments 2014

2014 Consolidated

In AUD ($000) Fertility Biomedx Biocells Total


External revenue
Rendering of services 75,436 - 327 75,763
Sale of products - 110 46 156
Royalties received - - 340 340
Total revenue 75,436 110 713 76,259
Depreciation and amortisation (2,091) (167) (657) (2,915)
Share of profits from equity accounted
1,443 - - 1,443
investees

Segment earnings/(losses) before interest


14,171 (8,078) (2,511) 3,582
and tax (EBIT) (1)
Unallocated amounts: other corporate
(168)
expenses
Earnings before interest and tax (EBIT) 3,414
Net financing expense (111)
Profit before tax 3,303
Reportable segment assets 33,180 13,770 3,792 50,742
Other unallocated amounts 1,214
Total assets 51,956
Reportable segment liabilities (8,113) (2,282) (903) (11,298)
Other unallocated amounts (11,264)
Total liabilities (22,562)
Investment in equity accounted investees 4,341 - - 4,341
Segment capital expenditure 1,970 1,885 85 3,940
(1) EBIT for the Fertility segment includes the impairment loss of $1.3 million relating to goodwill written off (see note 20).

Genea Limited Annual Report 2014 73


Notes to the Consolidated
Financial Statements (cont.)
Information about reportable segments 2013

2013 Consolidated

In AUD ($000) Fertility Biomedx Biocells Total


External revenue
Rendering of services 69,849 - 246 70,095
Sale of licence fee - 2,670 - 2,670
Royalties received - - 677 677
Total revenue 69,849 2,670 923 73,442
Depreciation and amortisation (2,411) (372) (127) (2,910)
Share of profits from equity accounted
1,581 - - 1,581
investees

Segment earnings/(losses) before interest


13,312 (3,741) (1,755) 7,816
and tax (EBIT)
Unallocated amounts: other corporate
(2,301)
expenses
Earnings before interest and tax (EBIT) 5,515
Net financing income 141
Profit before tax 5,656
Reportable segment assets 28,316 8,854 5,130 42,300
Other unallocated amounts 4,882
Total assets 47,182
Reportable segment liabilities (8,964) (972) (869) (10,805)
Other unallocated amounts (9,449)
Total liabilities (20,254)
Investment in equity accounted investees 3,186 - - 3,186
Segment capital expenditure 2,133 100 352 2,585

Geographical segments
The Group operates principally out of one geographic segment, Australia. The Group also has operations in:
Thailand and New Zealand through a 50% interest in Oogonia Co. Limited and Genea Oxford Womens Health Ltd
(formerly known as Peterborough Clinic Limited) respectively, reported as equity accounted investees; and
The United Kingdom, through its wholly-owned subsidiary Genea Biomedx UK Ltd. This operation is currently in a
set-up phase and has not commenced trading.

74 Notes to the Consolidated Financial Statements


6. Other income

Consolidated
In AUD ($000) 2014 2013
Rental income 218 201
Other 250 193
468 394

7. Other expenses

Consolidated
In AUD ($000) Note 2014 2013
Included in the statement of profit or loss and other comprehensive income
but not separately disclosed:
Net loss on disposal of plant and equipment 1 -
(Net reversal of)/impairment losses on trade and other receivables 27 (66) 397
Credit with a trade supplier written off 13b - 134
Plant and equipment written off 19 - 455
Intangible asset written off (1)
20 1,288 416
Operating lease rentals 28 3,786 3,344
Depreciation and amortisation expenses 19, 20 3,831 3,405

(1) Intangible asset written off relating to goodwill of $1.3 million is included in Administrative Expenses in the statement of profit or loss and
other comprehensive income.

Genea Limited Annual Report 2014 75


Notes to the Consolidated
Financial Statements (cont.)
8. Auditors remuneration

Consolidated
In AUD 2014 2013
Audit services
Auditors of the Company
KPMG Australia:
Audit 206,400 209,905
Tax services
Auditors of the Company
KPMG Australia:
Income tax - 10,123
Research & development taxation advice - 16,890
Other services
Auditors of the Company
KPMG Australia:
Due diligence services - 6,000
KPMG Italy:
Due diligence services 40,650 -

9. Finance income and expenses

Consolidated
In AUD ($000) Note 2014 2013
Interest income on bank deposits 30 148
Financial income 30 148
Interest expense (46) -
Finance charges on capitalised leases (2) (6)
Net foreign exchange loss (44) -
Unwind of discount on provisions 25 (49) (1)
Financial expenses (141) (7)
Net financing (expense)/income (111) 141

76 Notes to the Consolidated Financial Statements


10. Research and development expenditure
The accounting for research and development is in accordance with the policy described in note 3(e)(ii).

Consolidated
In AUD ($000) Note 2014 2013
Expenditure
Direct research and development expenditure (9,153) (10,373)
Depreciation and amortisation (824) (499)
Development capitalised:
Internally generated 20 823 503
Acquired 20 4,979 3,896

Research and development expensed in the statement of profit or loss and


(4,175) (6,473)
other comprehensive income

Accumulated development capitalised 20 18,179 12,377


Accumulated deferred revenue 757 869

This research and development expenditure disclosure has been modified to reflect the fact such expenditure is
now reported within several Group entities, rather than being a separate reporting segment. In addition, certain
administrative expenses formerly treated as research and development are now reported as Administrative expenses,
and the comparative amounts have been restated accordingly, both here and in the statement of profit or loss and
other comprehensive income, resulting in $1.0 million being reclassified from Research and development expenses to
Administrative expenses in the comparative period.

Genea Limited Annual Report 2014 77


Notes to the Consolidated
Financial Statements (cont.)
11. Income tax expense

Consolidated
In AUD ($000) 2014 2013
Current tax expense
Current year (1,600) (922)
Adjustments for prior years (2,128) (108)
(3,728) (1,030)
Deferred tax expense
Origination and reversal of temporary differences 1,628 1,364
Total income tax expense in the statement of profit or loss and other comprehensive income (2,100) 334

Numerical reconciliation between tax expense and pre-tax net profit

Consolidated
In AUD ($000) 2014 2013
Profit before tax 3,303 5,656
Income tax using the domestic corporation tax rate of 30% (2013: 30%) 991 1,697
Increase in income tax expense due to:
Non-deductible expenses 389 10
Tax losses not probable of recoupment - 360
Effect of tax rates in foreign jurisdictions 91 -
Decrease in income tax expense due to:
Share of after tax profits equity accounted (433) (474)
R&D tax incentives not recognised in profit (1,013) (1,138)
Other items 3 (13)
Adjustment for prior years (1)
(2,128) (108)
Income tax expense (2,100) 334

(1) In 2014, $7.1 million of previously unrecognised tax offsets were recognised as management considered it probable that future taxable profits
would be available against which they can be utilised. These offsets arise as a result of the tax rebate associated with the Groups substantial R&D
expenditure.

78 Notes to the Consolidated Financial Statements


12. Earnings per share
Basic earnings per share
The calculation of basic earnings per share at 30 June 2014 was based on the profit attributable to ordinary
shareholders of $4.9 million (2013: $4.9 million) and a weighted average number of ordinary shares outstanding of
2,846,965 (2013: 2,829,386), calculated as follows:

Consolidated
In AUD ($000) Note 2014 2013
Profit attributable to ordinary shareholders 4,936 4,883
In thousands of shares
Issued ordinary shares at 1 July 26 2,846 2,813
Weighted average of shares issued 1 16
Weighted average number of ordinary shares during the financial year ended 30 June 2,847 2,829
Basic earnings per share 1.73 1.73

Diluted earnings per share


The calculation of diluted earnings per share at 30 June 2014 was based on profit attributable to ordinary
shareholders of $4.9 million (2013: $4.9 million) and a weighted average number of ordinary shares (diluted)
outstanding during the financial year ended 30 June 2014 of 2,846,965 (2013: 2,852,055), calculated as follows:

Consolidated
In AUD ($000) 2014 2013
Profit attributable to ordinary shareholders (diluted) 4,936 4,883
In thousands of shares
Weighted average number of ordinary shares (basic) 2,847 2,829

Effect of share options on issue - 23

Weighted average number of ordinary shares (diluted) during the financial year ended 30 June 2,847 2,852
Diluted earnings per share 1.73 1.71

Genea Limited Annual Report 2014 79


Notes to the Consolidated
Financial Statements (cont.)
13a. Cash and cash equivalents

Consolidated
In AUD ($000) 2014 2013
Bank balances and cash on hand 761 2,276
Call deposits 83 3,167
Cash and cash equivalents 844 5,443

The Groups exposure to interest rate risk and a sensitivity analysis for financial assets are disclosed in note 27.

80 Notes to the Consolidated Financial Statements


13b. Reconciliation of cash flows from operating activities

Consolidated
In AUD ($000) Note 2014 2013
Cash flows from operating activities
Profit for the period 5,403 5,322
Adjustments for:
Depreciation and amortisation 7 3,831 3,405
Foreign exchange loss 9 44 -
Share of profit of equity accounted investees 16 (1,443) (1,581)
Dividends from equity accounted investees 640 656
Unwind of discount on make good provisions 25 49 1
Property incentive (395) (470)
Share-based payments 24(c) 23 (29)
(Net reversal of)/impairment losses on trade receivables 27 (66) 397
Overpayment to a trade supplier written off 7 - 134
Plant and equipment written off 19 - 455
Intangible asset written off 20 1,288 416
Loss/(gain) on disposal of plant and equipment 1 (34)
Operating profit before changes in working capital and provisions 9,375 8,672
Increase in trade and other receivables (521) (1,131)
Increase in other assets (1,682) (548)
(Decrease)/increase in trade and other payables (291) 3,063
Decrease in deferred income (518) (637)
(Decrease)/increase in employee benefits (247) 260
Decrease in other liabilities (260) (136)
(Decrease)/increase in deferred tax liabilities (4,145) 1,364
Decrease/(increase) in provision for income tax receivable 1,513 (1,883)
Net cash from operating activities 3,224 9,024

Genea Limited Annual Report 2014 81


Notes to the Consolidated
Financial Statements (cont.)
14. Trade and other receivables

Consolidated
In AUD ($000) 2014 2013
Current
Trade receivables 1,552 1,847
Other receivables 1,032 813
2,584 2,660
Non-current
Other receivables
Loan to a related party 619 -
619 -

At 30 June 2014 trade and other receivables are shown net of an allowance for doubtful debts of $116,000 (2013:
$408,000). The impairment loss recognised in the current year of $94,000 (2013: $397,000) was offset against a
reversal of impairment loss of $160,000 (2013: $nil) to give a net reversal of impairment loss of $66,000.
The Groups exposure to credit risk and impairment losses related to trade and other receivables are disclosed in
note 27.

15. Other assets

Consolidated
In AUD ($000) 2014 2013
Supplies and spares 1,395 1,263
Prepayments 885 429
Pre-production payment 1,094 -
3,374 1,692

82 Notes to the Consolidated Financial Statements


16. Investments in equity accounted investees
The Groups recognised share of net profit in its equity accounted investees for the year was $1.4 million (2013:
$1.6 million). During the year, the Group received dividends of $640,000 (2013: $666,000) from its investments
in equity accounted investees.
The Group has the following investments in equity accounted investees:

Reporting Ownership
Principal activities Country Date 2014 2013
(a) Interest in associate
Genea Newcastle Pty Limited Scientific and medical services Australia 30 June 40% 40%
(b) Interest in joint ventures
Oogonia Co. Limited Scientific and medical services Thailand 31 December 50% 50%
Genea Oxford Women's
Health Ltd (formerly known as Scientific and medical services New Zealand 30 June 50% 50%
Peterborough Clinic Limited)

Summary financial information for equity accounted investees:

Consolidated
In AUD ($000) 2014 2013
Carrying amount of interest:
Joint ventures 3,715 2,445
Associate 626 741
4,341 3,186
Share of profit:
Joint ventures 918 1,147
Associate 525 434
1,443 1,581

Genea Limited Annual Report 2014 83


Notes to the Consolidated
Financial Statements (cont.)
(i) Joint ventures

2014 Consolidated
Genea Oxford Oogonia Co.
In AUD ($000) Total
Women's Health Ltd Limited
Ownership 50% 50%
Non-current assets 2,321 2,161 4,482
Current assets 63 6,256 6,319
Non-current liabilities (863) (36) (899)
Current liabilities (297) (2,175) (2,472)
Net assets (100%) 1,224 6,206 7,430
Carrying amount of interests in joint ventures 612 3,103 3,715
Revenue 50 11,717 11,767
Depreciation and amortisation - (322) (322)
Profit/(loss) and total comprehensive income (100%) (544) 2,380 1,836
Group's share of profit/(loss) and total comprehensive income (272) 1,190 918

2013 Consolidated
Genea Oxford Oogonia Co.
In AUD ($000) Total
Women's Health Ltd Limited
Ownership 50% 50%
Non-current assets 647 994 1,641
Current assets 283 4,401 4,684
Non-current liabilities - (40) (40)
Current liabilities (252) (1,144) (1,396)
Net assets (100%) 678 4,211 4,889
Carrying amount of interests in joint ventures 339 2,106 2,445
Revenue - 8,084 8,084
Depreciation and amortisation - (200) (200)
Profit/(loss) and total comprehensive income (100%) - 2,294 2,294
Group's share of profit/(loss) and total comprehensive income - 1,147 1,147
Dividends received by the Group - 136 136

Oogonia Co. Limited has a reporting date of 31 December as required for Thai corporate entities. Genea does not
have enough influence over the entity to make a change to its reporting date.
84 Notes to the Consolidated Financial Statements
(ii) Associate

Consolidated
In AUD ($000) 2014 2013
Carrying amount of interest in associate 626 741
Share of profit from continuing operations 525 434

17. Group entities and non-controlling interests


Country of Ownership
incorporation interest
2014 2013
(a) Parent entity
Genea Limited Australia

(b) Subsidiaries
Genea Genetics Pty Limited as trustee for Genea Genetics Unit Trust Australia 100% 100%
Genea Biocells Pty Limited Australia 100% 100%
Genea Canberra Pty Limited Australia 87.5% 87.5%
Genea Perth Pty Limited (formerly known as Sydney IVF Perth Pty Limited) Australia 71% 71%
Genea Biomedx Pty Limited Australia 100% 100%
Genea Biomedx UK Limited UK 100% 0%
Genea US Inc. US 100% 0%

(c) Trusts
On 31 May 2014 Launceston.SIVF Unit Trust was dissolved.
On 1 July 2014 the assets and liabilities of the Genea Genetics Unit Trust were transferred to Genea Limited and the
trust dissolved.

Genea Limited Annual Report 2014 85


Notes to the Consolidated
Financial Statements (cont.)
18. Tax assets and liabilities
(a) Current assets
The current tax asset for the Group of $395,000 (2013: $1.9 million) represents the net amount of income taxes
receivable in respect of the current financial period. The asset arises as a result of the tax rebate associated with
the Groups substantial R&D expenditure.
A deferred tax asset is recognised for unused tax offsets, tax credits and deductible temporary differences, to the
extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred
tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the
related tax benefit will be realised.
(b) Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:

Consolidated
Assets Liabilities Net
In AUD ($000) 2014 2013 2014 2013 2014 2013
Property, plant and equipment 279 268 - - 279 268
Employee benefits 1,140 1,041 - - 1,140 1,041
Impairment provision trade receivables 44 122 - - 44 122
Capitalisation of development expenditure - - (5,263) (3,675) (5,263) (3,675)
Operating leases 312 390 - - 312 390
Tax offsets carried forward 5,773 - - - 5,773 -
Other items 418 412 - - 418 412
Net tax assets/(liabilities) 7,966 2,233 (5,263) (3,675) 2,703 (1,442)

86 Notes to the Consolidated Financial Statements


19. Property, plant and equipment

Consolidated
Plant and Leasehold Under
In AUD ($000) Note equipment (1) improvements construction Total
Cost
Balance at 1 July 2012 22,185 16,599 561 39,345
Acquisitions (2) 1,241 289 1,208 2,738
Disposals (215) - - (215)
Transfers 200 - (200) -
Assets written off 7 - - (455) (455)
Balance at 30 June 2013 23,411 16,888 1,114 41,413
Balance at 1 July 2013 23,411 16,888 1,114 41,413
Acquisitions (2)
1,684 373 2,064 4,121
Disposals (72) - - (72)
Transfers 1,457 254 (1,711) -
Balance at 30 June 2014 26,480 17,515 1,467 45,462
Depreciation and impairment losses
Balance at 1 July 2012 16,082 7,057 - 23,139
Depreciation charge for the year 7 1,948 1,330 - 3,278
Disposals (203) - - (203)
Balance at 30 June 2013 17,827 8,387 - 26,214
Balance at 1 July 2013 17,827 8,387 - 26,214
Depreciation charge for the year 7 1,900 1,423 - 3,323
Disposals (71) - - (71)
Balance at 30 June 2014 19,656 9,810 - 29,466
Carrying amounts
At 1 July 2012 6,103 9,542 561 16,206
At 30 June 2013 5,584 8,501 1,114 15,199
At 30 June 2014 6,824 7,705 1,467 15,996
(1) Includes a leased asset costing $35,000 with an accumulated depreciation of $28,000 (2013: $21,000).
(2) Reconciles to cash flow as follows:

In AUD ($000) 2014 2013


Total acquisitions 4,121 2,738
Less: Fit out make good at end of lease - (55)
Total property, plant and equipment cash outflow 4,121 2,683

Genea Limited Annual Report 2014 87


Notes to the Consolidated
Financial Statements (cont.)
20. Intangible assets

Consolidated
In AUD ($000) Note Goodwill Development Total
expenditure
Cost
Balance at 1 July 2012 3,917 8,394 12,311
Acquisitions through business combinations 927 - 927
Additions Development expenditure capitalised:
Internally generated - 503 503
Acquired - 3,896 3,896
4,844 12,793 17,637
Development expenditure written off - (416) (416)
Balance at 30 June 2013 4,844 12,377 17,221

Balance at 1 July 2013 4,844 12,377 17,221


Additions Development expenditure capitalised:
Internally generated - 823 823
Acquired - 4,979 4,979
4,844 18,179 23,023
Goodwill written off 7 (1,288) - (1,288)
Balance at 30 June 2014 3,556 18,179 21,735
Accumulated amortisation
Balance at 1 July 2012 - - -
Amortisation for the year - 127 127
Balance at 30 June 2013 - 127 127
Amortisation for the year - 508 508
Balance at 30 June 2014 - 635 635
Carrying amounts
Balance at 1 July 2012 3,917 8,394 12,311
Balance at 30 June 2013 4,844 12,250 17,094
Balance at 30 June 2014 3,556 17,544 21,100

88 Notes to the Consolidated Financial Statements


Recoverability of development expenditure
Development expenditure comprises costs incurred to plan and design substantially improved products and processes.
A review is undertaken annually for indicators of impairment. At 30 June 2014 there are no indications that the value of
development capitalised is impaired, with associated projects tracking against milestones.
Amortisation commences on completion of each project and continues over the period future economic benefits are
expected to accrue.
Impairment tests for cash generating units containing goodwill
For the purpose of impairment testing, goodwill is allocated to the Groups operating divisions which represent the
lowest level within the Group at which the goodwill is monitored for internal management purposes.
The aggregate carrying amounts of goodwill allocated to each unit are as follows:

Consolidated
In AUD ($000) 2014 2013
First trimester screening - 1,288
Genea Perth Pty Limited 3,556 3,556
3,556 4,844

The recoverable amount of cash-generating units containing goodwill is based on value in use calculations. Those
calculations use cash flow projections based on the most recent budgeted operating results over a 5 year period
and include a terminal value reflecting disposal of the assets. A growth rate of 2%, which is in line with the long term
average national GDP growth rate, is used to extrapolate cash flow projections beyond the period covered by our
budgets.
Pre-tax discount rates of 9.3% (2013: 12.0%) and 10.4% (2013: 12.4%) were applied in determining the recoverable
amount of First trimester screening and Genea Perth Pty Limited respectively. The discount rates were estimated
based on the calculated weighted average cost of capital.
At 30 June 2014 the value of the investment in Genea Perth Pty Limited is supported by the recoverable amount.
Goodwill of $1.3 million relating to First trimester screening was written off in 2014 due to advancements in medical
science that have rendered this technique obsolete.

Genea Limited Annual Report 2014 89


Notes to the Consolidated
Financial Statements (cont.)
21. Trade and other payables

Consolidated
In AUD ($000) 2014 2013
Current
Trade payables 3,596 4,580
Accrued expenses 1,864 1,177
Other payables 65 59
5,525 5,816

The Groups exposure to currency and liquidity risk related to trade and other payables is disclosed in note 27.

22. Other liabilities

Consolidated
In AUD ($000) 2014 2013
Current
Deferred income 1,591 2,109
Leasehold rental accrual 369 262
Operating lease incentive 474 470
2,434 2,841
Non-current
Leasehold rental accrual 670 1,036
Operating lease incentive 2,888 3,286
3,558 4,322

Grant income of $897,000 received in the period 2007 to 2009 in relation to capitalised development expenditure was
recorded as deferred income. Amortisation of the relevant development expenditure commenced in 2013 over a period
of 8 years. The deferred grant income will be amortised over the same period.

90 Notes to the Consolidated Financial Statements


23. Loans and borrowings
This note provides information about the contractual terms of the Groups interest-bearing loans and borrowings. For
more information about the Groups exposure to interest rate, foreign currency and liquidity risk, see note 27. All loans
are denominated in Australian dollars unless otherwise indicated.

Consolidated
In AUD ($000) 2014 2013
Current
Bank overdraft 1,431 -
Finance lease liability - 8
1,431 8
Non-current
Secured bank loan 4,000 -
Finance lease liability - 12
4,000 12

Financing facilities

Consolidated
In AUD ($000) 2014 2013
Credit card facility 720 677
Multi option facility 13,000 -
13,720 677
In GBP ('000)
Cash advance facility 1,400 -

Genea Limited Annual Report 2014 91


Notes to the Consolidated
Financial Statements (cont.)

Financing facilities not utilised at reporting date

Consolidated
In AUD ($000) 2014 2013
Credit card facility 574 524
Multi option facility 7,569 -
8,143 524
In GBP ('000)
Cash advance facility 1,400 -

The multi option facility encompasses overdraft, cash advance and lease financing.

Credit card facility


Interest on credit card facilities is charged at prevailing market rates in the event it is incurred.

Secured bank loan and bank overdraft


Interest on the secured bank loan and bank overdraft is charged at prevailing market rates. The facilities are secured
by a registered mortgage debenture (fixed and floating charge) over the assets of Genea Limited and its wholly-owned
Australian subsidiaries. The bank overdraft is payable on demand while the secured bank loan is payable on maturity.

24. Employee benefits


(a) Liabilities

Consolidated
In AUD ($000) 2014 2013
Current
Salaries and wages accrued 350 927
Liability for annual leave 2,102 1,951
Liability for long service leave 940 843
3,392 3,721
Non-current
Liability for long service leave 758 677

92 Notes to the Consolidated Financial Statements


(b) Share-based payments
Genea Share Plan
On 28 June 2006, the directors approved an employee share plan whereby the directors, at their discretion, can grant
to qualifying employees a limited recourse loan for the purpose of acquiring Company shares. The loans are interest
free, repayable over 10 years from dividends paid on the shares, with additional repayments being optional during the
period. Until the loan is repaid in full, loan recipients may not sell, transfer or otherwise deal with the shares.
As a result of the shares being issued against a limited recourse loan, the share plan is accounted for in the same
manner as the option plan. Accordingly, the fair value of services received in return for shares issued under the plan
is based on the fair value of the notional option granted. In addition, the recognition of an increase in equity and the
associated loan receivable is deferred until such time as the loan is repaid. Equally, the dividends applied to the loan
balance are not recognised in the financial statements.

Employee Performance Rights Plan


Shareholders approved an employee performance rights plan at the Annual General Meeting held on 16 November
2011. The Plan was designed to provide an incentive for eligible key employees to make a positive contribution to
Genea. Participants are not required to pay any consideration for the Performance Rights or to acquire shares upon the
vesting of the rights. The Performance Rights will automatically convert into Shares if held for 5 years after grant date
and are then subject to a 2 year dealing restriction. Key employees who hold Performance Rights have no dividend,
voting or other shareholder rights unless and until they acquire shares upon vesting of the Performance Rights.
The fair value of the shares is based upon the latest traded market price for the shares prior to the offer. In estimating
the fair value of the shares, the effect of post-vesting transfer restrictions is taken into consideration to estimate
what the price of the restricted share would have been on the purchase date in an arms length transaction between
knowledgeable, willing parties. In determining the discount to be applied, the indicator lending rate as published by the
Reserve Bank of Australia has been used.

(c) Employee expenses and share-based payments

Consolidated
In AUD ($000) 2014 2013
Wages and salaries 26,531 26,784
Contributions to defined contribution plans 2,299 2,193
Share options granted equity settled 23 (29)
Long service leave entitlements 178 (67)
Total expense recognised as employee costs 29,031 28,881

Genea Limited Annual Report 2014 93


Notes to the Consolidated
Financial Statements (cont.)
25. Provisions
Provisions comprise make good obligations in relation to various leased premises.

Make good
The Group accounts for premises make good obligations in accordance with the policy in note 3(l)(i). At the inception
of the lease the best estimate of the expenditure required to remediate the premises in accordance with the relevant
lease agreement is recognised at its present value. A corresponding increase in the cost of the asset to be made good
is recognised and depreciated over the term of the lease.

Consolidated
In AUD ($000) Note 2014 2013
Balance at 1 July 1,415 1,359
Premises make good provision recognised during the period - 55
Unwind of discount on make good provisions 9 49 1
Balance at 30 June 1,464 1,415

Current 211 -
Non-current 1,253 1,415
1,464 1,415

94 Notes to the Consolidated Financial Statements


26. Capital and reserves

Company
Share capital ordinary shares
In shares - fully paid 2014 2013
On issue at 1 July (1)
2,846,372 2,813,305
Options exercised (2)
600 25,200
Director's fee issued in equity (3)
3,712 3,304
Shares issued - 4,563
On issue at 30 June(4) 2,850,684 2,846,372

(1) Effective 1 July 1998, the Company Law Review Act abolished the concept of par value of shares and the concept of authorised capital.
Accordingly, the Company does not have authorised capital or par value in respect of its issued shares. The holders of ordinary shares are entitled
to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All shares rank equally with
regard to the distribution of the Companys residual assets.
(2) 600 options were exercised from the 2006 Employee Share Plan.
(3) 3,712 ordinary shares were issued to four directors in lieu of directors fees. All shares issued are fully paid.

(4) The Companys share register records that there are 2,860,084 fully paid ordinary shares in the Company on issue. The difference of 9,400
shares reflects the number of shares that have been issued under the terms of the Genea Share Plan (see note 24(b).

Equity compensation reserve


The equity compensation reserve represents the costs recognised in the statement of profit or loss and other
comprehensive income arising from share-based payments. This reserve will be reversed against share capital when
the underlying shares are exercised under share options.

Translation reserve
The translation reserve arises when the net assets and results of foreign operations are translated from the functional
currency to Australian dollars.

Genea Limited Annual Report 2014 95


Notes to the Consolidated
Financial Statements (cont.)
Dividends
Dividends recognised in the current year by the Company are:
Franked/
Cents per share Total amount unfranked Date of payment

In AUD $000
2014
Interim 2014 ordinary 37.0 1,053 Unfranked 24 April 2014
Final 2013 ordinary 46.0 1,310 Unfranked 26 November 2013
Total amount 2,363
2013
Interim 2013 ordinary 76.0 2,157 Partially franked 26 April 2013
Final 2012 ordinary 120.0 3,389 Unfranked 30 November 2012
Total amount 5,546

After the balance sheet date the following dividend was proposed by the directors. The dividend has not been provided
for. The declaration and subsequent payment of dividends has no income tax consequences.
Franked/
Cents per share Total amount unfranked Date of payment

In AUD $000

Final 2014 ordinary 54.0 1,539 Partially franked 28 November 2014

The financial effect of this dividend has not been brought to account in the financial statements for the financial year
ended 30 June 2014 and will be recognised in subsequent financial reports.

Company
In AUD ($000) 2014 2013
Dividend franking account

30 per cent franking credits available to shareholders of Genea Limited for subsequent financial years 870 92

The ability to utilise the franking credits is dependent upon there being sufficient available profits to declare dividends.
The impact on the dividend franking account of dividends proposed after the balance sheet date but not recognised
as a liability is to reduce it by $343,000 (2013: $nil). At year end, undistributed available profits to declare dividends in
Australian subsidiary entities was $3.1 million. If or when a fully franked dividend distribution of these profits is paid out,
the associated franking credits are $1.3 million.

96 Notes to the Consolidated Financial Statements


27. Financial instruments
Overview
The Company and Group have exposure to the following risks from their use of financial instruments:
credit risk
liquidity risk
market risk
currency risk
This note presents information about the Groups exposure to each of the above risks, and the objectives, policies and
processes for measuring and managing risk, and the management of capital.

Risk management framework


Risk management is part of the Groups operating culture. At the Board level the Audit, Risk Management and
Compliance Committee is responsible for the establishment, implementation, and annual review of the Groups Risk
Management System. Management has established and implemented the Risk Management System for assessing,
monitoring and managing all risks, including material business risks, for the Group. The Chief Executive Officer and
Chief Financial Officer have provided assurance to the Board that the financial reporting risk management and
associated compliance and controls have been assessed and found to be operating effectively. The operational and
other risk management compliance and controls have also been assessed and found to be operating effectively.

Credit risk
Credit risk is the risk of financial loss to the Group if a patient or customer or counterparty to a financial instrument fails
to meet its contractual obligations, and arises principally from the Groups receivables due from patients or customers.

Exposure to credit risk


Carrying amounts of the Group financial assets represents the maximum credit exposure. The maximum exposure to
credit risk at the reporting date was:

Consolidated
In AUD ($000) Note 2014 2013
Cash and cash equivalents 13a 844 5,443
Trade and other receivables 14 2,584 2,660
3,428 8,103

Genea Limited Annual Report 2014 97


Notes to the Consolidated
Financial Statements (cont.)
Based on the Groups monitoring of customer credit risk, the Group believes that, except as noted below, no impairment
allowance is necessary in respect of trade and other receivables. The Groups most significant concentration of credit
risk accounts for $301,772 of the trade and other receivables carrying amount at 30 June 2014 (2013: $288,550).
These amounts are associated with customers who have more than five years trading history with the Group.
Other than these exposures, at reporting date there were no significant concentrations of credit risk with the exception
of cash and cash equivalents which are held with a small number of financial institutions. The maximum exposure to
credit risk is represented by the carrying amount of each financial asset in the statement of financial position. The
Group does not require collateral in respect of financial assets.
The Groups maximum exposure to credit risk for trade receivables at the reporting date was predominantly within
Australia from patients receiving ART services.

Trade and other receivables


Under the billing arrangement between Genea and its accredited doctors, the Group bears the credit risk for
the amount receivable from patients. The Groups exposure to credit risk is influenced mainly by the individual
characteristics of each patient. Processes have been established to limit the credit exposure in the first instance. Where
amounts due are not received at the time of service, additional processes are in place to recover the outstanding
amounts.
The Group has established an allowance for impairment that represents the estimate of incurred losses in respect of
trade and other receivables. The main components of this allowance are a collective loss component established for
groups of similar assets in respect of losses that have been incurred but not yet identified. The collective loss allowance
is determined based on historical data of actual incurred losses for similar financial assets.

Impairment Losses
Aging of the Group trade receivables at the reporting date was:

Consolidated
Gross Impairment Gross Impairment

In AUD ($000) 2014 2013


Not past due 959 17 1,021 17
Past due to 30 days 276 11 166 6
Past due 31 - 60 days 211 15 238 14
Past due greater than 60 days 222 73 831 371
1,668 116 2,256 408

98 Notes to the Consolidated Financial Statements


The movement in the allowance for impairment in respect of trade receivables during the year was:

Consolidated
In AUD ($000) Note 2014 2013
Balance at 1 July 408 127
(Net reversal of)/impairment losses 7 (66) 397
Write off (226) (116)
Balance at 30 June 116 408

The collective impairment loss relates to amounts owing from patients for the provision of ART services and other
customers. Except for the exposure to credit risk noted above, no amounts owing from any particular patient are
considered significant. Based on historical collection rates there are trade receivables past due date that are not
considered impaired. No terms have been re-negotiated.

Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Groups
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses, risking damage
to the Groups reputation or financial statements.
The Group performs regular cash forecasts, which assist it in monitoring cash flow requirements and optimising its cash
return on investments. Typically the Group ensures that it has sufficient cash on demand to meet expected operational
expenses for a period of 30 days, excluding the potential impact of extreme circumstances that cannot reasonably be
predicted, such as natural disasters. In addition, the Group maintains lines of credit as outlined in Note 23.

Genea Limited Annual Report 2014 99


Notes to the Consolidated
Financial Statements (cont.)
The following are the contractual maturities of financial liabilities including estimated interest payments:

Consolidated 2014

In AUD ($000) Carrying Contractual 0-1 year 1-2 years 2-5 years
amount cash flow
Trade and other payables 5,525 5,525 5,525 - -
Bank overdrafts 1,431 1,431 1,431 - -
Secured bank loan 4,000 4,402 161 1,467 2,774
10,956 11,358 7,117 1,467 2,774

Consolidated 2013

In AUD ($000) Carrying Contractual 0-1 year 1-2 years 2-5 years
amount cash flow
Trade and other payables 5,816 5,816 5,816 - -
Finance lease liability 20 25 12 12 1
5,836 5,841 5,828 12 1
Market Risk
Market risk is the risk that changes in market prices, such as equity prices, will affect the Groups income. The objective
of market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return. The Group has minimal exposure to market risks.

Currency Risk
The Group is exposed to currency risk on purchases and borrowings that are denominated in a currency other than the
functional currency of the Group entities, primarily the Australian dollar (AUD).
Interest on borrowings is denominated in currencies that match the cash flows generated by the underlying operations
of the Group.
The Group currently has minimal exposure to foreign currency, although this will need to be monitored in future as its
operations in the United Kingdom in particular commence trading.

100 Notes to the Consolidated Financial Statements


Interest Rate Risk
Investments in short-term receivables and payables are not exposed to interest rate risk.
At the reporting date the interest rate profile of the Groups interest bearing financial instruments was:

Consolidated
In AUD ($000) 2014 2013
Variable rate instruments
Financial assets 844 5,443
Financial liabilities (5,431) (20)
(4,587) 5,423

Sensitivity Analysis
Due to the limited exposure to interest rate risk the Group does not fix interest rates. Cash in excess of operating
requirements is maintained in a high earning, but liquid account to maximise the return.
Financial liabilities are predominantly comprised of short term cash advances, where the interest rate is fixed over the
term of the cash advance.

Capital management
The Groups policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Board determines the level of dividends to ordinary shareholders.
There were no changes in the Groups approach to capital management during the year.
No Group entities are subject to externally imposed capital requirements.

Fair values
The net fair value of all financial assets and financial liabilities in the financial statements, except for the secured
bank loan, approximates their carrying value. No financial assets or financial liabilities are readily traded on organised
markets.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the
statement of financial position and in the notes to and forming part of the financial statements.

Genea Limited Annual Report 2014 101


Notes to the Consolidated
Financial Statements (cont.)
Financial instruments include:

Consolidated
Carrying amount Fair value Carrying amount Fair value

In AUD ($000) 2014 2013


Cash and cash equivalents 844 844 5,443 5,443
Trade and other receivables 2,584 2,584 2,660 2,660
Trade and other payables (5,525) (5,525) (5,816) (5,816)
Secured bank loan (4,000) (3,929) - -
Bank overdraft (1,431) (1,431) - -
Finance lease liability - - (20) (20)
(7,528) (7,457) 2,267 2,267

Measurement of fair values valuation techniques


All balances, except the secured bank loan, are due to be settled within the next 12 months and approximate fair value.
The secured bank loan is a level 2 financial liability that is valued using discounted cash flows and does not have any
significant unobservable inputs. The Group does not have any level 3 hierarchy financial instruments.

28. Operating leases


Leases as lessee
Non-cancellable operating lease rentals are payable as follows:

Consolidated
In AUD ($000) 2014 2013
Less than one year 4,246 3,634
Between one and five years 15,602 14,354
More than five years 11,712 10,404
31,560 28,392

The Group leases a number of office and lab facilities under non-cancellable operating leases expiring within 1 to 20
years. The leases have varying terms, escalation clauses and renewal rights.
The Group leases various plant and equipment under non-cancellable operating leases.
During the financial year ended 30 June 2014, $3,786,000 was recognised as an expense in the statement of profit or
loss and other comprehensive income in respect of operating leases (2013: $3,344,000). The expense was reduced
by the operating lease incentive of $395,000 (2013: $470,000). In respect of subleases $218,000 (2013: $201,000)
was recognised as income in the statement of profit or loss and other comprehensive income.
102 Notes to the Consolidated Financial Statements
29. Capital and other commitments
At 30 June 2014 the Group had no capital or other commitments not otherwise reflected in the financial statements
(2013: $2.2 million).

30. Contingencies
From time to time through the course of normal operations the Group is exposed to claims in relation to services
provided to patients. The Group has adequate insurance to mitigate any claims arising.
There are no liabilities or exposures to the Group not otherwise reflected in the financial statements.

Guarantees
The terms of certain premises leases entered into by the Company and its subsidiaries include the grant of bank
guarantees to owners of premises for $4,054,000 (2013: $2,786,000). These guarantees are payable on demand and
are secured by a registered mortgage debenture (fixed and floating charge) over the assets of Genea Limited and its
subsidiaries.
The directors are of the opinion that provisions are not required in respect of the above guarantees, as it is not probable
that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.

31. Related party transactions


Identity of related parties
The Group has related party relationships with its subsidiaries (see note 17), equity accounted investees (see note 16)
and its key management personnel.

Transactions with key management personnel


The following persons were directors of Genea Limited during the financial year:

(i) Chairman non-executive


R.A. Ross AM

(ii) Executive director


T. Stojanov

(iii) Non-executive directors


R.P.S. Jansen AM
C.E. Pizzey
D.W. Smithers AM
R.J. Woolcott

Genea Limited Annual Report 2014 103


Notes to the Consolidated
Financial Statements (cont.)
Key management personnel compensation
Key management personnel comprise directors and executives, where executives are those individuals having the
authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, during
the financial year.
The key management personnel compensation included in the statement of profit or loss and other comprehensive
income is as follows:

Consolidated
In AUD 2014 2013
Short-term employee benefits 2,915,977 3,547,018
Long-term employee benefits 9,521 53,742
Share-based payments 15,360 (9,301)
2,940,858 3,591,459

R.A. Ross, R.P.S. Jansen, D.W. Smithers and R.J. Woolcott elected to receive a component of their remunerations as
shares rather than as cash as permitted by a resolution of shareholders. These amounts are included in the statement
of profit or loss and other comprehensive income.

Loans to key management personnel


Under the employee share plan certain employees were granted an interest free, limited recourse loan for the purpose
of acquiring Company shares. Details regarding the aggregate of loans made to key management personnel are as
follows:

Consolidated
In AUD 2014 2013
Loans to key management personnel 61,670 67,480

Other key management personnel transactions


From time to time, key management personnel of the Group may purchase services from the Group. These purchases
are on the same terms and conditions as those entered into by other Group employees or customers and are not
material in nature.

104 Notes to the Consolidated Financial Statements


Other related party transactions
Consolidated
In AUD 2014 2013
Licence fee
Subsidiary 89,212 90,842
Associate 113,672 113,180
Rendering of services
Associate 56,544 36,668
Joint ventures 377,000 213,200
Loans receivable
Associate 42,323 68,467
Joint ventures 920,313 135,527
Dividends received
Joint ventures - 135,913

The parent company of the Group, Genea Limited, charges licence fees to a subsidiary and an equity accounted
investee for the use of the Genea brand name.

Equity accounted investees


Expenses are incurred by the Group on behalf of equity accounted investees. These expenses are reimbursed at
cost. Other transactions with equity accounted investees are priced on an arms length basis. None of the balances is
secured.
To support the activities of Genea Oxford Womens Health Ltd, the Group and the other investor in the joint venture
have agreed to make additional contributions in proportion to their interests to make up any losses, if required (see
note 16). Total current year losses were $544,000 (2013: $Nil).

Genea Limited Annual Report 2014105


Notes to the Consolidated
Financial Statements (cont.)
32. Subsequent events
On 11 July 2014, Company director and founder, Professor Robert Jansen, passed away.
At 1 July 2014 the assets and liabilities of the Genea Genetics Unit Trust were transferred to Genea Limited and the
trust dissolved.
Development of a media production facility for Genea Biomedx at its premises in Kent, UK is expected to be
completed in the next financial year and the building itself acquired, with some financial assistance made available as
grant funding from the local regional development council.
The Group opened a new IVF clinic in St Leonards in August 2014, as part of its program of expanding in important
markets.
In July 2014, the Group incorporated two wholly owned foreign subsidiaries, Genea (UK) Limited in the United
Kingdom and Genea Hong Kong Limited in Hong Kong. Neither subsidiary has commenced operation.
In August 2014, the Company became aware that an independent specialist who utilised the Superior ART (SART)
facility treated a patient engaged in a commercial surrogacy arrangement. Following this incident, the Company has
assisted SART with improvements to its risk governance framework to ensure it is equivalent to Geneas ethical and
risk governance framework.
Other than these matters and those noted elsewhere in the financial statements and notes, there has not arisen in the
interval between the end of the financial year and the date of this report any item, transaction or event of a material or
unusual nature.

106 Notes to the Consolidated Financial Statements


33. Company disclosures
As at, and throughout, the financial year ending 30 June 2014, the parent company of the Group was Genea Limited.

Company
In AUD ($000) 2014 2013
Result of the Company
Profit for the year 19,138 4,858
Other comprehensive income - -
Total comprehensive income for the year 19,138 4,858
Financial position of the Company at year end
Current assets 33,278 10,628
Total assets 56,422 41,134
Current liabilities 13,980 12,965
Total liabilities 18,827 20,539
Total equity of the Company comprising of:
Share capital 10,310 10,108
Equity compensation reserve 163 140
Retained earnings 27,122 10,347
Total equity 37,595 20,595

From 1 July 2013 the assets and liabilities of the Stem Cells & Research division in Genea Limited were transferred to
Genea Biomedx Pty Limited and Genea Biocells Pty Limited, and their activities have been reported separately to the
parent company from that date.
As a result, the R&D expenditure and initial trading losses incurred by these entities are no longer reported in Genea
Limited.

Genea Limited Annual Report 2014 107


Directors declaration
1. In the opinion of the directors of Genea Limited (the Company):
(a) the financial statements and notes, set out on pages 59 to 107, are in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the Companys and the Groups financial position as at 30 June 2014 and of their
performance, for the financial year ended on that date; and
(ii) complying with Australian Accounting Standards (including Australian Accounting Interpretations) and the
Corporations Regulations 2001.
2. The financial report of the Group and the Company also comply with International Financial Reporting Standards as
disclosed in note 2(a);
3. There are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
4. The directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the
Chief Executive Officer and the Chief Financial Officer for the financial year ended 30 June 2014.

Dated at Sydney, this 17th day of September 2014.



Signed in accordance with a resolution of the directors:

R.A. Ross AM T. Stojanov


Chairman Chief Executive Officer

108 Directors Report


Independent Auditors Report to the
members of Genea Limited

Genea Limited Annual Report 2014 109


Lead Auditors Independence Declaration

110 Directors Report


Additional information
1. Shareholding
The shareholder information set out below was applicable at 17 September 2014.

a. Distribution of shareholders
Category (size of
holding) Number of shareholders % of shareholders Number of shares % of shares
1-1,000 98 51.04 34,477 1.21
1,001-5,000 44 22.92 116,671 4.08
5,001-10,000 14 7.29 106,890 3.74
10,001-100,000 30 15.63 942,336 32.95
100,001 and Over 6 3.12 1,659,710 58.02
192 2,860,084

b. Twenty largest shareholders

Name Number of shares % held of issued capital


Anadyomene Pty Ltd <Jansen Unit Trust> 522,347 18.26%
Anadyomene Superannuation Pty Ltd <Jansen Super Fund> 343,716 12.02%
D & P Projects Pty Limited 247,239 8.64%
Woolcott Holdings Pty Limited 232,439 8.13%
Lyneham Robert Carleton 211,237 7.39%
Arven Pty Limited 102,732 3.59%
Kaltip Pty Limited 64,026 2.24%
Mark Bowman Pty Limited 61,591 2.15%
Ross Rowan Alexander 58,195 2.03%
Massy-Greene Roger Brian 56,052 1.96%
Silkmark Pty Limited 53,614 1.87%
Danat Nominees Pty Limited 50,950 1.78%
Trounson Alan 50,000 1.75%
DB Management Pty Limited 49,886 1.74%
Roberts Cynthia 42,671 1.49%
Tolbarno Pty Limited 38,247 1.34%
Grays Inn Pty Limited 34,033 1.19%
Madam Tussauds Waxworks Pty Limited 31,640 1.11%
Rimika Nominees Pty Limited 31,417 1.10%
Livingstone Mark 28,000 0.98%
2,310,032
c. Voting rights
The voting rights attached to the ordinary shares are one vote for each ordinary share when a poll is called, otherwise
each member present at a meeting or by proxy has one vote on a show of hands.

2. Company Secretary
The name of the Company Secretary is Ms Mary Weaver.

3. Address of principal office and register of securities


Genea Limited is incorporated in Australia. The address of the principal office and register of securities is Level 2 321
Kent Street Sydney NSW 2000. Telephone (02) 9229 6420.
Genea Limited Annual Report 2014 111
Company history
1983-88 Seed funding by the founding shareholders and in 1985 2000-01 Joint venture with Sydney Ultrasound for Women for
Sydney IVF operations commenced. biochemical screening of early pregnancies.
$2.5 million R&D Start grant awarded to Sydney IVF to
1989-90 Cytogenetics laboratory established.
further develop proprietary culture medium, develop DNA
Sydney IVF operates profitably.
diagnostic chips and to develop miscarriage management
1990-91 First dividend paid. investigations.
Export Market Development Grant from Austrade. U.S. Food and Drug Administration approves Sydney IVF
Sydney IVF first qualifies for Industry Research and medium for sale in the United States.
Development Board tax incentives. Founding director Dr John Anderson resigns from the
Sydney IVF takes over provision of public hospital IVF Board.
services at Royal Prince Alfred Hospital, Sydney Sydney IVF becomes an unlisted public company.
Sydney IVF opens a stand-alone IVF clinic in Liverpool
1992-93 Bangkok-Sydney IVF Company Limited commenced
NSW.
operations at the Vichaiyut Hospital, BangkokFirst.
Regional clinic established in Orange. 2001-02 Sydney IVF acquires 40% in Sydney IVF Newcastle
Pty Limited, a joint venture with Dr Robert Woolcott to
1994-95 Operations commence at OConnell Street in Sydney.
operate established IVF services at Lingard Hospital
1995-96 Launceston IVF clinic established as a joint venture with Newcastle.
local gynaecologists in Launceston, Tasmania (operations
2002-03 Rowan Ross appointed a director and is elected Chairman
ceased 2011).
of the Board.
1996-97 Interest acquired in DNALabs Pty Limited introducing Sydney IVF forms Sydney IVF Canberra operating in the
molecular DNA technology to Sydney IVF (DNALabs Australian Capital Territory.
name and testing business sold to Sonic Healthcare in Sydney IVF commences Australias first comprehensive
2010). Miscarriage Management Program.
1997-98 $1.6 million R&D Start grant awarded to Sydney IVF (total 2003-04 Sydney IVFs blastocyst culture and preimplantation
value of the project $3.2 million). genetic screening techniques receive international
attention as results are published in the U.S.
1998-99 Licensing agreement entered into with Cook IVF to
manufacture and distribute Sydney IVF designed embryo Sydney IVF achieves four licences for embryo research,
culture medium worldwide. the first such licences to be issued in Australia under new
legislation. The first Australian human embryonic stem
Sydney IVF the main supporting organization for the
cell line is produced within two months.
11th World Congress on IVF and Human Reproductive
Genetics, held at the Sydney Convention Centre, Darling 2004-05 New clinics established in several further NSW regional
Harbour and attended by over 2000 delegates. centres.
1999-00 Corporate net profit exceeds $1 million. After almost 20 years, Sydney IVF better captures its
strategic essence of no better chance, no greater care
Independent Ethics Committee established.
with a thorough and successful new brand look.
2005-06 Management restructure completed with vertical
accountability in three business divisions.
Sydney IVF produces stem cells to pharmaceutical
standards for Singapore-based client ESI Pte Limited.
Majority share in Perth-based Hollywood Fertility Centre
takes Sydney IVF across Australia.
Fifty percent share in Superior ART, a new PGD clinic in
Bangkok, Thailand.

112 Company history


2006-07 The Sydney CBD operations move to new premises at
321 Kent Street and celebrates its 21st birthday.
The company is awarded its third major AusIndustry grant,
with $2.7 million (total value of the project $5.5 million)
awarded to develop stem cell-based laboratory assays for
genetic disease-specific new drug development.
2007-08 Sydney IVF receives Australias first national licences to
develop therapeutic cloning.
Our first single-gene-defect stem cells prepared for
research into Huntingtons disease and fascio-scapulo-
humeral dystrophy (FSHD).
2008-09 NorthWest clinic at Bella Vista opened.
Eight of 10 current national embryo research licences are
held by Sydney IVF.
2009-10 
World first molecular method for detecting unbalanced
chromosomes translocation errors in embryos introduced
by Sydney IVF as part of PGD service.
Development of vitrification automation device
commences.
2011-12 Sydney IVF rebranded as Genea.
Genea Holistic services launched.
Superior ART celebrates its 5th anniversary and awarded
Prime Ministers Export Award 2012.
2012-13 Canberra clinic celebrates 10th anniversary.
Orange Clinic celebrates 20th anniversary.
Genea Biocells established as a corporate subsidiary
and brand launched. 25 disease specific embryonic
pluripotent stem cell lines listed on the USA NIH human
stem cell registry Genea Biomedx established as a
corporate subsidiary. Successful brand launch at 2013
ESHRE London.
Third generation embryo culture medium suite launched.
2013-14 Launch of new model of engagement with Fertility
Specialists.
Successful messaging of our 40% Better Chance (based
on ANZARD data).
Successful launch of pathology collection in Kent Street
and selected sites.
Genea Biomedx establishes facility in Sandwich, Kent UK
and a media processing unit in Kent Street, Sydney.
Introduction of Next Generation Sequencing in October
2014.

Genea Limited Annual Report 2014 113


Stages of
embryo development
Unfertilised Ovum (Egg)
About 7 million form before birth, and ~300,000 are present when periods start. All but about 1000 are
used by menopause, an average rate of 700 per month. Only one is released each month, but between
2 and 30 eggs have a chance of ovulating (depending on age) and can be encouraged to do so in an
IVF treatment.
Fertilised Ovum (Pronuclear-Stage Embryo) Single cell
The genetic material (chromosomes) from the sperm and egg are still separate. The next change is
called syngamy whereby the two separate sets of chromosomes combine and create a new and unique
set of chromosomes. The embryo then starts to divide from a single cell to 2 and then 4 cells.

Day 3 Embryo (Cleavage-Stage Embryo) 6 to 8 cells


This is a crucial stage for the embryo when the embryo takes over its own growth and development
from the maternal genome to the embryonic genome. Not all embryos have the necessary requirements
to progress past this point and around 30-50% arrest in growth at this stage.

Day 45 Embryo (Compacting Morula) 16 to 32 cells


The cells have compacted and are no longer distinct. Compaction occurs to increase the
communication between the cells in the embryo to ready for the next transition stage.

Day 56 Embryo (Blastocyst) 64 to 128 cells and more


A cavity has formed between the inner cell mass (ICM), composed essentially of embryonic stem cells, or
ES cells, and the trophectoderm (TE), consisting of trophoblastic, or placentalstem cells. This is the stage
that is most appropriate for an embryo transfer as the uterine environment is ready to accept a blastocyst.

Implantation
Although the blastocyst may be well formed and may be genetically normal, the implantation stage is
crucial and relies on the ability for the uterus and the embryo to signal each other and the blastocyst to
begin to attach and implant into the endometrium (wall of the uterus). If all has gone well the blastocyst
attaches to and burrows into the uterus on day 7.

114 Stages of embryo development


Glossary of
biotechnical terms
Adenosine triphosphate (ATP): a mobile molecule in the cell Cytoplasm: The part of a cell that is not the nucleus (the nucleus
capable of delivering energy where it is needed. contains the chromosomes). The cytoplasm is contained by the cells
plasma membrane and contains all the other cellular structures,
Amniocentesis: the sampling of fluid from the amniotic or
including the mitochondria. Genetic inheritance is mostly by way of
gestational sac, usually performed around 14 weeks of pregnancy
the nucleus (with a contribution from mother and father); a small
to check the genetic normality of the fetus by determining its
part is by way of the cytoplasm (with a contribution only from the
karyotype or for performing biochemical tests.
mother). Its the cytoplasm of the egg into which a sperm cell is
Amplification: see polymerase chain reaction. injected in the process of intracytoplasmic sperm insertion (ICSI).
Array: a set of identical (or very similar) elements arranged in a Diploid: a cell, nucleus or organism having a double (i.e. paired) set
regular pattern, typically on a glass slide or a wafer of silicon (such of each chromosome - the normal state for most cells.
as a DNA chip).
DNA: deoxyribose nucleic acid, a molecule made up of a sequence
ART: assisted reproductive technology of nucleotides, the order of which forms the genetic code.
Blastocyst: Stage of development of the embryo in which a DNA amplification: see polymerase chain reaction.
fluid-filled cavity forms in the formerly solid ball of cells (the
Down syndrome: a genetic disability caused by the presence of a
morula), about 5 days after fertilization. For the first time, a
third copy of chromosome 21.
distinction can be made between a sheet of cells to one side, which
will form the embryo proper (the inner cell mass), and the remaining, Egg or Ovum (pl. ova): The female sex cell, or egg, from the
peripheral cells, which after the blastocyst hatches through the earliest stage, through its release from the follicle (ovulation),
zona pellucida and undergoes implantation will form the placenta and (to professional embryologists) through fertilization up to and
(the trophectoderm). sometimes beyond the stage of implantation.
CGH: comparative genome hybridisation. Embryo: The word is used loosely to describe everything from
a fertilised egg to a fetus. What many people nowadays call
Chorionic villus sampling (CVS): a test performed at about 10
the embryo has for long been called the ovum by professional
weeks of pregnancy at which, under ultrasound guidance, a
embryologists. Up to the time that the embryo would normally
small sample of tissue is taken from the placenta (afterbirth) for
implant in the uterus (as a blastocyst), any of the cells of the
genetic testing, such as a karyotype.
fertilised ovum can develop into a whole new embryo - they are
Chromosome: the visible structure formed by a single long totipotent. After implantation a group of cells (the inner cell mass)
strand of DNA with its supporting and regulatory proteins. There differentiates to form the embryo itself (later the fetus), whereas
are 46 chromosomes in the nucleus of every human cell, 22 remaining cells go on to form afterbirth tissues, namely the
pairs of autosomes (common to both sexes) and the two sex pregnancy membranes and placenta.
chromosomes, XX in a female and XY in a male.
Embryo biopsy: the procedure whereby one or two cells are
Comparative genomic hybridisation: the genome of a cell is removed from an embryo (usually performed at the 8-cell stage, on
made to undergo hybridisation with a standard set of genomic Day 3 after fertilisation) for genetic analysis.
DNA, each genome first being labelled with either a green or red
Embryonic disc: Derived from the inner cell mass. The part of the
fluorescent dye; by comparing the resultant colour (which is either
implanted embryo that will form the embryo itself, i.e. the fetus.
neutralised or deviates towards red or green) it can be determined if
the right amount of DNA is present, or whether some is missing or Fertilisation: the fusion of the male and female gametes, a
present in excess. spermatozoon with an oocyte to form an embryo and, potentially to
create a new individual.
Culture medium: a solution of nutrients required for the growth of
an embryo or tissue in culture. FISH: fluorescent in-situ hybridisation. Fluorescent in-situ
hybridisation (FISH): a technique using fluorescently tagged
CVS: chorionic villus sampling
pieces of synthetic DNA (probes) to label particular regions
Cytogenetics: the study of genetics at the level of the of a chromosome so that it can be seen under a fluorescence
chromosomes, usually by preparing a karyotype. microscope using ultraviolet light.
Gamete (pl. gametes): the generic term for a male or female germ
cell, i.e. the spermatozoon or oocyte.

Genea Limited Annual Report 2014 115


Glossary of
biotechnical terms (cont.)
Gene: a specific part of the DNA that contains the genetic code for OPU: oocyte pick up, the term used to describe the clinical
a single molecule such as an enzyme or other protein. procedure during which unfertilised eggs are collected from a
womans ovaries.
Genome: the entire genetic code of an individual cell or organism.
Passaging: subculture of cells to enable replication (multiplication)
Haploid: a cell, nucleus or organism having a single (unpaired) set
without differentiation or specialisation.
of chromosomes.
PCR: polymerase chain reaction.
HLA: surface proteins present on most cells (including the fetus)
and responsible for immune recognition or rejection. PGD: preimplantation genetic diagnosis.
Hybridisation: the matching of two complementary strands of DNA. Polar body: one of the two small cell fragments produced and
discarded during each of the two cell divisions that comprise
Implantation: the process whereby the blastocyst-stage embryo
meiosis in women, subsequently yielding a haploid egg.
burrows into the lining of the uterus to establish a pregnancy.
Polymerase chain reaction (PCR): a molecular genetic technique
In vitro fertilisation (IVF): literally, fertilisation in glass (but
that allows a single copy of a genetic sequence to be amplified
in reality in plastic). This technique, whereby oocytes and
geometrically to produce vast numbers of copies that can then be
spermatozoa are mixed in the laboratory to achieve fertilisation, is
measured and analysed. It uses a thermostable DNA polymerase
used as a treatment for infertility when the process has not occurred
enzyme that replicates DNA and a repetitive sequence of warm-to-
naturally inside the womans body.
hot-and-back-again temperature shifts in a thermal cycler machine
Karyotype: a preparation made from one or more cells in the to produce copies of a particular region of the genetic code located
laboratory to study whether an individual has a normal set of between a pair of specifically chosen primers.
chromosomes. A normal male is 46, XY
Polymorphism: a variation of a gene comparable to a mutation but
while a normal female is 46, XX. See also Down syndrome.
common enough in the population not to be strictly abnormal; may
Meiosis: the process of division of cells destined to become sperm be advantageous or disadvantageous, depending on circumstances.
or egg cells by which the number of chromosomes is reduced
Preimplantation genetic diagnosis (PGD): testing performed on
to half (i.e. a single copy of each). The process is circuitous:
the embryo involving embryo biopsy and analysis of one or two cells
the chromosomes are first doubled, then halved twice (so a
using genetic techniques such as FISH or PCR.
sperm-precursor cell produces four haploid sperm; but a precursor
egg cell produces only one oocyte, the spare chromosomes being Sequence: the specific order of nucleotides, the basic building
shed in the two polar bodies). blocks of DNA, in a gene. This can be determined using an
automated sequencer machine.
Mitochondrion (pl. mitochondria): structures inside every cell
that resemble bacteria. These are the site of metabolism where Spermatozoon (pl. spermatozoa): the scientific term for the male
carbohydrates are oxidised to release energy, which is stored as sex cell, often referred to as the sperm.
ATP for use around the cell.
Stem cell: A cell in the embryo, child or adult capable of dividing
Mutation: a change in the coding sequence of a gene usually repeatedly without itself aging appreciably, and retaining the ability
altering its function, often causing harm. to form different types of tissues depending on local circumstances.
Embryonic stem cells form normally in the embryonic disc. Fully
Next Generation Sequencing Technology (NGS): a type of
formed tissues also contain stem cells, but such adult stem cells
genome sequencing used to detect specific gene errors.
are perhaps a little more committed to forming tissues of a
Non-invasive Pre-natal Screening (NIPS): a method for restricted range. Researchers are interested in both forms of stem
detecting trisomy 21 by extracting and analysing the DNA from a cells for possible future treatments of degenerative diseases such
foetus which is present in a sample of blood taken from the mother. as diabetes, Alzheimers disease, Parkinsons disease and many
others, as well as cells to replace tissues or organs destroyed by
Nucleotide: one of the molecular building blocks of DNA. A set of
cancer or cancer treatment.
three nucleotides forms one letter in the genetic code.
Stem cell line: The clonal derivation of a population of cells from a
Nucleus: the central part of each cell where the genetic code
single precursor stem cell that retain the properties of
carried in the chromosomes resides.
stem cells.
Oocyte: the scientific term for the unfertilised egg.

116 Glossary of biotechnical terms


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Genea Limited Annual Report 2014 117

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