FORM
6-K
U.S.
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES
EXCHANGE ACT OF 1934
For
the Month of October , 2024
Commission
File Number 0-51504
GENETIC
TECHNOLOGIES LIMITED
(Exact
Name as Specified in its Charter)
N/A
(Translation
of Registrant’s Name)
60-66
Hanover Street
Fitzroy
Victoria
3065 Australia
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
This
Report on Form 6-K (including exhibits thereto) is hereby incorporated by reference into the registrant’s Registration Statement
on Form F-3 (File Nos. 333-276168), to be a part thereof
from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Exhibit
Index
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date:
October 31, 2024
GENETIC
TECHNOLOGIES LIMITED |
|
|
|
By: |
/s/
Mark Ziirsen |
|
Name: |
Mark
Ziirsen |
|
Title: |
Company
Secretary |
|
Exhibit
99.1
ASX
Market Announcement
|
|
|
Appendix
4C & Quarterly Business Update – September 2024
Executes
Strategic Restructure – Focus on US B2B geneType and EasyDNA
Melbourne,
Australia, 31 October 2024: Genetic Technologies Limited (ASX:GTG; NASDAQ:GENE, “Company”, “GTG”), a global
leader in guideline-driven genomics-based testing in health, wellness and serious diseases, releases its Appendix 4C and quarterly business
update for the quarter ending 30 September 2024 (Q1 FY25).
Key
highlights:
● | Cash
receipts totalling $1.83 million, |
|
● |
Progress on launch of geneType
on EasyDNA platform accelerating global access – provides availability of geneType in more than 40 countries worldwide. |
● | Executed
“capital light” strategy - resulting in a significant reduction cost of operations.
|
|
|
|
● | Monthly
costs reducing from $800k to $300k - while retaining high throughput capability for geneType
by outsourcing laboratory testing to US partner Gene by Gene. |
|
● |
GTG participant in successul ban on use
of geneomic information by Life Insurance Industry – GTG, in conjunction with a range of other groups was successfully
able to lobby the Federal Government to legislate a total ban on the use of genomic information in the life insurance underwriting. |
● | Strong
focus on US B2B strategy poised for significant growth – Company’s existing
distribution partners are making great strides in building awareness amongst employer groups. |
|
|
|
The
effects of GTG’s restructure that was announced on 26 July 2024 has resulting in a significant reduction in operating costs during
the quarter despite redundancy and implementation costs. These changes have resulted in the Company’s operating costs being reduced
from approximately $800k to almost $300k per month, these changes combined with the capital raise that is underway and the focus on growing
geneType B2B and EasyDNA sales should provide the company with a solid foundation to move toward breakeven by late-2025.
GTG’s
US team led by Drs Erika Spaeth and Joel Evans are leveraging the current focus by health providers on patient wellness and personalised
health by driving awareness of geneType risk assessment testing at an institutional and Business to Business (B2) level. The Company
is well advanced with a number of groups in the US that will facilitate large volume demand for geneType, this increased demand will
be comfortably handled by GTG’s Houston based partner Gene by Gene for outsourced wet Laboratory services. All data analysis and
operation of our patented algorithms are conducted by GTG at our NATA and CLIA accredited facility in Australia.
Launching
geneType on the EasyDNA Platform provides GTG with an important additional channel into the global market. This channel is also supported
by the Company’s licensing strategy that will enable access to geneType in a wide range of countries that are currently serviced
by EasyDNA providing further growth opportunities.
Genetic
Technologies Limited
www.geneType.com
info@gtglabs.com
ABN
17 009 212 328
|
60-66
Hanover Street
Fitzroy
Victoria 3065
Australia
+61
3 8412 7000
|
|
Through
GTG’s membership in InGeNA (the industry group representing Australian genomics companies) the Company was pleased to contribute
to a report led by Monash University’s Dr Jane Tiller and Professor Paul Lacaze, recommending that the Australian Government legislate
to completely ban the use of genetic test results in life insurance underwriting. Consistent with the report’s recommendations,
the Government has announced that the Australian ban will not be subject to any financial limits, caps or exceptions. This legislation
removes an important barrier to adoption by consumers ensuring Australians can make genetic testing decisions based on health needs,
not financial implications. This opens the door for the use of our geneType platform across a huge target market with most people over
the age of 30 being able to utilise our risk assessment tests, not just those with rare genetic mutations or a family history of disease.
Financial
and Cashflow Overview
At
the end of September 2024, the Company had $1.62 million in cash and cash equivalents. Cash receipts from customers for the quarter of
$1.84 million were $0.43 million (9.8%) lower than the prior corresponding period.
Net
cash flow for operating activities during the quarter were a net inflow of $0.42 million (inclusive of R&D refund) and a net outflow
of $1.42 million (excluding R&D refund). Net cash outflow for operating activities (excluding R&D refund) improved significantly
as a result of the Company’s restructure, announced on 26 July 2024, being $1.83 million (56.4%) lower than the prior quarter.
Lower manufacturing and operating costs ($593k/51.1%), advertising and marketing ($732k/86.0%), staff costs ($353k/20.7%), and administration
and corporate costs ($571k/36.4%) were partialy offset by lower customer receipts ($428k/18.9%). The Company expects that the level of
net operating cash flows will continue to improve towards its targeted level over the next quarter as a result of, amongst other things,
further benefits from the restructure, improved contribution from EasyDNA and AffinityDNA, and further costs containment management and
cash preservation efforts.
In
accordance with Listing Rule 4.7.B, the Company made $10k of payments to related parties of the entity, and their associates, as disclosed
at Item 6.1 of the Appendix 4C. The payments related to directors’ fees. Directors have agreed to defer all fees and received shares
in lieu of cash, subject to shareholders approval.
Authorised
for release by the Board of Genetic Technologies Limited
-END-
Enquiries
Peter
Rubinstein
Chairman
E: investors@genetype.com
About
Genetic Technologies Limited
Genetic
Technologies Limited (ASX: GTG; Nasdaq: GENE) is a diversified molecular diagnostics company. A global leader in genomics-based tests
in health, wellness and serious disease through its geneType and EasyDNA brands. GTG offers cancer predictive testing and assessment
tools to help physicians to improve health outcomes for people around the world. The company has a proprietary risk stratification platform
that has been developed over the past decade and integrates clinical and genetic risk to deliver actionable outcomes to physicians and
individuals. Leading the world in risk prediction in oncology, cardiovascular and metabolic diseases, Genetic Technologies continues
to develop risk assessment products. For more information, please visit www.geneType.com
Forward
Looking Statements
This
announcement may contain forward-looking statements about the Company’s expectations, beliefs or intentions regarding, among other
things, statements regarding the expected use of proceeds. In addition, from time to time, the Company or its representatives have made
or may make forward-looking statements, orally or in writing. Forward-looking statements can be identified by the use of forward-looking
words such as “believe,” “expect,” “intend,” “plan,” “may,” “should”
or “anticipate” or their negatives or other variations of these words or other comparable words or by the fact that these
statements do not relate strictly to historical or current matters. These forward-looking statements may be included in, but are not
limited to, various filings made by the Company with the U.S. Securities and Exchange Commission, press releases or oral statements made
by or with the approval of one of the Company’s authorized executive officers. Forward-looking statements relate to anticipated
or expected events, activities, trends or results as of the date they are made. As forward-looking statements relate to matters that
have not yet occurred, these statements are inherently subject to risks and uncertainties that could cause the Company’s actual
results to differ materially from any future results expressed or implied by the forward-looking statements. Many factors could cause
the Company’s actual activities or results to differ materially from the activities and results anticipated in such forward-looking
statements as detailed in the Company’s filings with the Securities and Exchange Commission and in its periodic filings with the
ASX in Australia and the risks and risk factors included therein. In addition, the Company operates in an industry sector where securities
values are highly volatile and may be influenced by economic and other factors beyond its control. The Company does not undertake any
obligation to publicly update these forward-looking statements, whether as a result of new information, future events or otherwise, except
as required by law.
Appendix
4C
Quarterly
cash flow report for entities
subject to Listing Rule 4.7B
Name
of entity |
Genetic
Technologies Limited |
ABN |
|
Quarter
ended (“current quarter”) |
17
009 212 328 |
|
30
September 2024 |
|
Consolidated
statement of cash flows |
|
Current
quarter
$A’000 |
|
Year
to date (3 months)
$A’000 |
1. |
Cash
flows from operating activities |
|
|
|
|
1.1 |
Receipts
from customers |
|
1,838 |
|
1,838 |
1.2 |
Payments
for |
|
|
|
|
|
(a) |
research
and development |
|
(138) |
|
(138) |
|
(b) |
product
manufacturing and operating costs |
|
(567) |
|
(567) |
|
(c) |
advertising
and marketing |
|
(119) |
|
(119) |
|
(d) |
leased
assets |
|
(80) |
|
(80) |
|
(e) |
staff
costs |
|
(1,353) |
|
(1,353) |
|
(f) |
administration
and corporate costs |
|
(997) |
|
(997) |
1.3 |
Dividends
received (see note 3) |
|
- |
|
- |
1.4 |
Interest
received |
|
6 |
|
6 |
1.5 |
Interest
and other costs of finance paid |
|
(10) |
|
(10) |
1.6 |
Income
taxes paid |
|
- |
|
- |
1.7 |
Government
grants and tax incentives |
|
1,839 |
|
1,839 |
1.8 |
Other
(provide details if material) |
|
- |
|
- |
1.9 |
Net
cash from / (used in) operating activities |
|
419 |
|
419 |
|
|
|
|
|
|
2. |
Cash
flows from investing activities |
|
|
|
|
2.1 |
Payments
to acquire or for: |
|
|
|
|
|
(a) |
entities |
|
- |
|
- |
|
(b) |
businesses |
|
- |
|
- |
|
(c) |
property,
plant and equipment |
|
(7) |
|
(7) |
|
(d) |
investments |
|
- |
|
- |
|
(e) |
intellectual
property |
|
- |
|
- |
|
(f) |
other
non-current assets |
|
- |
|
- |
2.2 |
Proceeds
from disposal of: |
|
|
|
|
|
(a) |
entities |
|
- |
|
- |
|
(b) |
businesses |
|
- |
|
- |
|
(c) |
property,
plant and equipment |
|
- |
|
- |
|
(d) |
investments |
|
- |
|
- |
|
(e) |
intellectual
property |
|
- |
|
- |
|
(f) |
other
non-current assets |
|
- |
|
- |
2.3 |
Cash
flows from loans to other entities |
|
- |
|
- |
2.4 |
Dividends
received (see note 3) |
|
- |
|
- |
2.5 |
Other
(provide details if material) |
|
- |
|
- |
2.6 |
Net
cash from / (used in) investing activities |
|
(7) |
|
(7) |
3. |
Cash
flows from financing activities |
|
|
|
|
3.1 |
Proceeds
from issues of equity securities (excluding convertible debt securities) |
|
38 |
|
38 |
3.2 |
Proceeds
from issue of convertible debt securities |
|
- |
|
- |
3.3 |
Proceeds
from exercise of options |
|
- |
|
- |
3.4 |
Transaction
costs related to issues of equity securities or convertible debt securities |
|
- |
|
- |
3.5 |
Proceeds
from borrowings |
|
156 |
|
156 |
3.6 |
Repayment
of borrowings |
|
- |
|
- |
3.7 |
Transaction
costs related to loans and borrowings |
|
- |
|
- |
3.8 |
Dividends
paid |
|
- |
|
- |
3.9 |
Other
(provide details if material) |
|
- |
|
- |
3.10 |
Net
cash from / (used in) financing activities |
|
194 |
|
194 |
4. |
Net
increase / (decrease) in cash and cash equivalents for the period |
|
|
|
|
4.1 |
Cash
and cash equivalents at beginning of period |
|
1,021 |
|
1,021 |
4.2 |
Net
cash from / (used in) operating activities (item 1.9 above) |
|
419 |
|
419 |
4.3 |
Net
cash from / (used in) investing activities (item 2.6 above) |
|
(7) |
|
(7) |
4.4 |
Net
cash from / (used in) financing activities (item 3.10 above) |
|
194 |
|
194 |
4.5 |
Effect
of movement in exchange rates on cash held |
|
(7) |
|
(7) |
4.6 |
Cash
and cash equivalents at end of period |
|
1,620 |
|
1,620 |
ASX Listing Rules Appendix 4C (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms. | Page 1 |
Appendix
4C
Quarterly
cash flow report for entities subject to Listing Rule 4.7B
5. |
Reconciliation
of cash and cash equivalents
at the end of the quarter (as shown in the consolidated statement of cash flows) to the related
items in the accounts |
|
Current
quarter $A’000 |
|
Previous quarter $A’000 |
5.1 |
Bank
balances |
|
1,620 |
|
1,021 |
5.2 |
Call
deposits |
|
- |
|
- |
5.3 |
Bank
overdrafts |
|
- |
|
- |
5.4 |
Other
(provide details) |
|
- |
|
- |
5.5 |
Cash
and cash equivalents at end of quarter (should equal item 4.6 above) |
|
1,620 |
|
1,021 |
|
|
|
|
|
|
6. |
Payments
to related parties of the entity and their associates |
|
Current
quarter $A’000 |
|
|
|
|
|
|
|
|
6.1 |
Aggregate amount of
payments to related parties and their associates included in item 1 |
|
10 |
|
|
6.2 |
Aggregate amount of
payments to related parties and their associates included in item 2 |
|
- |
|
|
Note:
if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a description of, and an explanation for, such
payments.
During
the quarter, the Company made payments to related parties of the entity and their associates as disclosed in Item 6.1 of the Appendix
4C amounting to $10k. The payments related to the director fees for the month of July. Subsequently, directors have agreed to defer all
fees and receive as shares in lieu of cash, subject to shareholders’ approval.
ASX Listing Rules Appendix 4C (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms. | Page 2 |
Appendix
4C
Quarterly
cash flow report for entities subject to Listing Rule 4.7B
7. |
Financing
facilities
Note: the term “facility’ includes all forms of financing arrangements available
to the entity.
Add
notes as necessary for an understanding of the sources of finance available to the entity. |
|
Total
facility amount at quarter end
$A’000 |
|
Amount
drawn at quarter end
$A’000 |
|
|
|
|
|
|
7.1 |
Loan
facilities |
|
- |
|
- |
|
|
|
|
|
|
7.2 |
Credit
standby arrangements |
|
- |
|
- |
|
|
|
|
|
|
7.3 |
Other
(please specify) |
|
187 |
|
7 |
|
|
|
|
|
|
7.4 |
Total
financing facilities |
|
187 |
|
7 |
|
|
|
|
7.5 |
Unused
financing facilities available at quarter end |
|
180 |
|
|
|
|
7.6 |
Include
in the box below a description of each facility above, including the lender, interest rate, maturity date and whether it is secured
or unsecured. If any additional financing facilities have been entered into or are proposed to be entered into after quarter end,
include a note providing details of those facilities as well. |
|
1. |
Secured – Bank of America, US$25,000 facility
with interest at 9.25% |
|
|
|
|
2. |
Unsecured – National Australia Bank, $150,000 facility with interest
at 15.5% |
8. |
Estimated
cash available for future operating activities |
|
$A’000 |
|
|
|
|
8.1 |
Net
cash from / (used in) operating activities (item 1.9) |
|
419 |
|
|
|
|
8.2 |
Cash
and cash equivalents at quarter end (item 4.6) |
|
1,620 |
|
|
|
|
8.3 |
Unused
finance facilities available at quarter end (item 7.5) |
|
180 |
|
|
|
|
8.4 |
Total
available funding (item 8.2 + item 8.3) |
|
1,800 |
|
|
|
|
8.5 |
Estimated
quarters of funding available (item 8.4 divided by item 8.1) |
|
N/A |
|
Note: if the
entity has reported positive net operating cash flows in item 1.9, answer item 8.5 as “N/A”. Otherwise, a figure for the
estimated quarters of funding available must be included in item 8.5. |
8.6 |
If item 8.5 is less than 2 quarters,
please provide answers to the following questions: |
|
8.6.1 |
Does the entity expect that it
will continue to have the current level of net operating cash flows for the time being and, if not, why not? |
|
|
|
|
Answer: N/A |
|
|
|
|
8.6.2 |
Has the entity taken any steps, or does it
propose to take any steps, to raise further cash to fund its operations and, if so, what are those steps and how likely does it believe
that they will be successful? |
|
|
|
|
Answer: N/A |
|
|
|
8.6.3 |
Does
the entity expect to be able to continue its operations and to meet its business objectives and, if
so, on what basis?
|
|
|
|
|
Answer: N/A |
|
|
|
Note: where item 8.5 is less than 2 quarters,
all of questions 8.6.1, 8.6.2 and 8.6.3 above must be answered. |
ASX Listing Rules Appendix 4C (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms. | Page 3 |
Appendix
4C
Quarterly
cash flow report for entities subject to Listing Rule 4.7B
Compliance
statement
1 | This
statement has been prepared in accordance with accounting standards and policies which comply
with Listing Rule 19.11A. |
| |
2 | This
statement gives a true and fair view of the matters disclosed. |
Authorised by: |
Mark Ziirsen |
|
Company Secretary |
Notes
1. | This
quarterly cash flow report and the accompanying activity report provide a basis for informing
the market about the entity’s activities for the past quarter, how they have been financed
and the effect this has had on its cash position. An entity that wishes to disclose additional
information over and above the minimum required under the Listing Rules is encouraged to
do so. |
| |
2. | If
this quarterly cash flow report has been prepared in accordance with Australian Accounting
Standards, the definitions in, and provisions of, AASB 107: Statement of Cash Flows apply
to this report. If this quarterly cash flow report has been prepared in accordance with other
accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent
standard applies to this report. |
| |
3. | Dividends
received may be classified either as cash flows from operating activities or cash flows from
investing activities, depending on the accounting policy of the entity. |
| |
4. | If
this report has been authorised for release to the market by your board of directors, you
can insert here: “By the board”. If it has been authorised for release to the
market by a committee of your board of directors, you can insert here: “By the [name
of board committee – eg Audit and Risk Committee]”. If it has been
authorised for release to the market by a disclosure committee, you can insert here: “By
the Disclosure Committee”. |
| |
5. | If
this report has been authorised for release to the market by your board of directors and
you wish to hold yourself out as complying with recommendation 4.2 of the ASX Corporate Governance
Council’s Corporate Governance Principles and Recommendations, the board should
have received a declaration from its CEO and CFO that, in their opinion, the financial records
of the entity have been properly maintained, that this report complies with the appropriate
accounting standards and gives a true and fair view of the cash flows of the entity, and
that their opinion has been formed on the basis of a sound system of risk management and
internal control which is operating effectively. |
ASX Listing Rules Appendix 4C (17/07/20) + See chapter 19 of the ASX Listing Rules for defined terms. | Page 4 |
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