ANNUAL REPORT 2012 - TiGenix

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11.5.3.2. Categories of financial instruments Years ended December 31 Thousands of Euro (€) Notes 2012 2011 2010 Financial assets Cash and cash equivalents 8, 17 11,072 20,191 5,555 (including cash balances in disposal group held for sale) Loans and receivables 4,786 2,653 2,066 Other non-current assets 12 498 485 254 Trade and other receivables 14 3,661 1,826 1,812 Other financial assets 15 628 342 0 Available-for-sale financial assets 11 278 278 153 Financial liabilities Amortised cost 12,113 10,733 4,104 Borrowings 19 8,099 6,537 792 Trade and other payables 22 4,014 4,196 3,312 11.5.3.3. Financial risk management objectives The Group co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The Group does not use any derivative financial instruments to hedge risk exposures Currency risk The Group may be subject to limited currency risk. The Company has no commercial revenues denominated in U.S. Dollars. The Group reports in Euro and has tried to match foreign currency cash inflows with foreign currency cash outflows. The Company has not engaged in hedging of the foreign currency risk via derivative instruments. As of December 31, 2012, the Group’s financial assets and financial liabilities were denominated in the following currencies : EUR USD GBP Other Total Thousands of Euro (€) 2012 2011 2010 2012 2011 2010 2012 2011 2010 2012 2011 2010 2012 2011 2010 Financial assets Cash and cash equivalents 11,008 19,343 5,422 9 9 17 55 420 105 0 0 11 11,072 19,771 5,555 (including held for sale) Trade and other receivables 3,325 1,826 1,296 0 0 209 336 308 307 0 0 0 3,661 2,134 1,812 Total Financial assets 14,333 21,169 6,718 9 9 226 391 728 412 0 0 11 14,733 21,906 7,367 Financial liabilities Trade and other payables 3,786 4,034 3,035 5 5 23 221 145 254 1 12 0 4,014 4,196 3,312 Borrowings 8,099 6,537 792 0 0 0 0 0 0 0 0 0 8,099 6,537 792 Total financial liabilities 11,885 10,571 3,827 5 5 23 221 145 254 1 12 0 12,113 10,733 4,104 122 TiGenix I annual report 2012
The Group is mainly exposed to the GBP. The exposure to the currency risk is limited to the net amount of : when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates. - KUSD 51 (2011 : KUSD 713) - KGBP 1,701 (2011 : KGBP 1,159) If the USD/EUR exchange rate would increase (decrease) by 10 %, the impact on the income statement and equity would be KEUR 4 (KEUR -4) (2011 : KEUR +46 and KEUR -56). If the GBP/EUR exchange rate would increase (decrease) by 10 %, the impact on the income statement and equity would be KEUR 191 (KEUR -233) (2011 : KEUR +105 and KEUR -128). 10 % is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. Interest rate risk The Company has two debts with a floating rate. It concerns two roll-over credit facilities (from 2007) for an original amount of KEUR 800 used for the acquisition of manufacturing equipment in the United States. The borrowings have a remaining maturity of 5 years and carry a floating interest rate of EURIBOR 3M + margin. The outstanding amount for these borrowings per December 31, 2012 was KEUR 360 (2011 : KEUR 440; 2010 : KEUR 520) (see also note 19). If interest rates had been 50 basis points higher/lower and all other variables were held constant, the impact on the Group’s profit/ (loss) for the year ended December 31, 2012 would be very limited as the total interest expense relating to these borrowings at floating rate amount to KEUR 9 (2011 : KEUR 13). The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix between fixed and floating rate borrowings. The Group’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk management section of this note. The sensitivity analysis has been determined based on the exposure to interest rates for borrowings at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used Liquidity risk The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. The following table details the Group’s remaining contractual maturity for its financial liabilities with agreed repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows. 123
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ANNUAL REPORT 2012
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9. MAJOR SHAREHOLDERS 103 9.1. OVER
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There can be no assurance that TiGe
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educing their ultimate value to the
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eimbursement in certain instances s
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or the relevant manufacturing proce
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In recent years, it expanded its op
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making this change may be costly an
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TiGenix’s development stage produ
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qualified employees and consultants
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1. Introduction Annual report 2012
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2. Persons Responsible for the Cont
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4. Selected Financial Information Y
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5.3. ORGANISATIONAL STRUCTURE TiGen
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Date Transaction Number and class o
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Date Transaction Number and class o
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(12) The shares were subscribed to
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5.5. DESCRIPTION OF RIGHTS AND BENE
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Formalities to attend the sharehold
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amendments to the Articles of Assoc
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the existing shareholders have a pr
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Issue date Term Number of warrants
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6. Business Overview Most of the in
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6.2. COMPETITIVE STRENGTHS The Comp
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6.3. IMPORTANT EVENTS IN THE DEVELO
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6.3.5. Funding history Since its in
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non-weight bearing area of the join
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6.4.5. Commercial launch ChondroCel
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und Behandlungsmethode”) in sever
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Therapeutics (product Hyalograft C)
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Different routes of administration
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Clinical development In January 201
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evenues from this pipeline within t
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that the average cost of treatment
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TiGenix has obtained cGMP status fo
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Page 73 and 74: of the patents and patent applicati
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Page 77 and 78: manufacturing process and therapeut
Page 79 and 80: Invalidation of US patent US6777231
Page 81 and 82: 7. Corporate Governance 7.1. GENERA
Page 83 and 84: 7.2.3. Independent directors As to
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Page 87 and 88: of Ravago NV, Vanbreda Risk & Benef
Page 89 and 90: Litigation statement concerning the
Page 91 and 92: As proof of the independence and an
Page 93 and 94: for their healthcare and biotechnol
Page 95 and 96: 7.5. SCIENTIFIC ADVISORY BOARD AND
Page 97 and 98: As of the date of publication of th
Page 99 and 100: (rounded down to the nearest intege
Page 101 and 102: usiness at customary market conditi
Page 103 and 104: 9. Major Shareholders 9.1. OVERVIEW
Page 105 and 106: 10. Financial Statements : General
Page 107 and 108: 11. Consolidated Financial Statemen
Page 109 and 110: 11.3. CONSOLIDATED STATEMENT OF CAS
Page 111 and 112: The consolidated financial statemen
Page 113 and 114: 11.5.2.2. Basis of consolidation Th
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Page 117 and 118: of interest on the remaining balanc
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Page 125 and 126: fiscal year 2010, reference is made
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Page 129 and 130: The number of employees in the R&D
Page 131 and 132: Analysis of profit/(loss) for the p
Page 133 and 134: (8) Disposal group held for sale Th
Page 135 and 136: (10) Property, plant and equipment
Page 137 and 138: The decrease of stock in 2012 compa
Page 139 and 140: dividends will be based upon the Co
Page 141 and 142: alance. As a consequence, the Compa
Page 143 and 144: (23) Other current liabilities The
Page 145 and 146: TiGenix SAU - Stock options Prior t
Page 147 and 148: (25) Business combination Descripti
Page 149 and 150: (26) Related party transactions Tra
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Page 161 and 162: 12.2. STATUTORY BALANCE SHEET 2010-
Page 163 and 164: The value of receivables is reduced
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Page 167 and 168: 2013. The facility will provide the
Page 169 and 170: year ended December 31, 2011, and T
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Statement of financial position The
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- The total personnel costs of EUR
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- TiGenix may fail in successfully
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continue as a going concern and to
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Functioning of the Board of Directo
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The nomination and remuneration com
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Apart from the above remuneration f
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Shares and warrants held by indepen
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- Long-term incentive plan : warran
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Shares and warrants held by executi
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- identifying and implementing busi
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actual bonus equal to 78 % of her p
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was reduced to a half-time role com
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14. Business and Financial Update a
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Financial results for the full year
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15. Available Documents The Company
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Title Country Application number Ce
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Title Country Application number Is
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Country Trademark Classes USA CELLE
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