ANNUAL REPORT 2012 - TiGenix

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(9) Intangible assets Years ended December 31 Thousands of Euro (€) 2012 2011 2010 Cost Balance at January 1 45,473 23,191 21,504 Additions – separately acquired 279 0 66 Additions – internally developed 0 633 1,621 Additions through business combinations 0 41,897 0 Reclassification to/from held for sale 50 -19,784 0 Disposals 0 -465 0 Balance at December 31 45,802 45,473 23,191 Accumulated amortisation and impairment Balance at January 1 -3,447 -2,508 -942 Amortisation expense -3,100 -3,695 -1,566 Disposals or classified as held for sale -50 2,755 0 Impairment losses recognised 0 0 0 Reversals of impairment losses 0 0 0 Balance at December 31 -6,597 -3,447 -2,508 Carrying amount at December 31 39,205 42,026 20,683 The carrying amounts of the intangible assets of the Group are presented below : Years ended December 31 Thousands of Euro (€) 2012 2011 2010 Development costs 1,918 2,166 2,297 Intellectual Property 36,549 39,290 18,278 Patents and licences 704 506 0 Software 34 65 108 Carrying amount at December 31 39,205 42,026 20,683 The main intangible asset relates to the intellectual property recognized upon the acquisition of TiGenix SAU in May 2011 (see note 25). This intangible asset was recognized at fair value in accordance with IFRS 3 – Business Combinations. The intellectual property is subsequently amortized over its useful life, i.e. 15 years. The carrying amount at closing 2012 is KEUR 36,549 (2011 : KEUR 39,290). The remaining useful life is 14 years at closing 2012. Next to this important intangible asset, the Company has recognized during 2011 and 2010 development costs for ChondroCelect according to IAS 38 – Intangible Assets. They are amortized over their useful life (10 years). No additional development costs for the ChondroCelect were recognized during 2012. The carrying amount of these development costs amounted to KEUR 1,918 at closing 2012 (2011 : KEUR 2,166; 2010 : KEUR 2,297). The remaining useful life is 8 years at closing 2012. 134 TiGenix I annual report 2012
(10) Property, plant and equipment Thousands of Euro (€) IT & machinery Furniture Laboratory equipment Leasehold improvements Assets held under finance lease COST Balance at January 1, 2010 1,874 285 202 2,070 83 4,514 Additions 184 17 0 3,175 0 3,376 Disposals -245 0 0 -612 0 -858 Reclassification to/from held for sale 0 0 0 0 0 0 Effect of foreign exchange differences 53 5 0 48 0 106 Balance at December 31, 2010 1,866 307 202 4,681 83 7,138 Additions 139 31 259 2,578 0 3,006 Additions through business combinations 512 155 710 0 0 1,376 Reclassification to/from held for sale -508 -100 0 0 0 -608 Effect of foreign exchange differences 14 3 3 0 0 19 Balance at December 31, 2011 2,022 395 1,173 7,259 83 10,932 Additions 343 0 7 261 0 611 Disposals -605 -17 -27 0 0 -649 Reclassification to/from held for sale 508 100 0 0 0 608 Effect of foreign exchange differences 9 2 1 0 0 12 Balance at December 31, 2012 2,277 481 1,154 7,520 83 11,514 TOTAL ACCUMULATED AMORTISATION AND IMPAIRMENT Balance at January 1, 2010 -989 -120 -187 -318 -43 -1,658 Reversals of impairment losses 0 0 0 0 0 0 Eliminated on reclassification as held for sale 0 0 0 0 0 0 Effect of foreign exchange differences -23 -3 0 -10 0 -37 Balance at December 31, 2010 -1,212 -187 -193 -328 -70 -1,993 Eliminated on disposals 0 0 0 0 0 0 Eliminated on reclassification as held for sale 386 96 0 0 0 481 Effect of foreign exchange differences -8 -2 -2 0 0 -12 Balance at December 31, 2011 -1,243 -167 -316 -462 -83 -2,275 Depreciation expense -409 -76 -164 -296 0 -945 Reversals of impairment losses 0 0 0 0 0 -68 Eliminated on disposals 555 16 27 0 0 598 Eliminated on reclassification as held for sale -386 -96 0 0 0 -481 Effect of foreign exchange differences -8 -2 1 0 0 -9 Balance at December 31, 2012 -1,557 -326 -452 -759 -83 -3,180 Net value at December 31, 2010 654 120 9 4,353 13 5,145 Net value at December 31, 2011 779 228 857 6,797 0 8,657 Net value at December 31, 2011 720 155 702 6,761 0 8,334 135
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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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Biologics for treatment of Rheumato
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of the patents and patent applicati
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- “Marker genes for use in the id
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manufacturing process and therapeut
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Invalidation of US patent US6777231
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7. Corporate Governance 7.1. GENERA
Page 83 and 84: 7.2.3. Independent directors As to
Page 85 and 86: 7.2.4. Composition of the Board of
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
Page 115 and 116: are provided and costs are incurred
Page 117 and 118: of interest on the remaining balanc
Page 119 and 120: Deferred tax assets and liabilities
Page 121 and 122: - Partnering of Cx601 (i.e. finding
Page 123 and 124: The Group is mainly exposed to the
Page 125 and 126: fiscal year 2010, reference is made
Page 127 and 128: Sales and marketing expenses Years
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: (8) Disposal group held for sale Th
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
Page 151 and 152: (28) Commitments and contingencies
Page 153 and 154: (30) Consolidation scope Name Subsi
Page 155 and 156: We believe that the audit evidence
Page 157 and 158: assets and liabilities, its financi
Page 159 and 160: the results of its operations and c
Page 161 and 162: 12.2. STATUTORY BALANCE SHEET 2010-
Page 163 and 164: The value of receivables is reduced
Page 165 and 166: 13. Annual Report of the Board of D
Page 167 and 168: 2013. The facility will provide the
Page 169 and 170: year ended December 31, 2011, and T
Page 171 and 172: Operating result (EBIT) and net res
Page 173 and 174: Statement of financial position The
Page 175 and 176: - The total personnel costs of EUR
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Page 179 and 180: continue as a going concern and to
Page 181 and 182: Functioning of the Board of Directo
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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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