ANNUAL REPORT 2012 - TiGenix

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Main investments during 2012, 2011 and 2010 are related to the leasehold improvements in the Dutch manufacturing facility. The 2012 amount of lease improvements clearly reflects the finalization of these works and the starting point of the depreciation of the facility (from August 2012 for 17 years in accordance with the lease contract). In addition, the Company has adjusted the 2011 and 2010 carrying amounts of leasehold improvements to include costs that were not previously capitalized. In 2012, all accounting criterias to capitalize these costs were met, therefore these expenses should have been recognised as part of the leasehold improvements as they are directly attributable to the starting up of the Dutch manufacturing facility. The carrying amounts for 2011 and 2010 increased by respectively KEUR 407 and KEUR 242, which decreased the R&D expenses of these accounting periods. Disposals in 2012 relate mainly to the sale of machinery and lab equipment, which were almost fully depreciated at the time of the sale. property, plants and equipment were eliminated from the classification “to be held for sale”. (11) Available-for-sale investments The available-for-sale investments consist of the participation of TiGenix in Arcarios B.V., a spin-out established jointly with Therosteon in which the Company holds 14.77 % of the shares. As such, the participation is classified as a financial asset available for sale in accordance with IAS 39 – Financial Instruments : Recognition and Measurement. However, and due to the fact that Arcarios B.V. is not traded on active market and the Group is not able to measure fair value in an alternative way, the investment is carried at cost. (12) Other non-current assets The other non-current assets include guaranteed deposits in relation to operating lease commitments of TiGenix. (13) Inventories In 2012, TiGenix Ltd was no longer an asset to be held for sale, therefore all related The carrying amounts of the different components of the inventory are as follows : Years ended December 31 Thousands of Euro (€) 2012 2011 2010 Raw materials and consumables 91 287 147 Finished goods and goods for resale 14 14 97 Total 105 301 244 The inventories are measured using the FIFO-method (first in first out) or, if lower, at the net realisable value. There are no inventories related to final products, all inventories refer to consumables used in the production of the different products. 136 TiGenix I annual report 2012
The decrease of stock in 2012 compared to 2011 is explained by the decrease of stock in TiGenix SAU, while in 2011 the increase compared to 2010 was due to the inclusion of stock of TiGenix SAU. (14) Trade and other receivables Years ended December 31 Thousands of Euro (€) 1,411 2011 2010 Trade receivables 2,477 800 765 Other receivables 1,184 1,026 1,047 Recoverable taxes 849 283 789 Other 335 743 258 Total 3,661 1,826 1,812 During 2012, trade receivables have increased due to the ramp up in the ChondroCelect sales and the pre-reimbursement invoices from the Netherlands related to 2011 and the first half of 2012 which were still outstanding. The other receivables mainly consist of VAT and withholding taxes. The trade receivables can be detailed as follows : Years ended December 31 Thousands of Euro (€) 1,411 2011 2010 Trade receivables 2,489 800 765 Allowance for doubtful debts -12 0 0 Total 2,477 800 765 The aging analysis of the Group’s trade receivables at year-end is as follows : Years ended December 31 Thousands of Euro (€) 2012 2011 2010 Not past due 963 428 234 Up to 3 months 831 127 453 3 to 6 months 106 48 65 6 to 12 months 560 198 0 more than 1 year 17 0 13 Total 2,477 800 765 Trade receivables are mostly related to the sales of ChondroCelect. The product is sold to hospitals with long payment terms. Additionally, due to the retroactive (as of January 1, 2011) reimbursement in the Netherlands granted mid 2012, all prereimbursement invoices were still due at the end of 2012. These invoices will be paid during the first half of 2013. 137
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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
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7.2.3. Independent directors As to
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Page 87 and 88: of Ravago NV, Vanbreda Risk & Benef
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Page 95 and 96: 7.5. SCIENTIFIC ADVISORY BOARD AND
Page 97 and 98: As of the date of publication of th
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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
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Page 111 and 112: The consolidated financial statemen
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Page 133 and 134: (8) Disposal group held for sale Th
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Page 145 and 146: TiGenix SAU - Stock options Prior t
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Page 161 and 162: 12.2. STATUTORY BALANCE SHEET 2010-
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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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