ANNUAL REPORT 2012 - TiGenix

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Gross sales of EUR 4.1 million Gross sales in 2012 amounted to EUR 4.1 million, comprising of EUR 3.4 million of sales from 2012 and EUR 0.7 million of deferred sales from 2011, an increase of 101% over last year on a like-for-like basis. Operational expenses firmly under control In 2012, the Company’s cost basis has been kept at the same level as in 2011. At the end of 2012, total staff and mandate contractors of the group numbered 67 employees, compared to 75 employees at the end of 2011. EUR 11.1 million cash & cash equivalents at year-end At December 31, 2012, the Company had EUR 11.1 million cash at hand. The net cash used in operating activities during the period amounted to EUR 17.7 million, slightly below the operating cash burn in 2011, and in line with the Company’s effort to increase efficiency and to carefully manage its operational cash flow. In addition to its ability to attract dilutive funding, TiGenix has successfully secured EUR 2.1 million in 2012 in non-dilutive funding from grants and soft loans. Operating loss for the period amounted to EUR 18.3 million compared to EUR 21.8 million in 2011, or a 16% decrease, as a result of the increase in sales and an important increase in “other operating income” related to grants. Outlook for the next 12 months - Phase IIa study results for Cx611 in RA - ChondroCelect continued uptake & reimbursement in additional countries Net loss significantly reduced The net loss for 2012 amounted to EUR 20.4 million compared to EUR 37.3 million in 2011. Net loss in 2011 was significantly impacted by an extraordinary non-cash charge for EUR 16.2 million for impairments related to discontinued operations (TiGenix Ltd). - Cx601: partnering & finalize recruitment of phase III - Additional non-dilutive funding, such as grants and soft loans EUR 6.7 million secured in private placement TiGenix raised EUR 6.7 million in financing activities through a private placement from domestic and international specialized investors. The placement was priced at a 9% discount on the average closing price of the previous 30 days, and the offering was twice oversubscribed, demonstrating a clear interest of healthcare investors in the Company. 202 TiGenix I annual report 2012
15. Available Documents The Company must file its (restated and amended) Articles of Association and all other deeds that are to be published in the annexes to the Belgian Official Gazette with the clerk’s office of the Commercial Court of Leuven (Belgium), where they are available to the public. A copy of the most recently restated Articles of Association and the corporate governance charter is also available on the Company’s website. In accordance with Belgian law, the Company must prepare annual audited statutory and consolidated financial statements. The annual statutory and consolidated financial statements and the reports of the Board of Directors and statutory auditor relating thereto are filed with the Belgian National Bank, where they are available to the public. Furthermore, as a listed company, the Company publishes summaries of its annual and semi-annual financial statements. These summaries are generally made publicly available in the financial press in Belgium in the form of a press release. Copies thereof are also available on the Company’s website. The Company also has to disclose price sensitive information, information about its shareholders’ structure, and certain other information to the public. In accordance with the Belgian Royal Decree of November 14, 2007 relating to the obligations of issuers of financial instruments admitted to trading on a Belgian regulated market (Koninklijk besluit betreffende de verplichtingen van emittenten van financiële instrumenten die zijn toegelaten tot de verhandeling op een Belgische gereglementeerde markt / Arrêté royal relatif aux obligations des émetteurs d’instruments financiers admis aux négociations sur un marché réglementé belge), such information and documentation will be made available through press releases, the financial press in Belgium, the Company’s website, the communication channels of Euronext Brussels or a combination of these media. The Company’s website can be found at www.tigenix.com. 203
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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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7.2.4. Composition of the Board of
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of Ravago NV, Vanbreda Risk & Benef
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Litigation statement concerning the
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As proof of the independence and an
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for their healthcare and biotechnol
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7.5. SCIENTIFIC ADVISORY BOARD AND
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As of the date of publication of th
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(rounded down to the nearest intege
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usiness at customary market conditi
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9. Major Shareholders 9.1. OVERVIEW
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10. Financial Statements : General
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11. Consolidated Financial Statemen
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11.3. CONSOLIDATED STATEMENT OF CAS
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The consolidated financial statemen
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11.5.2.2. Basis of consolidation Th
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are provided and costs are incurred
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of interest on the remaining balanc
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Deferred tax assets and liabilities
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- Partnering of Cx601 (i.e. finding
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The Group is mainly exposed to the
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fiscal year 2010, reference is made
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Sales and marketing expenses Years
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The number of employees in the R&D
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Analysis of profit/(loss) for the p
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(8) Disposal group held for sale Th
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(10) Property, plant and equipment
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The decrease of stock in 2012 compa
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dividends will be based upon the Co
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alance. As a consequence, the Compa
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(23) Other current liabilities The
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TiGenix SAU - Stock options Prior t
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(25) Business combination Descripti
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(26) Related party transactions Tra
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Page 201: Financial results for the full year
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