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Condensed Consolidated Balance Sheets (Unaudited)
| Balance Sheets | Notes | As of September 30, 2021 | As of December 31, 2020 | |||||||||
| ASSETS | ||||||||||||
| Non-current assets | ||||||||||||
| Property, plant and equipment | 5 | 5,054 | 4,416 | |||||||||
| Right-of-use assets | 6 | 2,572 | 2,223 | |||||||||
| Long-term accrued income | 3 | 31 | - | |||||||||
| Long-term financial assets | 8 | 363 | 334 | |||||||||
| Total non-current assets | 8,020 | 6,973 | ||||||||||
| Current assets | ||||||||||||
| Prepaid expenses | 7 | 1,935 | 3,954 | |||||||||
| Short-term accrued income | 3 | 92 | 1,591 | |||||||||
| Other current receivables | 341 | 329 | ||||||||||
| Derivative financial assets | 9 | 4,424 | - | |||||||||
| Short-term financial assets | 8 | 95,000 | 65,000 | |||||||||
| Cash and cash equivalents | 8 | 93,584 | 160,893 | |||||||||
| Total current assets | 195,376 | 231,767 | ||||||||||
| Total assets | 203,396 | 238,740 | ||||||||||
| SHAREHOLDERS' EQUITY AND LIABILITIES | ||||||||||||
| Shareholders' equity | ||||||||||||
| Share capital | 1,589 | 1,538 | ||||||||||
| Share premium | 359,421 | 346,890 | ||||||||||
| Treasury shares | 10 | (124 | ) | (100 | ) | |||||||
| Accumulated losses | (181,665 | ) | (132,850 | ) | ||||||||
| Total shareholders' equity | 179,221 | 215,478 | ||||||||||
| Non-current liabilities | ||||||||||||
| Long-term deferred income | 3 | 31 | - | |||||||||
| Long-term lease liabilities | 6 | 1,992 | 1,780 | |||||||||
| Net employee defined-benefit liabilities | 7,929 | 7,464 | ||||||||||
| Total non-current liabilities | 9,952 | 9,244 | ||||||||||
| Current liabilities | ||||||||||||
| Trade and other payables | 215 | 2,184 | ||||||||||
| Accrued expenses | 13,308 | 11,085 | ||||||||||
| Short-term deferred income | 3 | 123 | 306 | |||||||||
| Short-term lease liabilities | 6 | 577 | 443 | |||||||||
| Total current liabilities | 14,223 | 14,018 | ||||||||||
| Total liabilities | 24,175 | 23,262 | ||||||||||
| Total shareholders' equity and liabilities | 203,396 | 238,740 |
accompanying notes form an integral part of these Interim Condensed Consolidated Financial Statements (Unaudited).
Condensed Consolidated Statements of Income/(Loss)
(in CHF thousands except for share and
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||||||||||
| Notes | 2021 | 2020 | 2021 | 2020 | ||||||||||||||||
| Revenue | ||||||||||||||||||||
| Contract revenue | 3 | - | 1,123 | - | 14,487 | |||||||||||||||
| Total revenue | - | 1,123 | - | 14,487 | ||||||||||||||||
| Operating expenses | ||||||||||||||||||||
| Research & development expenses | (15,118 | ) | (15,518 | ) | (42,158 | ) | (43,536 | ) | ||||||||||||
| General & administrative expenses | (5,420 | ) | (4,892 | ) | (14,993 | ) | (13,553 | ) | ||||||||||||
| Other operating income/(expense) | 3 | 255 | 482 | 928 | 807 | |||||||||||||||
| Total operating expenses | (20,283 | ) | (19,928 | ) | (56,223 | ) | (56,282 | ) | ||||||||||||
| Operating loss | (20,283 | ) | (18,805 | ) | (56,223 | ) | (41,795 | ) | ||||||||||||
| Financial income | 9 | 4,424 | - | 4,424 | 78 | |||||||||||||||
| Financial expense | (181 | ) | (46 | ) | (408 | ) | (159 | ) | ||||||||||||
| Exchange differences | 122 | (143 | ) | 487 | (545 | ) | ||||||||||||||
| Finance result, net | 11 | 4,365 | (189 | ) | 4,503 | (626 | ) | |||||||||||||
| Loss before tax | (15,918 | ) | (18,994 | ) | (51,720 | ) | (42,421 | ) | ||||||||||||
| Income tax expense | - | - | - | - | ||||||||||||||||
| Loss for the period | (15,918 | ) | (18,994 | ) | (51,720 | ) | (42,421 | ) | ||||||||||||
| Loss per share: | 4 | |||||||||||||||||||
| Basic and diluted loss for the period attributable to equity holders | (0.22 | ) | (0.26 | ) | (0.71 | ) | (0.59 | ) |
| Condensed Consolidated Statements of Comprehensive Income/(Loss) (Unaudited) | For the Three Months ended September 30, | For the Nine Months ended September 30, | ||||||||||||||
| (in CHF thousands) | 2021 | 2020 | 2021 | 2020 | ||||||||||||
| Loss for the period | (15,918 | ) | (18,994 | ) | (51,720 | ) | (42,421 | ) | ||||||||
| Items that may be reclassified to income or loss in subsequent periods (net of tax): | ||||||||||||||||
| Currency translation differences | - | - | - | - | ||||||||||||
| Items that will not be reclassified to income or loss in subsequent periods (net of tax): | ||||||||||||||||
| Re-measurement losses on defined-benefit plans | - | - | - | - | ||||||||||||
| Other comprehensive income/(loss) | - | - | - | - | ||||||||||||
| Total comprehensive loss, net of tax | (15,918 | ) | (18,994 | ) | (51,720 | ) | (42,421 | ) |
accompanying notes form an integral part of these Interim Condensed Consolidated Financial Statements (Unaudited).
Condensed Consolidated Statements of Changes
in Equity (Unaudited)
| Notes | Share capital | Share premium | Treasury shares | Accumulated losses | Total | |||||||||||||||||||
| Balance as of January 1, 2020 | 1,437 | 346,526 | - | (75,521 | ) | 272,442 | ||||||||||||||||||
| Net loss for the period | - | - | - | (42,421 | ) | (42,421 | ) | |||||||||||||||||
| Other comprehensive income/(loss) | - | - | - | - | - | |||||||||||||||||||
| Total comprehensive loss | - | - | - | (42,421 | ) | (42,421 | ) | |||||||||||||||||
| - | ||||||||||||||||||||||||
| Share-based payments | - | - | - | 3,079 | 3,079 | |||||||||||||||||||
| Issuance of shares, net of transaction costs: | ||||||||||||||||||||||||
| held as treasury shares, net of transaction costs | 100 | - | (100 | ) | - | - | ||||||||||||||||||
| restricted share awards | - | 175 | - | (175 | ) | - | ||||||||||||||||||
| exercise of options | 2 | 141 | - | - | 143 | |||||||||||||||||||
| Balance as of September 30, 2020 | 1,539 | 346,842 | (100 | ) | (115,038 | ) | 233,243 |
| Notes | Share capital | Share premium | Treasury shares | Accumulated losses | Total | |||||||||||||||||||
| Balance as of January 1, 2021 | 1,538 | 346,890 | (100 | ) | (132,850 | ) | 215,478 | |||||||||||||||||
| Net loss for the period | - | - | - | (51,720 | ) | (51,720 | ) | |||||||||||||||||
| Other comprehensive income/(loss) | - | - | - | - | - | |||||||||||||||||||
| Total comprehensive loss | - | - | - | (51,720 | ) | (51,720 | ) | |||||||||||||||||
| - | ||||||||||||||||||||||||
| Share-based payments | - | - | - | 3,081 | 3,081 | |||||||||||||||||||
| Proceeds from sale of treasury shares in public offerings, net of underwriting fees and transaction costs | 10 | - | 12,097 | 24 | - | 12,121 | ||||||||||||||||||
| Issuance of shares, net of transaction costs: | ||||||||||||||||||||||||
| held as treasury shares | 10 | 48 | - | (48 | ) | - | - | |||||||||||||||||
| restricted share awards | 1 | 169 | - | (176 | ) | (6 | ) | |||||||||||||||||
| exercise of options | 2 | 265 | - | - | 267 | |||||||||||||||||||
| Balance as of September 30, 2021 | 1,589 | 359,421 | (124 | ) | (181,665 | ) | 179,221 |
accompanying notes form an integral part of these Interim Condensed Consolidated Financial Statements (Unaudited).
Condensed Consolidated Statements of Cash
| For the Nine Months Ended September 30, | ||||||||||||
| Notes | 2021 | 2020 | ||||||||||
| Operating activities | ||||||||||||
| Loss for the period | (51,720 | ) | (42,421 | ) | ||||||||
| Adjustments to reconcile net loss for the period to net cash flows: | ||||||||||||
| Depreciation of property, plant and equipment | 5 | 1,411 | 1,127 | |||||||||
| Depreciation of right-of-use assets | 6 | 367 | 323 | |||||||||
| Finance (income)/expense, net | 11 | (4,954 | ) | 399 | ||||||||
| Share-based compensation expense | 3,081 | 3,079 | ||||||||||
| Change in net employee defined benefit liability | 465 | 544 | ||||||||||
| Interest expense | 11 | 402 | 152 | |||||||||
| Changes in working capital: | ||||||||||||
| Decrease/(increase) in prepaid expenses | 7 | 1,900 | (68 | ) | ||||||||
| Decrease in accrued income | 3 | 1,447 | 151 | |||||||||
| (Increase) in other current receivables | (11 | ) | (9 | ) | ||||||||
| Increase/(decrease) in accrued expenses | 2,128 | (827 | ) | |||||||||
| (Decrease) in deferred income | 3 | (141 | ) | (3,390 | ) | |||||||
| (Decrease)/increase in trade and other payables | (1,897 | ) | 943 | |||||||||
| Cash used in operating activities | (47,522 | ) | (39,997 | ) | ||||||||
| Interest income | - | 78 | ||||||||||
| Interest paid | (334 | ) | (228 | ) | ||||||||
| Finance costs | (5 | ) | (7 | ) | ||||||||
| Net cash flows used in operating activities | (47,861 | ) | (40,154 | ) | ||||||||
| Investing activities | ||||||||||||
| Short-term financial assets, net | 8 | (30,000 | ) | 25,000 | ||||||||
| Purchases of property, plant and equipment | 5 | (1,913 | ) | (837 | ) | |||||||
| Rental deposits | 8 | (29 | ) | - | ||||||||
| Net cash flows (used in)/provided by investing activities | (31,942 | ) | 24,163 | |||||||||
| Financing activities | ||||||||||||
| Repayment of short-term financing obligation | - | (263 | ) | |||||||||
| Principal payments of lease obligations | 6 | (369 | ) | (323 | ) | |||||||
| Proceeds from sale of treasury shares in public offerings, net of underwriting fees and transaction costs | 10 | 12,121 | 100 | |||||||||
| Proceeds from issuance of common shares | 261 | 143 | ||||||||||
| Net cash flows provided by/(used in) financing activities | 12,013 | (343 | ) | |||||||||
| Net decrease in cash and cash equivalents | (67,790 | ) | (16,334 | ) | ||||||||
| Cash and cash equivalents at January 1 | 160,893 | 193,587 | ||||||||||
| Exchange gain/(loss) on cash and cash equivalents | 481 | (686 | ) | |||||||||
| Cash and cash equivalents at September 30 | 93,584 | 176,567 | ||||||||||
| Net decrease in cash and cash equivalents | (67,790 | ) | (16,334 | ) |
Additional Information:
For the nine months ended September 30, 2021,
the acquisition of CHF 0.1 million of property, plant and equipment was non-paid and recorded within accrued expenses.
accompanying notes form an integral part of these Interim Condensed Consolidated Financial Statements (Unaudited).
Notes to the Interim
Condensed Consolidated Financial Statements (Unaudited)
(in CHF thousands, except share and per share amounts)
AC Immune SA (together
with its subsidiaries, "AC Immune," "ACIU," "Company," "we," "our," "ours,"
or "us") was founded in 2003. The Company controls a fully-owned subsidiary,
AC Immune USA, Inc. ("AC Immune USA" or "Subsidiary"), which was registered and organized under the laws of Delaware,
USA in June 2021. The Company and its Subsidiary form the Group (See "Note 2. Basis of preparation and changes to the Company's
accounting policies").
AC Immune SA is a clinical-stage
biopharmaceutical company leveraging our two proprietary technology platforms to discover, design and develop novel proprietary medicines
and diagnostics for prevention and treatment of neurodegenerative diseases (NDD) associated with protein misfolding. Misfolded proteins
are generally recognized as the leading cause of NDD, such as Alzheimer's disease (AD) and Parkinson's disease (PD), with
common mechanisms and drug targets, such as amyloid beta (Abeta), Tau, alpha-synuclein (a-syn) and TDP-43. Our corporate strategy is founded
upon a three-pillar approach that targets (i) AD, (ii) focused non-AD NDD including Parkinson's disease, LATE and NeuroOrphan indications
and (iii) diagnostics. We use our two unique proprietary platform technologies, SupraAntigen (conformation-specific biologics) and Morphomer
(conformation-specific small molecules), to discover, design and develop novel medicines and diagnostics to target misfolded proteins.
Interim Condensed Consolidated Financial Statements of AC Immune SA as of and for the three and nine months ended September 30, 2021 were
authorized for issuance by the Company's Audit and Finance Committee on November 3, 2021.
Statement of compliance
Interim Condensed Consolidated Financial Statements as of September 30, 2021 and for the three and nine months ended September 30, 2021
and 2020, have been prepared in accordance with International Accounting Standard 34 (IAS 34), Interim Financial Reporting,
and such financial information should be read in conjunction with the audited financial statements in AC Immune's Annual Report
on Form 20-F for the year ended December 31, 2020, and any public announcements made by the Company during the interim reporting period.
Basis of measurement
These Interim Condensed
Consolidated Financial Statements have been prepared under the historical cost convention except for items that are required to be accounted
and reporting currency
These Interim Condensed
Consolidated Financial Statements and accompanying notes are presented in Swiss Francs ("CHF"), which is AC Immune SA's
functional currency and the Group's reporting currency. The Company's subsidiary has a functional currency of the US Dollar
("USD"). The following exchange rates have been used for the translation of the financial statements of AC Immune USA:
| For the Three Months Ended September 30, | ||||||||
| 2021 | 2020 | |||||||
| CHF/USD | ||||||||
| Closing rate, USD 1 | 0.943 | - | ||||||
| Weighted average exchange rate, USD 1 | 0.927 | - |
| For the Nine Months Ended September 30, | ||||||||
| 2021 | 2020 | |||||||
| Weighted average exchange rate, USD 1 | 0.920 | - |
The Company wholly owns
its Subsidiary and fully consolidates its financial statements into these Interim Condensed Consolidated Financial Statements.
and accounting estimates
The preparation of the
Company's Interim Condensed Consolidated Financial Statements in conformity with IAS 34 requires management to make judgments, estimates
and assumptions that affect the amounts reported in the Interim Condensed Consolidated Financial Statements and accompanying notes, and
the related application of accounting policies as it relates to the reported amounts of assets, liabilities, income and expenses.
The areas in which the
Company has had to make judgments, estimates and assumptions relate to (i) revenue recognition on licensing and collaboration agreements
(LCAs), (ii) clinical development accruals, (iii) net employee defined-benefit liability, (iv) income taxes, (v) share-based compensation,
(vi) right-of-use assets and lease liabilities and (vii) derivative financial instruments. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period
in which the estimates are revised.
Fair value of financial assets and liabilities
The Company's financial assets and liabilities
are composed of receivables, short-term financial assets, cash and cash equivalents, derivative financial instruments, trade payables
and lease liabilities. The fair value of these financial instruments approximate their respective carrying values due to the short-term
maturity of these instruments, and are held at their amortized cost in accordance with IFRS 9, unless otherwise explicitly noted.
Derivative Financial Instruments
The Company entered into two convertible notes
in July 2021, which were subject to closing conditions that were fully met subsequent to the period ended September 30, 2021. These convertible
notes each had a derivative conversion feature which is remeasured to fair value at each reporting date. The (i) investors' call
options represent derivative liabilities and the (ii) Company's put options represent derivative assets. The Company determined
that these derivatives have the same risk exposure and are recorded net as derivative financial assets in the balance sheets. These instruments
are classified as non-equity in accordance with IFRS 9. The changes in the fair value at each period end (gains or losses) of the derivative
conversion features are recorded in the statements of income/(loss) within financial income.
The Company used the
Black-Scholes option pricing model to calculate the fair value of the derivative financial instruments. The valuation of these instruments
are classified as Level 2 of the valuation hierarchy set out below.
different levels of the valuation hierarchy have been defined as follows:
There were no transfers
between the respective levels during the period.
Accounting policies, new standards, interpretations
and amendments adopted by the Company
The accounting policies
adopted in the preparation of the Interim Condensed Consolidated Financial Statements are consistent with those followed in the preparation
of the Company's annual financial statements for the year ended December 31, 2020.
The Company has not adopted
any other standard, interpretation or amendment that has been issued but is not yet effective. Such standards are not currently expected
to have a material impact on the entity in the current or future reporting periods, and on foreseeable future transactions.
The Company believes
that it will be able to meet all of its obligations as they fall due for at least 12 months from September 30, 2021, after considering
the Company's cash position of CHF 93.6 million and short-term financial assets of CHF 95.0 million as of September 30, 2021. Hence,
the unaudited Interim Condensed Consolidated Financial Statements have been prepared on a going-concern basis.
To date, the Company
has financed its cash requirements primarily from its public offerings, share issuances, contract revenues from license and collaboration
agreements and grants. The Company is a clinical-stage company and is exposed to all the risks inherent to establishing a business. Inherent