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INDEX TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
| Page | ||||
| Unaudited Condensed Consolidated Interim Statements of Profit or Loss and Other Comprehensive Income / (Loss) for the Three Months Ended March 31, 2019 and 2018 | 2 | |||
| Unaudited Condensed Consolidated Interim Statements of Financial Position as of March 31, 2019 and December 31, 2018 | 3 | |||
| Unaudited Condensed Consolidated Interim Statements of Changes in Equity at March 31, 2019 and 2018 | 4 | |||
| Unaudited Condensed Consolidated Interim Cash Flow Statements for the Three Months Ended March 31, 2019 and 2018 | 5 | |||
| Notes to the Unaudited Condensed Consolidated Interim Financial Statements | 6 |
Unaudited Condensed Consolidated Interim Statements of Profit or Loss
and Other Comprehensive Income / (Loss) for the Three Months Ended March 31
| Notes | 2019 | 2018 | ||||||||||
| (EUR 000) | ||||||||||||
| Revenue | 4 | 5,414 | 28 | |||||||||
| Research and development costs | (51,259 | ) | (30,540 | ) | ||||||||
| General and administrative expenses | (10,436 | ) | (4,662 | ) | ||||||||
| Operating profit / (loss) | (56,281 | ) | (35,174 | ) | ||||||||
| Share of profit/(loss) of associate | (1,852 | ) | ||||||||||
| Finance income | 4,620 | 702 | ||||||||||
| Finance expenses | (194 | ) | (7,010 | ) | ||||||||
| Profit / (loss) before tax | (53,707 | ) | (41,482 | ) | ||||||||
| Tax on profit / (loss) for the period | 70 | 107 | ||||||||||
| Net profit / (loss) for the period | (53,637 | ) | (41,375 | ) | ||||||||
| Other comprehensive income / (loss) | ||||||||||||
| Items that may be reclassified subsequently to profit or loss: | ||||||||||||
| Exchange differences on translating foreign operations | 559 | (9 | ) | |||||||||
| Other comprehensive income / (loss) for the period, net of tax | 559 | (9 | ) | |||||||||
| Total comprehensive income / (loss) for the period, net of tax | (53,078 | ) | (41,384 | ) | ||||||||
| Profit / (loss) for the period attributable to owners of the Company | (53,637 | ) | (41,375 | ) | ||||||||
| Total comprehensive income / (loss) for the period attributable to owners of the Company | (53,078 | ) | (41,384 | ) | ||||||||
| EUR | EUR | |||||||||||
| Basic and diluted earnings / (loss) per share | (1.24 | ) | (1.07 | ) | ||||||||
| Number of shares used for calculation (basic and diluted) (1) | 43,371,559 | 38,699,204 |
Unaudited Condensed Consolidated Interim Statements of Financial Position
| Notes | March 31, 2019 | December 31, 2018 | ||||||||||
| (EUR 000) | ||||||||||||
| Assets | ||||||||||||
| Non-current assets | ||||||||||||
| Intangible assets | 3,495 | 3,495 | ||||||||||
| Property, plant and equipment | 7 | 24,032 | 4,325 | |||||||||
| Investment in associate | 17,476 | 17,083 | ||||||||||
| Deposits | 1,161 | 1,158 | ||||||||||
| 46,164 | 26,061 | |||||||||||
| Current assets | ||||||||||||
| Trade receivables | 4 | 6 | ||||||||||
| Other receivables | 6,863 | 1,775 | ||||||||||
| Prepayments | 11,282 | 12,415 | ||||||||||
| Income taxes receivable | 962 | 849 | ||||||||||
| Cash and cash equivalents | 696,664 | 277,862 | ||||||||||
| 715,775 | 292,907 | |||||||||||
| Total assets | 761,939 | 318,968 | ||||||||||
| Equity and liabilities | ||||||||||||
| Equity | ||||||||||||
| Share capital | 8 | 6,301 | 5,659 | |||||||||
| Distributable equity | 710,360 | 274,391 | ||||||||||
| Total equity | 716,661 | 280,050 | ||||||||||
| Non-current liabilities | ||||||||||||
| Lease liabilities | 2, 7 | 13,213 | ||||||||||
| 13,213 | ||||||||||||
| Current liabilities | ||||||||||||
| Lease liabilities | 2, 7 | 4,271 | ||||||||||
| Contract liabilities | 3,073 | 6,902 | ||||||||||
| Trade payables | 19,237 | 19,740 | ||||||||||
| Other payables | 5,445 | 12,267 | ||||||||||
| Income taxes payable | 39 | 9 | ||||||||||
| 32,065 | 38,918 | |||||||||||
| Total liabilities | 45,278 | 38,918 | ||||||||||
| Total equity and liabilities | 761,939 | 318,968 |
Unaudited Condensed Consolidated Interim Statements of Changes in Equity
| Distributable Equity | ||||||||||||||||||||||||
| Share Capital | Share Premium | Foreign Currency Translation Reserve | Share-based Payment Reserve | Accumulated Deficit | Total | |||||||||||||||||||
| (EUR 000) | ||||||||||||||||||||||||
| Equity at January 1, 2019 | 5,659 | 625,250 | 3 | 42,445 | (393,307 | ) | 280,050 | |||||||||||||||||
| Loss for the period | (53,637 | ) | (53,637 | ) | ||||||||||||||||||||
| Other comprehensive income / (loss), net of tax | 559 | 559 | ||||||||||||||||||||||
| Total comprehensive income / (loss) | 559 | (53,637 | ) | (53,078 | ) | |||||||||||||||||||
| Share-based payment (Note 6) | 9,435 | 9,435 | ||||||||||||||||||||||
| Capital increase | 642 | 511,313 | 511,955 | |||||||||||||||||||||
| Cost of capital increase | (31,701 | ) | (31,701 | ) | ||||||||||||||||||||
| Equity at March 31, 2019 | 6,301 | 1,104,862 | 562 | 51,880 | (446,944 | ) | 716,661 | |||||||||||||||||
| Distributable Equity | ||||||||||||||||||||||||
| Share Capital | Share Premium | Foreign Currency Translation Reserve | Share-based Payment Reserve | Accumulated Deficit | Total | |||||||||||||||||||
| (EUR 000) | ||||||||||||||||||||||||
| Equity at January 1, 2018 | 4,967 | 422,675 | (14 | ) | 22,793 | (263,210 | ) | 187,211 | ||||||||||||||||
| Loss for the period | (41,375 | ) | (41,375 | ) | ||||||||||||||||||||
| Other comprehensive income / (loss), net of tax | (9 | ) | (9 | ) | ||||||||||||||||||||
| Total comprehensive income / (loss) | (9 | ) | (41,375 | ) | (41,384 | ) | ||||||||||||||||||
| Share-based payment (Note 6) | 4,679 | 4,679 | ||||||||||||||||||||||
| Capital increase | 610 | 209,415 | 210,025 | |||||||||||||||||||||
| Cost of capital increase | (13,118 | ) | (13,118 | ) | ||||||||||||||||||||
| Equity at March 31, 2018 | 5,577 | 618,972 | (23 | ) | 27,472 | (304,585 | ) | 347,413 |
Unaudited Condensed Consolidated Interim Cash Flow Statements for the
Three Months Ended March 31
| Notes | 2019 | 2018 | ||||||||||
| (EUR 000) | ||||||||||||
| Operating activities | ||||||||||||
| Net profit / (loss) for the period | (53,637 | ) | (41,375 | ) | ||||||||
| Reversal of non-cash consideration regarding revenue | (1,581 | ) | ||||||||||
| Reversal of share of profit/(loss) of associate | 1,852 | |||||||||||
| Reversal of finance income | (4,620 | ) | (702 | ) | ||||||||
| Reversal of finance expenses | 194 | 7,010 | ||||||||||
| Reversal of tax charge | (70 | ) | (107 | ) | ||||||||
| Adjustments for: | ||||||||||||
| Share-based payment | 9,435 | 4,679 | ||||||||||
| Depreciation and amortization | 1,296 | 198 | ||||||||||
| Changes in working capital: | ||||||||||||
| Deposits | (2 | ) | (819 | ) | ||||||||
| Trade receivables | 2 | 154 | ||||||||||
| Other receivables | (5,195 | ) | 282 | |||||||||
| Prepayments | 1,133 | (211 | ) | |||||||||
| Contract liabilities (deferred income) | (3,829 | ) | ||||||||||
| Trade payables and other payables | (7,324 | ) | (6,364 | ) | ||||||||
| Cash flows generated from / (used in) operations | (62,346 | ) | (37,255 | ) | ||||||||
| Finance income received | 1,555 | 702 | ||||||||||
| Finance expenses paid | (57 | ) | (4 | ) | ||||||||
| Income taxes received / (paid) | (13 | ) | (183 | ) | ||||||||
| Cash flows from / (used in) operating activities | (60,861 | ) | (36,740 | ) | ||||||||
| Investing activities | ||||||||||||
| Acquisition of property, plant and equipment | (2,469 | ) | (102 | ) | ||||||||
| Cash flows from / (used in) investing activities | (2,469 | ) | (102 | ) | ||||||||
| Financing activities | ||||||||||||
| Capital increase | 511,955 | 210,025 | ||||||||||
| Cost of capital increase | (31,701 | ) | (13,118 | ) | ||||||||
| Payment of lease liabilities | (1,188 | ) | ||||||||||
| Cash flows from / (used in) financing activities | 479,066 | 196,907 | ||||||||||
| Increase / (decrease) in cash and cash equivalents | 415,736 | 160,065 | ||||||||||
| Cash and cash equivalents at January 1 | 277,862 | 195,351 | ||||||||||
| Effect of exchange rate changes on balances held in foreign currencies | 3,066 | (7,006 | ) | |||||||||
| Cash and cash equivalents at March 31 | 696,664 | 348,410 | ||||||||||
| Restricted cash included in cash and cash equivalents | 5,674 | 5,142 |
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
Note 1 General Information
Pharma A/S, together with its subsidiaries, is a biopharmaceutical company applying its innovative TransCon technologies to build a leading, fully integrated biopharma company. Ascendis Pharma A/S was incorporated in 2006 and is headquartered in
Hellerup, Denmark. Unless the context otherwise requires, references to the Company, Ascendis, we, us and our refer to Ascendis Pharma A/S and its subsidiaries.
The address of the Company s registered office is Tuborg Boulevard 12, DK-2900, Hellerup,
On February 2, 2015, the Company completed an initial public offering, or IPO, which resulted in the listing of American
Depositary Shares, or ADSs, representing the Company s ordinary shares, under the symbol ASND in the United States on The Nasdaq Global Select Market.
The Company s Board of Directors approved these unaudited condensed consolidated interim financial statements on May 30, 2019.
Note 2 Summary of Significant Accounting Policies
Basis of Preparation
condensed consolidated interim financial statements of the Company are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting . Certain information and disclosures normally included in the
consolidated financial statements prepared in accordance with International Financial Reporting Standards ( IFRS ) have been condensed or omitted. Accordingly, these unaudited condensed consolidated interim financial statements should be
read in conjunction with the Company s annual consolidated financial statements for the year ended December 31, 2018 and accompanying notes, which have been prepared in accordance with IFRS as issued by the International Accounting
Standards Board, and as adopted by the European Union.
The preparation of financial statements in conformity with IFRS requires the use
of certain critical accounting estimates and requires management to exercise its judgment in the process of applying the Company s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions
and estimates are significant to the unaudited condensed consolidated interim financial statements are disclosed in Note 3.
Changes in Accounting
As of January 1, 2019, the Company has adopted IFRS 16, Leases ( IFRS 16 ). IFRS 16
requires, with a few exceptions, lessees to recognize assets ( right-of-use assets ) and liabilities for most leases. Accordingly, lease payments under
contracts previously classified as operating leases, will be recognized over the non-cancellable lease period as depreciation included in research and development costs and general and administrative expenses,
respectively, and as interest expenses included in finance expenses. Previously, lease payments under operating leases were recognized as research and development costs and general and administrative expenses, respectively.
Impact from IFRS 16 Leases
The Company primarily leases office- and laboratory facilities and equipment. Lease arrangements are typically entered into for fixed periods
but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
We have implemented IFRS 16 by applying the modified retrospective approach. Accordingly, no comparative information is restated. The lease
liability and corresponding right-of-use assets is measured at the present value of the remaining lease payments, discounted using an estimated incremental borrowing
rate at January 1, 2019.
In connection with the transition to IFRS 16, we have reviewed our operating lease agreements
contractual terms including lease payment structure. Fixed payments, and variable lease payments that depend on an index or a rate, are included in lease payments, while other variable lease payments are excluded. Additionally, payments related to non-lease components are excluded, and thus treated as either research and development costs, or general and administrative expenses.
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
For lease arrangements other than those relating to short-term leases and leases of low value
assets, lease liabilities have been determined according to the fixed lease payments and variable lease payments that depend on an index or a rate in the non-cancellable periods, discounted by the incremental
borrowing rate. Accordingly, at January 1, 2019, we have recognized a lease liability on 17.7 million.
commitments under IAS 17 Leases , and as disclosed for the annual reporting period ended December 31, 2018 was 19.6 million. The transition to the lease liabilities recognized in the unaudited condensed consolidated
interim financial position at January 1, 2019, in accordance with IFRS 16, is summarized below:
| (EUR 000) | ||||
| Operating lease commitments as per December 31, 2018 | 19,627 | |||
| Short-term contracts, and low value assets | (169 | ) | ||
| Undiscounted, operating lease commitments as per January 1, 2019 | 19,458 | |||
| Lease liabilities discounted by incremental borrowing rates as per January 1, 2019 | 17,700 |
The associated right-of-use
assets primarily relate to office- and laboratory facilities. At January 1, 2019, right-of-use assets of 18.4 million, which include prepaid leases, were
recognized as property, plant and equipment.
The transition to IFRS 16 had no impact on retained earnings.
Separate note disclosures on right-of-use assets and lease
liabilities and payments for the three months ended March 31, 2019, are included in Note 7.
Several other amendments to and
interpretations of IFRS apply for the first time in 2019, but do not have an impact on the accounting policies applied by the Company. Thus, except for the adoption of IFRS 16, the accounting policies applied when preparing these unaudited condensed
consolidated interim financial statements have been applied consistently to all the periods presented, unless otherwise stated, and are consistent with those of the Company s most recent audited annual consolidated financial statements.
A description of our accounting policies is provided in the Accounting Policies section of the audited consolidated financial statements as of
and for the year ended December 31, 2018.
Note 3 Critical Accounting Judgments and Key Sources of Estimation Uncertainty
In the application of our accounting policies, we are required to make judgments, estimates and assumptions about the carrying amounts of
assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in
the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgments made in the process of applying our accounting policies and that have the most significant effect on the amounts recognized
in our unaudited condensed consolidated interim financial statements relate to revenue recognition, share-based payment, internally generated intangible assets, joint arrangements / collaboration agreements, and to our investment in associate.
The key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amount of assets and
liabilities within the next financial year relate to impairment of goodwill and to recognition of accruals for manufacturing and clinical trial activities. No significant adjustments to accruals recognized during the first 3 months of 2019 or 2018,
due to conditions that existed at December 31, 2018, or 2017, have been recognized. Additionally, there have been no changes to the application of significant accounting estimates, and no impairment losses have been recognized during the first
three months of 2019 or 2018.
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
In connection with adopting IFRS 16, the following are assessed as key assumptions concerning
estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amount of right-to-use assets and lease liabilities within the next
Lease arrangements regarding our office- and laboratory facilities are subject to extension options, providing us with the right (not the
obligation) to extend the lease terms after the initial term. Extension options cover periods in the range from 2-6 years in addition to the non-cancellable periods.
Except for already exercised extension options at January 1, 2019, no extension options are deemed reasonably certain to be exercised. Accordingly, the lease terms reflect only the non-cancellable
Incremental Borrowing Rate
Lease payments are discounted over the non-cancelable periods, applying each contract s
incremental borrowing rate. In determining incremental borrowing rates, we have considered the contracts specific repayment profiles and relevant currencies, and thus applied a corresponding risk-free interest rate, individual credit spread
and eventual asset specific adjustment. The incremental borrowing rates applied are 2.5% and 5.0% for lease contracts denominated in EUR or Danish Kroner, and US Dollars, respectively.
The unaudited condensed consolidated interim financial statements do not include all disclosures for critical accounting estimates and
judgments that are required in the annual consolidated financial statements and should be read in conjunction with the Company s annual consolidated financial statements for the year ended December 31, 2018.
| Three Months Ended March 31, | ||||||||
| 2019 | 2018 | |||||||
| (EUR 000) | ||||||||
| Revenue from the rendering of services (recognized over time) | 5,414 | 28 | ||||||
| Total revenue | 5,414 | 28 | ||||||
| Revenue from external customers (geographical) | ||||||||
| North America | 5,414 | 28 | ||||||
| Total revenue | 5,414 | 28 |
Note 5 Segment Information
We are managed and operated as one business unit. No separate business areas or separate business units have been identified in relation to
product candidates or geographical markets. Accordingly, we do not disclose information on business segments or geographical markets, except for the geographical information on revenue included in Note 4.
Note 6 Warrants and Share-based Payment
Pharma A/S has established warrant programs, equity-settled share-based payment transactions, as an incentive for all our employees, members of our Board of Directors and select external consultants.
Warrants are granted by the Board of Directors in accordance with authorizations given to it by the shareholders of Ascendis Pharma A/S. As of
March 31, 2019, 8,132,687 warrants had been granted, of which 19,580 warrants have been cancelled, 2,212,528 warrants have been exercised, 2,168 warrants have expired without being exercised, and 247,634 warrants have been forfeited. As of
March 31, 2019, our Board of Directors was authorized to grant up to 2,483,625 additional warrants to our employees, board members and select consultants without pre-emptive subscription rights for the
shareholders of Ascendis Pharma A/S. Each warrant carries the right to subscribe for one ordinary share of a nominal value of DKK 1. The exercise price is fixed at the fair market value of our ordinary shares at the time of grant as determined by
our Board of Directors.
Notes to the Unaudited Condensed Consolidated Interim Financial Statements
The exercise prices of outstanding warrants under our warrant programs range from 6.48
to 62.15 depending on the grant dates. Vested warrants may be exercised in two or four annual exercise periods. Apart from exercise prices and exercise periods, the programs are similar.
table specifies the warrant activity during the three months ended March 31, 2019:
| Total Warrants | Weighted Average Exercise Price EUR | |||||||
| Outstanding at January 1, 2019 | 5,611,629 | 29.03 | ||||||
| Granted during the period | 54,500 | 62.05 | ||||||
| Exercised during the period | ||||||||
| Forfeited during the period | (15,352 | ) | 40.07 | |||||
| Expired during the period | ||||||||
| Outstanding at March 31, 2019 | 5,650,777 | 29.32 | ||||||
| Vested at the balance sheet date | 2,786,556 | 17.70 |
Warrant Compensation Costs