Full Press Release Details
UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS - MARCH 31, 2019
These unaudited condensed financial statements are consolidated financial statements for the group consisting of InflaRx N.V. and its wholly-owned
subsidiaries InflaRx GmbH, and InflaRx Pharmaceutical Inc., Ann Arbor, Michigan, United States (together, the "Group"). The financial statements are presented in Euro ( ).
InflaRx N.V. is a company limited by shares, incorporated and domiciled in Amsterdam, The Netherlands.
Its registered office and principal place of business is in Germany, Jena, Winzerlaer Str. 2.
All press releases, financial reports and other information are available in the investor's register on our website: www.inflarx.de
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 2019
| Unaudited Condensed Consolidated Financial Statements | |
| Unaudited Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2019 and 2018, | 3 |
| Unaudited Condensed Consolidated Statements of Financial Position as of March 31, 2019 and December 31, 2018 | 4 |
| Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity for the three months ended March 31, 2019 and 2018 | 5 |
| Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2019 and 2018 | 6 |
| Notes to the Unaudited Condensed Consolidated Financial Statements | 7 |
| 1. Net Financial Result | 7 | |
| 2. Other non-financial assets | 7 | |
| 3. Financial assets and financial liabilities | 8 | |
| 4. Cash and cash equivalents information | 8 | |
| 5. Related party transactions | 8 | |
| 6. Share-based payments | 9 | |
| 7. Protective foundation | 11 | |
| 8. Summary of significant accounting policies | 11 |
| (a) | Reporting entity and Group's structure | 11 | |
| (b) | Basis of preparation | 12 | |
| (c) | New and amended standards adopted by the Group | 12 | |
| (d) | Summary of new accounting policies | 14 |
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Comprehensive Loss
for the three months ended March 31, 2019 and 2018,
| Note | 2019 (unaudited) | 2018 (unaudited) | ||||||||||
| (in thousands of , except for per share data) | ||||||||||||
| Operating Expenses | ||||||||||||
| Research and development expenses | (7,695 | ) | (5,474 | ) | ||||||||
| General and administrative expenses | (3,301 | ) | (3,005 | ) | ||||||||
| Total Operating Expenses | (10,996 | ) | (8,479 | ) | ||||||||
| Other income | 65 | 82 | ||||||||||
| Other expenses | (4 | ) | (12 | ) | ||||||||
| Operating Result | (10,935 | ) | (8,409 | ) | ||||||||
| Finance income | 1,159 | 265 | ||||||||||
| Finance expenses | (62 | ) | (2,188 | ) | ||||||||
| Net financial Result | 1 | 1,097 | (1,924 | ) | ||||||||
| Loss for the period | (9,838 | ) | (10,333 | ) | ||||||||
| Share information | ||||||||||||
| Weighted average number of shares outstanding | 25,964 | 23,812 | ||||||||||
| Loss per share in Euro (basic/diluted) | (0.38 | ) | (0.43 | ) | ||||||||
| Loss for the period | (9,838 | ) | (10,333 | ) | ||||||||
| Other comprehensive income that may be reclassified to profit or loss in subsequent periods: | ||||||||||||
| Exchange differences on translation of foreign currency | 2,318 | 0 | ||||||||||
| Total comprehensive loss | (7,520 | ) | (10,332 | ) |
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Financial Position
as of March 31, 2019 and December 31, 2018
| Note | 2019 (unaudited) | 2018 | ||||||||||
| (in thousands of ) | ||||||||||||
| ASSETS | ||||||||||||
| Non-current assets | ||||||||||||
| Property, plant and equipment | 1,398 | 625 | ||||||||||
| Intangible assets | 325 | 223 | ||||||||||
| Non-current financial assets | 3 | 215 | 207 | |||||||||
| Total non-current assets | 1,939 | 1,055 | ||||||||||
| Current assets | ||||||||||||
| Current other assets | 2 | 2,170 | 1,589 | |||||||||
| Current financial assets | 3 | 103,686 | 101,184 | |||||||||
| Cash and cash equivalents | 4 | 47,163 | 55,386 | |||||||||
| Total current assets | 153,019 | 158,159 | ||||||||||
| TOTAL ASSETS | 154,958 | 159,214 | ||||||||||
| EQUITY AND LIABILITIES | ||||||||||||
| Equity | ||||||||||||
| Issued capital | 3,116 | 3,116 | ||||||||||
| Share premium | 211,022 | 211,022 | ||||||||||
| Other capital reserves | 20,408 | 18,310 | ||||||||||
| Accumulated deficit | (90,945 | ) | (81,107 | ) | ||||||||
| Other components of equity | 2,368 | 50 | ||||||||||
| Total equity | 145,968 | 151,391 | ||||||||||
| Non-current liabilities | ||||||||||||
| Lease liabilities | 460 | - | ||||||||||
| Provisions | 57 | 57 | ||||||||||
| Government grants | 10 | 11 | ||||||||||
| Total non-current liabilities | 526 | 68 | ||||||||||
| Current liabilities | ||||||||||||
| Lease liabilities | 218 | - | ||||||||||
| Employee Benefits | 455 | 788 | ||||||||||
| Social securities and current other tax liabilities | 768 | 310 | ||||||||||
| Trade and other payables | 3 | 7,022 | 6,657 | |||||||||
| Total current liabilities | 8,463 | 7,756 | ||||||||||
| Total Liabilities | 8,990 | 7,824 | ||||||||||
| TOTAL EQUITY AND LIABILITIES | 154,958 | 159,214 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity
for the three months ended March 31, 2019 and 2018
| Note | Shares out- standing | Issued capital | Share premium | Other capital reserves | Accumu- lated deficit | Other compo- nents of equity | Total equity | |||||||||||||||||||||||||
| (in thousands of , except for share data) | ||||||||||||||||||||||||||||||||
| Balance as of January 1, 2019 | 25,964,379 | 3,116 | 211,022 | 18,310 | (81,107 | ) | 50 | 151,391 | ||||||||||||||||||||||||
| Loss for the period | - | - | - | - | (9,838 | ) | - | (9,838 | ) | |||||||||||||||||||||||
| Exchange differences on translation of foreign currency | - | - | - | - | - | 2,318 | 2,318 | |||||||||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (9,838 | ) | 2,318 | (7,520 | ) | |||||||||||||||||||||||
| Transactions with owners of the Company | ||||||||||||||||||||||||||||||||
| Contributions | ||||||||||||||||||||||||||||||||
| Equity-settled share-based pay-ment | 7 | - | - | - | 2,098 | - | - | 2,098 | ||||||||||||||||||||||||
| Total Contributions | - | - | - | 2,098 | - | - | 2,098 | |||||||||||||||||||||||||
| Total transactions with owners of the Company | - | - | - | 2,098 | - | - | 2,098 | |||||||||||||||||||||||||
| Balance as of March 31, 2019* | 25,964,379 | 3,116 | 211,022 | 20,408 | (90,945 | ) | 2,368 | 145,968 | ||||||||||||||||||||||||
| Balance as of January 1, 2018 | 23,812,100 | 2,858 | 161,639 | 6,225 | (51,293 | ) | - | 119,429 | ||||||||||||||||||||||||
| Loss for the period | - | - | - | - | (10,333 | ) | - | (10,333 | ) | |||||||||||||||||||||||
| Exchange differences on translation of foreign currency | - | - | - | - | - | - | 0 | |||||||||||||||||||||||||
| Total comprehensive loss | - | - | - | - | (10,333 | ) | - | (10,333 | ) | |||||||||||||||||||||||
| Transactions with owners of the Company | ||||||||||||||||||||||||||||||||
| Contributions | ||||||||||||||||||||||||||||||||
| Equity-settled share-based pay-ment | 7 | - | - | - | 2,937 | - | - | 2,937 | ||||||||||||||||||||||||
| Total Contributions | - | - | - | 2,937 | - | - | 2,937 | |||||||||||||||||||||||||
| Total transactions with owners of the Company | - | - | - | 2,937 | - | - | 2,937 | |||||||||||||||||||||||||
| Balance as of March 31, 2018* | 23,812,100 | 2,858 | 161,639 | 9,163 | (61,625 | ) | - | 112,034 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Unaudited Condensed Consolidated Statements of Cash Flows
for the three months ended March 31, 2019 and 2018
| Note | 2019 (unaudited) | 2018 (unaudited) | ||||||||||
| (in thousands of ) | ||||||||||||
| Operating activities | ||||||||||||
| Loss for the period | (9,838 | ) | (10,333 | ) | ||||||||
| Adjustments for: | ||||||||||||
| Depreciation & Amortization | 117 | 22 | ||||||||||
| Net financial result | 1 | (1,097 | ) | 1,923 | ||||||||
| Share based payment expense | 7 | 2,098 | 2,938 | |||||||||
| other non-cash adjustments | 82 | (25 | ) | |||||||||
| Changes in: | ||||||||||||
| Current other assets | 2 | (582 | ) | 247 | ||||||||
| Current financial assets | 0 | (150 | ) | |||||||||
| Employee benefits | (334 | ) | (37 | ) | ||||||||
| Social securities and current other tax liabilities | 457 | 0 | ||||||||||
| Trade and other payables | 365 | (601 | ) | |||||||||
| Interest received | 242 | 265 | ||||||||||
| Interest paid | (8 | ) | 0 | |||||||||
| Net cash from operating activities | (8,498 | ) | (5,751 | ) | ||||||||
| Investing activities | ||||||||||||
| Cash outflow from the purchase of intangible assets, laboratory and office equipment | (254 | ) | (93 | ) | ||||||||
| Cash outflow for the investment in non-current other financial assets | (11 | ) | (36 | ) | ||||||||
| Proceeds from the disposal of non-current other financial assets | 3 | - | ||||||||||
| Net cash used in investing activities | (262 | ) | (129 | ) | ||||||||
| Financing activities | ||||||||||||
| Repayment of leasing debt | (55 | ) | - | |||||||||
| Net cash from financing activities | (55 | ) | - | |||||||||
| Effect of exchange rate changes | 592 | (2,163 | ) | |||||||||
| Change in cash and cash equivalents | (8,223 | ) | (8,042 | ) | ||||||||
| Cash and cash equivalents at beginning of period | 55,386 | 123,282 | ||||||||||
| Cash and cash equivalents at end of period | 4 | 47,163 | 115,240 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
InflaRx N.V. and subsidiaries
Notes to the Unaudited Condensed Consolidated Financial Statements
1. Net Financial Result
The net financial result is comprised of the following items for the three months ended March 31:
| 2019 (unaudited) | 2018 (unaudited) | |||||||
| (in thousands of ) | ||||||||
| Finance income | ||||||||
| Interest income | 803 | 265 | ||||||
| Foreign exchange income | 356 | - | ||||||
| Total | 1,159 | 265 | ||||||
| Finance costs | ||||||||
| Foreign exchange expense | (54 | ) | (2,188 | ) | ||||
| Other | (8 | ) | - | |||||
| Total | ( 62 | ) | (2,188 | ) | ||||
| Net financial result | 1,097 | (1,924 | ) |
On the reporting date, assets and liabilities are translated at the closing rate. Any foreign exchange rate di erences derived from these translations are recognized in the consolidated statement of profit or loss as part of finance income.
Interest income results from marketable securities held by the Company and short-term deposits in U.S. Dollar held by the Company
and its subsidiary InflaRx GmbH.
Foreign exchange income and expense is mainly derived from the translation of the U.S. Dollar cash and cash equivalents held by
InflaRx GmbH. These funds are translated at the exchange rates prevailing on the reporting date. Any resulting translation di erences are recognized in pro t or loss.
U.S. Dollar denominated funds of the Company do not materially impact foreign exchange results, as the Company has changed its functional currency from Euro to U.S. Dollar.
2. Other non-financial assets
| As of March 31, 2019 (unaudited) | As of December 31, 2018 | |||||||
| (in thousands of ) | ||||||||
| Current other assets | ||||||||
| Prepaid expense | 1,228 | 1.047 | ||||||
| Other | 942 | 542 | ||||||
| Total | 2,170 | 1,589 |
Prepaid expense mainly consists of accrued insurance expense for Directors and Officers and insurance expenses together with
the placement of shares in May 2018.
3. Financial assets and financial liabilities
Set out below is an overview of financial assets and liabilities, other than cash and short-term deposits, held by the Group as
at March 31, 2019 and December 31, 2018:
| As of March 31, 2019 (unaudited) | As of December 31, 2018 | |||||||
| (in thousands of ) | ||||||||
| Financial assets at amortized cost | ||||||||
| Non-current financial assets | 215 | 207 | ||||||
| Current financial assets | 103,686 | 101,184 | ||||||
| Financial liabilities at amortized cost | ||||||||
| Trade and other payables | (7,240 | ) | (6,657 | ) |
The fair value of current and non-current financial assets (primarily quoted debt securities with, credit ratings ranging from
AA- to AAA) amounted to 102,884 thousand (level 1). The Group's debt instruments at amortized cost consist solely of quoted securities that are graded in the top investment category (AA- to AAA) by credit rating agencies such as S&P Global
and, therefore, are considered low credit risk investments. Based on statistical historical probabilities of default, adjusted for forward-looking factors specific to the debtors and the economic environment, the Group believes that the expected
credit losses for these debt instruments are immaterial. Furthermore, since the acquisition of these debt securities, their credit ratings have remained stable.
4. Cash and cash equivalents information
| As of March 31, 2019 (unaudited) | As of December 31, 2018 | |||||||
| (in thousands of ) | ||||||||
| Short-term deposits | ||||||||
| Deposits held in U.S. Dollars | 30,363 | 32,919 | ||||||
| Deposits held in Euro | 10,876 | - | ||||||
| Total | 41,239 | 32,919 | ||||||
| Cash at banks | ||||||||
| Cash held in Euro | 4,942 | 21,720 | ||||||
| Cash held in U.S. Dollars | 983 | 748 | ||||||
| Total | 5,925 | 22,468 | ||||||
| Total cash and cash equivalents | 47,163 | 55,386 |
5. Related party transactions
The Group's executive management comprises the following persons:
The Group's board of directors comprises the following persons:
Non-executive Directors
The compensation of the Group's executive management comprises the following for the three months ended March 31:
| 2019 (unaudited) | 2018 (unaudited) | |||||||
| (in thousands of ) | ||||||||
| Executive Management | ||||||||
| Short-term employee benefits | 772 | 538 | ||||||
| Share-based payments | 1,607 | 2,475 | ||||||
| Total | 2,381 | 3.013 | ||||||
| Non-executive Board of Directors | ||||||||
| Short-term employee benefits | 70 | 55 | ||||||
| Share-based payments | 228 | 246 | ||||||
| Total | 298 | 301 | ||||||
| Total Compensation | 2,679 | 3,314 |
Remuneration of InflaRx's executive management consists of fixed and variable components and share-based payment awards. In
addition, the executive management receives supplementary benefits and allowances.
We entered into indemnification agreements with our directors and senior management. The indemnification agreements and our
articles of association require us to indemnify our directors and certain officers and employees as designated by our board of directors to the fullest extent permitted by law.
6. Share-based payments
In the course of its historical financing rounds, InflaRx GmbH established equity-settled share-based payment programs. Under
these programs, the Company granted its managing directors and senior executives options to acquire InflaRx GmbH's common shares. In total, options covering 6,088 common shares have been granted. All of the options have vested. The InflaRx GmbH
options were converted into options covering 511,392 common shares of InflaRx N.V. at the initial public offering in November 2017. The exercise prices for each outstanding award is 0.01 per share or less.
Under the terms and conditions of the 2016 stock option plan (the "2016 Stock Option Plan"), InflaRx GmbH granted rights to
subscribe for InflaRx GmbH's common shares to directors, senior management and key employees. Prior to the initial public offering, the outstanding awards under the 2016 plan covered an aggregate of 1,239,252 common shares and the exercise price
for each outstanding award was 7.81 per share (in each case after giving effect to the corporate reorganization in November 2017). Any additional awards available under the 2016 plan lapsed upon the closing of the Series D financing in October
2017. In 2016, InflaRx also established a share-based payment plan for its non-executive board members and granted options covering 484 shares. Grants under this plan were not subject to service or performance conditions.
In conjunction with the closing of its initial public offering, InflaRx N.V. established a new incentive plan (the "2017
Long-Term Incentive Plan"). The initial maximum number of common shares available for issuance under equity incentive awards granted pursuant to the 2017 Long Term Incentive Plan equals 2,341,097 common shares. The number of share options under the
plan was as follows:
| 2019 | ||||
| Number of stock options: | ||||
| Outstanding as of January 1, 2019 | 2,051,009 | |||
| Granted in 2019 | 18,450 | |||
| Forfeited in 2019 | - | |||
| Outstanding as of March 31, 2019 | 2,069,459 | |||
| thereof vested | 728,722 | |||
| thereof exercised | - |
In the fourth quarter of 2018 75,000 stock options were awarded subject to a specified condition, which was satisfied in the
first quarter of 2019. Therefore, the expense for these stock options occurred in 2019.
On January 1, 2021 and on January 1 of each calendar year thereafter, an additional number of shares equal to 3% of the total
outstanding common shares on December 31 of the immediately preceding year (or any lower number of shares as determined by the board of directors) will become available for issuance under equity incentive awards granted pursuant to the 2017
Long-Term Incentive Plan.
In 2018, 302,279 shares were issued following the exercise of stock options, resulting in proceeds to the Company in the amount
of 452.0 thousand. All stock options exercised were granted under the 2016 Stock Option Plan . In the first quarter of 2019, no stock options were exercised.
The fair value of options granted in the three months ended March 31, 2019 under the 2017 Long-Term Incentive Plan was determined
using the Black-Scholes valuation model. Since the Company's common shares are listed on the Nasdaq Global Select Market, the closing price of the common shares at grant date was used. Other significant inputs into the model are as follows
| Grants effective in Q1-2019 | ||||||||
| Parameters | ||||||||
| Fair value at grant date | ||||||||
| Per option (USD) | 14.45 | 18.17 | ||||||
| FX rate as of grant date | 0.88 | 0.87 | ||||||
| Per option (EUR) | 12.69 | 15.87 | ||||||
| Share price at grant date (USD) | 26.02 | 32.63 | ||||||
| Exercise price (USD) | 26.02 | 32.63 | ||||||
| Expected volatility | 0.65 | 0.65 | ||||||
| Expected life (midpoint based) | 4.8 | 4.9 | ||||||
| Expected dividends | - | - | ||||||
| Risk-free rate (interpolated, U.S. sovereign strips curve) | 3.0 | % | 2.6 | % |
Expected volatility has been based on an evaluation of the historical and implied volatility of a peer group of companies. The
range of outcomes for the expected life of the instruments has been based on expectations on option holder behavior in the scenarios considered.
The dividend yield has no impact due to the anti-dilution clause as defined in the LTI.
Expenses are determined based on the number of stock options granted within a tranche and the vesting period of a tranche.
This implies two effects:
For example, 33.33% of all stock options granted are allocated to the first tranche which vests over 1 year after the grant date,
whereas 8.33% of all stock options granted are allocated to the ninth tranche which vests over three years. Therefore, the expenses recognized from the granted share options under the 2017 Long-Term Incentive plan were 0 in 2016, 0.6 million in
2017, 12.1 million for 2018 and are anticipated to be 5.8 million for 2019, 1.8 million for 2020 and 0.1 million for 2021 (anticipated expenses were converted with the exchange rate as of March 31, 2019, 1 Euro = US dollar 1.13025).
In the three-months period ended March 31, 2019 and 2018, compensation expense was recognized from the following plans:
None of the share-based payments awards were dilutive in determining earnings per share due to the Group's loss position.
7. Protective foundation