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INDEX TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
| Page | |
| Unaudited Condensed Consolidated Statements of Loss and Other Comprehensive Income for the Three and Six Months Ended June 30, 2021 and 2020 | 2 |
| Unaudited Condensed Consolidated Statements of Financial Position as at June 30, 2021 and December 31, 2020 | 3 |
| Unaudited Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2021 and 2020 | 4 |
| Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2021 and 2020 | 5 |
| Unaudited Condensed Consolidated Notes to the Financial Statements | 6 |
Immunocore Holdings plc
Unaudited Condensed Consolidated Interim Financial Statements
Unaudited Condensed Consolidated Statements of Loss and Other Comprehensive Income
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||
| Notes | 2021 '000 | 2020 '000 | 2021 '000 | 2020 '000 | ||||||||||||||||
| Revenue | 3 | 5,733 | 7,787 | 14,003 | 16,042 | |||||||||||||||
| Total revenue | 5,733 | 7,787 | 14,003 | 16,042 | ||||||||||||||||
| Net other operating income / (expense) | 40 | 346 | (42 | ) | 356 | |||||||||||||||
| Research and development costs | (16,471 | ) | (16,378 | ) | (36,356 | ) | (37,157 | ) | ||||||||||||
| Administrative expenses | (23,801 | ) | (12,250 | ) | (43,985 | ) | (21,855 | ) | ||||||||||||
| Operating loss | (34,499 | ) | (20,495 | ) | (66,380 | ) | (42,614 | ) | ||||||||||||
| Finance income | 4 | 12 | 222 | 34 | 1,605 | |||||||||||||||
| Finance costs | 5 | (1,288 | ) | (635 | ) | (3,148 | ) | (1,702 | ) | |||||||||||
| Non-operating expense | (1,276 | ) | (413 | ) | (3,114 | ) | (97 | ) | ||||||||||||
| Loss before taxation | (35,775 | ) | (20,908 | ) | (69,494 | ) | (42,711 | ) | ||||||||||||
| Income tax credit | 6 | 2,813 | 3,691 | 7,494 | 6,855 | |||||||||||||||
| Loss for the period | (32,962 | ) | (17,217 | ) | (62,000 | ) | (35,856 | ) | ||||||||||||
| Other comprehensive income | ||||||||||||||||||||
| Other comprehensive income that are or may be reclassified to profit or loss in subsequent periods: | ||||||||||||||||||||
| Exchange differences on translation of foreign operations | (38 | ) | (45 | ) | (130 | ) | 322 | |||||||||||||
| Total other comprehensive (loss) / income for the period | (38 | ) | (45 | ) | (130 | ) | 322 | |||||||||||||
| Total comprehensive loss for the period | (33,000 | ) | (17,262 | ) | (62,130 | ) | (35,534 | ) | ||||||||||||
| Basic and diluted loss per share - | 7 | (0.75 | ) | (0.63 | ) | (1.51 | ) | (1.39 | ) |
The accompanying notes form part of these unaudited condensed consolidated interim financial statements.
Immunocore Holdings plc
Unaudited Condensed Consolidated Interim Financial Statements
Unaudited Condensed Consolidated Statements of Financial Position as at
| Notes | June 30, 2021 '000 | December 31, 2020 '000 | ||||||||||
| Non-current assets | ||||||||||||
| Property, plant and equipment | 8 | 10,988 | 13,754 | |||||||||
| Right of use assets | 22,391 | 23,093 | ||||||||||
| Investment in sub-lease | 470 | 776 | ||||||||||
| Other non-current financial assets | 5,476 | 4,410 | ||||||||||
| Deferred tax asset | 2,192 | 2,230 | ||||||||||
| Total non-current assets | 41,517 | 44,263 | ||||||||||
| Current assets | ||||||||||||
| Trade and other receivables | 9 | 12,198 | 10,280 | |||||||||
| Tax receivable | 20,428 | 12,935 | ||||||||||
| Cash and cash equivalents | 278,870 | 129,716 | ||||||||||
| Total current assets | 311,496 | 152,931 | ||||||||||
| Total assets | 353,013 | 197,194 | ||||||||||
| Equity | ||||||||||||
| Share capital | 11 | 88 | 64 | |||||||||
| Share premium | 11 | 211,286 | - | |||||||||
| Foreign currency translation reserve | 11 | 33 | 163 | |||||||||
| Other reserves | 11 | 386,167 | 386,167 | |||||||||
| Share-based payment reserve | 11, 12 | 36,434 | 18,821 | |||||||||
| Accumulated deficit | (411,869 | ) | (349,869 | ) | ||||||||
| Total equity | 222,139 | 55,346 | ||||||||||
| Non-current liabilities | ||||||||||||
| Interest-bearing loans and borrowings | 10 | 36,135 | 36,654 | |||||||||
| Deferred liabilities | 14,953 | 24,868 | ||||||||||
| Lease liabilities | 24,923 | 25,190 | ||||||||||
| Provisions | 175 | 138 | ||||||||||
| Total non-current liabilities | 76,186 | 86,850 | ||||||||||
| Current liabilities | ||||||||||||
| Interest-bearing loans and borrowings | 10 | 546 | - | |||||||||
| Trade and other payables | 13 | 27,027 | 25,728 | |||||||||
| Deferred liabilities | 25,395 | 27,118 | ||||||||||
| Lease liabilities | 1,605 | 2,043 | ||||||||||
| Provisions | 115 | 109 | ||||||||||
| Total current liabilities | 54,688 | 54,998 | ||||||||||
| Total liabilities | 130,874 | 141,848 | ||||||||||
| Total equity and liabilities | 353,013 | 197,194 |
The accompanying notes form part of these unaudited condensed consolidated interim financial statements.
Immunocore Holdings plc
Unaudited Condensed Consolidated Interim Financial Statements
Unaudited Condensed Consolidated Statements of Changes in Equity
| Notes | Share capital '000 | Share premium '000 | Foreign currency translation reserve '000 | Share- based payment reserve '000 | Other reserve '000 | Accumulated deficit '000 | Total equity '000 | ||||||||||||||||||||||||
| At January 1, 2021 - adjusted | 64 | - | 163 | 18,821 | 386,167 | (349,869 | ) | 55,346 | |||||||||||||||||||||||
| Loss for the period | - | - | - | - | - | (62,000 | ) | (62,000 | ) | ||||||||||||||||||||||
| Other comprehensive loss | - | - | (130 | ) | - | - | - | (130 | ) | ||||||||||||||||||||||
| Total comprehensive loss for the period | - | - | (130 | ) | - | - | (62,000 | ) | (62,130 | ) | |||||||||||||||||||||
| Issue of share capital | 11 | 24 | 210,961 | - | - | - | - | 210,985 | |||||||||||||||||||||||
| Equity-settled share-based payment transactions | 11, 12 | - | 325 | - | 17,613 | - | - | 17,938 | |||||||||||||||||||||||
| At June 30, 2021 | 88 | 211,286 | 33 | 36,434 | 386,167 | (411,869 | ) | 222,139 | |||||||||||||||||||||||
| At January 1, 2020 - adjusted | 49 | - | (32 | ) | 10,659 | 283,201 | (279,106 | ) | 14,771 | ||||||||||||||||||||||
| Loss for the period | - | - | - | - | - | (35,856) | (35,856 | ) | |||||||||||||||||||||||
| Other comprehensive income | - | - | 322 | - | - | - | 322 | ||||||||||||||||||||||||
| Total comprehensive income / (loss) for the period | - | - | 322 | - | - | (35,856 | ) | (35,534 | ) | ||||||||||||||||||||||
| Conversion of interest-bearing loan | - | - | - | - | - | (510 | ) | (510 | ) | ||||||||||||||||||||||
| Derecognition of derivative liability | - | - | - | - | - | 3,840 | 3,840 | ||||||||||||||||||||||||
| Issue of share capital | 11 | 6 | - | - | 47,135 | - | 47,141 | ||||||||||||||||||||||||
| Equity-settled share-based payment transactions | 11, 12 | - | - | - | 3,392 | - | - | 3,392 | |||||||||||||||||||||||
| At June 30, 2020 | 55 | - | 290 | 14,051 | 330,336 | (311,632 | ) | 33,100 |
The accompanying notes form part of these unaudited condensed consolidated interim financial statements.
Immunocore Holdings plc
Unaudited Condensed Consolidated Interim Financial Statements
Unaudited Condensed Consolidated Statements of Cash Flows
| Six months ended June 30, | ||||||||
| 2021 '000 | 2020 '000 | |||||||
| Cash flows from operating activities | ||||||||
| Loss for the period | (62,000 | ) | (35,856 | ) | ||||
| Adjustments for: | ||||||||
| Depreciation of property, plant and equipment | 2,858 | 3,259 | ||||||
| Depreciation of right of use assets | 723 | 1,242 | ||||||
| Loss on disposal of property, plant and equipment | 182 | 23 | ||||||
| Net finance costs | 3,114 | 97 | ||||||
| Foreign exchange (gain) / loss | (616 | ) | 416 | |||||
| Equity settled share-based payment expenses | 17,938 | 3,392 | ||||||
| Income tax credit | (7,494 | ) | (6,855 | ) | ||||
| Working capital adjustments : | ||||||||
| Increase in trade and other receivables | (2,984 | ) | (1,834 | ) | ||||
| Increase / (decrease) in trade and other payables | 1,299 | (9,942 | ) | |||||
| Movement in provisions and other charges | 43 | (62 | ) | |||||
| Decrease in deferred liabilities | (11,638 | ) | (13,160 | ) | ||||
| Cash used in operations | (58,575 | ) | (59,280 | ) | ||||
| Net income tax credit received | - | 18,635 | ||||||
| Net cash used in operating activities | (58,575 | ) | (40,645 | ) | ||||
| Cash flows from investing activities | ||||||||
| Bank interest received on cash and cash equivalents | 15 | 258 | ||||||
| Proceeds from sale of property, plant and equipment | 64 | 15 | ||||||
| Purchase of property, plant and equipment | (356 | ) | (2,073 | ) | ||||
| Proceeds from investment in sub-leases | 321 | 116 | ||||||
| Net cash flows used in investing activities | 44 | (1,684 | ) | |||||
| Cash flows from financing activities | ||||||||
| Proceeds from exercise of share options | - | 45 | ||||||
| Gross proceeds from issue of share capital | 226,528 | 27,288 | ||||||
| Costs from issue of share capital | (15,543 | ) | (58 | ) | ||||
| Interest paid on non-current interest-bearing loan | (1,623 | ) | - | |||||
| Repayment of lease liabilities | (1,601 | ) | (2,221 | ) | ||||
| Net cash flows from financing activities | 207,761 | 25,054 | ||||||
| Increase/(decrease) in cash and cash equivalents | 149,230 | (17,275 | ) | |||||
| Net foreign exchange difference on cash held | (76 | ) | 118 | |||||
| Cash and cash equivalents at beginning of the period | 129,716 | 73,966 | ||||||
| Cash and cash equivalents at end of the period | 278,870 | 56,809 |
The accompanying notes form part of these unaudited condensed consolidated interim financial statements.
Immunocore Holdings plc
Unaudited Condensed Consolidated Interim Financial Statements
Notes to the Financial Statements
1. Organization and nature of business
Immunocore Holdings plc (the "Company") is a public limited company incorporated in England and Wales and has the following wholly owned subsidiaries, Immunocore Limited,
Immunocore LLC, Immunocore Commercial LLC, Immunocore Ireland Limited and Immunocore Nominees Limited (collectively referred to as the "Group").
On February 9, 2021, the Company completed its initial public offering ("IPO") of 11,426,280 American Depositary Shares ("ADSs") representing 11,426,280 ordinary shares with
nominal value of 0.002 per ordinary share for aggregate gross proceeds of $297,083,000. The Company's ADSs began trading on the Nasdaq Global Select Market under the ticker symbol "IMCR" on February 5, 2021.
In addition to the ADSs sold in the IPO, the Company completed the concurrent sale of an additional 576,923 ADSs at the initial offering price of $26.00
per ADS, for gross proceeds of approximately $15.0 million, in a private placement to the Bill & Melinda Gates Foundation ("Gates Foundation").
Prior to completion of the IPO, Immunocore Holdings Limited was incorporated in England and Wales on January 7, 2021. Following a subsequent corporate
reorganization, Immunocore Holdings Limited became the ultimate parent company for the Group and was re-registered as a public limited company with the name Immunocore Holdings plc, the registrant. The corporate reorganization has been accounted
for as a business combination under common control and therefore, Immunocore Holdings plc is a continuation of Immunocore Limited and its subsidiaries. The corporate reorganization has been given retrospective effect in these financial statements
and such financial statements represent the financial statements of Immunocore Holdings plc.
The principal activity of the Group is pioneering the development of a novel class of TCR bispecific immunotherapies called ImmTAX - Immune
mobilizing monoclonal TCRs Against X disease - designed to treat a broad range of diseases, including cancer, infectious and autoimmune. Leveraging its proprietary, flexible, off-the-shelf ImmTAX platform, the Group is developing a deep
pipeline in multiple therapeutic areas, including five clinical stage programs in oncology and infectious disease, advanced pre-clinical programs in autoimmune disease and multiple earlier pre-clinical programs.
2. Significant accounting policies
Basis of preparation
The unaudited condensed consolidated interim financial statements for the three and six months ended June 30, 2021 and 2020 have been prepared in accordance with International
Accounting Standard 34, "Interim Financial Reporting" ("IAS 34"). The accounting policies and methods of computation applied in the preparation of the unaudited condensed consolidated interim financial
statements are consistent with those applied in the Group's annual financial statements for the year ended December 31, 2020.
The unaudited condensed consolidated interim financial statements do not include all of the information required for the full annual financial statements and should be read in
conjunction with the annual consolidated financial statements of the Group for the year ended December 31, 2020 included in the Company's Annual Report on Form 20-F for the year ended December 31, 2020, filed with the Securities and Exchange
Commission on March 25, 2021 (the "Annual Report").
The unaudited condensed and consolidated interim financial statements have been prepared under the historical cost basis, as modified by the recognition of certain financial
instruments measured at fair value and are presented in pounds sterling which is the Company's functional currency. All values are rounded to the nearest thousand, except where otherwise indicated.
Date of authorization
These unaudited condensed consolidated interim financial statements were prepared at the request of the Company's Board of Directors (the "Board") and were approved by the
Board on August 11, 2021 and signed on its behalf by Dr. Bahija Jallal, Chief Executive Officer of the Group.
Adoption of New Accounting Standards
There have been no recent new accounting standards that have had an impact on these unaudited condensed consolidated interim financial statements. New accounting standards not
listed below were assessed and determined to be either not applicable or did not have a material impact on the unaudited condensed consolidated interim financial statements or processes.
During the six-month period ended June 30, 2020, Interest Rate Benchmark Reform - Phase 1, issued by the International Accounting Standards Board ("IASB"), became effective.
Phase 1 contained amendments to IFRS 9, IAS 39, and IFRS 7 related to the impact of interest rate benchmark reform on hedging relationships. These amendments were not applicable to the Group, as the Group does not have any hedging arrangements.
During the six month period ended June 30, 2021, the Group adopted the amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16 related to Interest Rate Benchmark Reform - Phase 2, issued by the IASB, which addresses issues that might affect
financial reporting during the reform on an interest rate benchmark. The only financial instrument subject to interest rate reform is the Group's loan and security agreement ("Loan Agreement") with Oxford Finance Luxembourg S.A.R.L. ("Oxford
Finance"), which has a carrying amount of 36,681,000 as of June 30, 2021 ( 36,654,000 as of December 31, 2020). Currently, borrowings under the Loan Agreement bear interest at an annual rate equal to LIBOR plus 8.85%, with a minimum rate of 9.01%
and a maximum rate of 12.01%. LIBOR is the subject of recent national, international, and other regulatory guidance and proposals for reform, which may cause LIBOR to cease to exist after 2021 or to perform differently than in the past. While the
Group expects that alternatives to LIBOR will be implemented prior to the 2021 target date or that the 2021 cessation date may be extended, the consequences and timing of these developments cannot be predicted. There is currently no definitive
information regarding the future utilization of LIBOR or of any particular replacement rate. A transition away from LIBOR as a benchmark for establishing the applicable interest rate may adversely affect the Group's outstanding variable-rate
The Group reported cash and cash equivalents of 278,870,000 and net current assets of 256,808,000 as at June 30, 2021,
with an operating loss for the six months ended June 30, 2021 of 66,380,000. The Group did not generate positive operational cash flow which was largely due to the continuing focus on the research, development, and clinical activities to
advance the programs within the Group's pipeline. During the six months ended June 30, 2021, the Company completed its IPO and the private placement to the Gates Foundation and received net proceeds of $286,887,000.
In assessing the going concern assumptions, the Board has undertaken an assessment of the forecasts, prepared through the end of 2022. As part of this assessment, the Board
has considered the impact of the ongoing coronavirus 2019 ( COVID-19'') pandemic and have concluded that COVID-19 may have an impact, but the Board considers that any future impact will be minimal on clinical trials or other business activities
over the period assessed for going concern purposes. As of the date of these financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or
revise the carrying value of its assets or liabilities. Actual results could differ from these estimates, and any such differences may be material to the Company's financial statements.
Given the current cash position and the assessment performed, the Board is confident that the Group will have sufficient funds to continue to meet its liabilities as they fall
due until at least the end of 2022 and therefore, have prepared the financial statements on a going concern basis. As the Group continues to incur significant expenses in the pursuit of its business strategy, additional funding will be needed
before the existing programs are expected to reach commercialization, which would potentially lead to operational cash inflows. Until the Group can generate significant revenue from product sales, if ever, it expects to finance its operations
through a combination of public or private equity offerings and debt financings or other sources, such as potential collaboration agreements, strategic alliances and licensing arrangements.
Estimates and judgements
The preparation of the unaudited condensed consolidated interim financial statements in conformity with IAS 34 requires management to make judgments, estimates and
assumptions. These judgments, estimates and assumptions affect the reported assets and liabilities as well as contingent liabilities and income and expenses in the financial period.
The estimates and associated assumptions are based on information available when the unaudited condensed consolidated interim financial statements are prepared, historical
experience and various other factors which are believed to be reasonable under the circumstances. Judgements and assumptions are primarily made in relation to revenue recognition, the valuation of ordinary shares prior to the IPO, the incremental
borrowing rate for leases and valuation of derivatives.
Existing circumstances and assumptions about future developments may change due to market changes or circumstances arising that are beyond the Group's control. Hence,
estimates may vary from the actual results.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which they become known and are
applied prospectively.
Those judgements and estimates made, together with our significant accounting policies, are disclosed in the consolidated financial statements of the Group for the year ended
December 31, 2020, included in the Annual Report. There have been no changes to these accounting policies for the six months ended June 30, 2021.
IPO related expenses
Incremental costs incurred and directly attributable to the offering of securities were deducted from the related proceeds of the IPO. The net amount is recorded as contributed
shareholders' equity in the period when such shares, represented by ADSs, were issued. Costs that are not incremental and directly attributable to issuing new shares, represented by ADSs, are recorded as an expense in the consolidated statements of
loss and other comprehensive income. Costs that relate to both new share issuances and listing of existing shares are allocated between those functions on a rational and consistent basis. In the absence of a more specific basis for apportionment, an
allocation of common costs based on the proportion of new shares issued to the total number of (new and existing) shares listed has been used.
Revenue recognized during the three and six months ended June 30, 2021 and 2020 was from collaboration agreements with GlaxoSmithKline Intellectual Property Development Ltd
("GlaxoSmithKline"), Eli Lilly and Company ("Eli Lilly") and Genentech, Inc. ("Genentech").
| For the three months ended June 30, | For the six months ended June 30, | |||||||||||||||
| 2021 '000 | 2020 '000 | 2021 '000 | 2020 '000 | |||||||||||||
| GlaxoSmithKline | 1,286 | 1,705 | 4,656 | 2,400 | ||||||||||||
| Eli Lilly | - | 424 | - | 3,098 | ||||||||||||
| Genentech | 4,447 | 5,658 | 9,347 | 10,544 | ||||||||||||
| 5,733 | 7,787 | 14,003 | 16,042 | |||||||||||||
| United Kingdom | 1,286 | 1,705 | 4,656 | 2,400 | ||||||||||||
| United States | 4,447 | 6,082 | 9,347 | 13,642 | ||||||||||||
| 5,733 | 7,787 | 14,003 | 16,042 |
Genentech Collaboration.
During the three and six months ended June 30, 2021, the Group recognized 4,447,000 and 9,347,000 of revenue, respectively, relating to the 2018 Genentech Agreement and
Imm-C103C (for the three and six months ended June 30, 2020: 5,658,000 and 10,544,000, respectively). The revenue recognized represents both deductions from deferred revenue and research and development costs reimbursed, predominantly for
clinical trial costs. Such reimbursements arise in order to ensure that research and development costs are shared equally in-line with the Genentech Agreement. Of the total revenue recognized during the three and six months ended June 30, 2021,
175,000 and 803,000, respectively, represented research and development cost reimbursements (for the three and six months ended June 30, 2020: 1,385,000 and 1,636,000 respectively).
GlaxoSmithKline Collaboration