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condensed Consolidated Financial Statements for the three- and six-month periods ended June 30, 2021, included herein, have been prepared in accordance with International Financial Reporting Standards
( IFRS ) as issued by the International Accounting Standards Board ( IASB ). The Consolidated Financial Statements are presented in euros. All references in this interim report to $, and U.S. dollars mean
U.S. dollars and all references to and euros mean euros, unless otherwise noted.
This interim report, including
Management s Discussion and Analysis of Financial Condition and Results of Operations, contain statements that constitute forward-looking statements within the meaning of Section 21E of the Exchange Act and Section 27A of
the Securities Act of 1933, as amended (the Securities Act ). All statements other than statements of historical facts, including statements regarding our future results of operations and financial position, business and commercial
strategy, potential market opportunities, products and product candidates, research pipeline, ongoing and planned preclinical studies and clinical trials, regulatory submissions and approvals, research and development costs, timing and likelihood of
success, as well as plans and objectives of management for future operations are forward-looking statements. Many of the forward-looking statements contained in this interim report can be identified by the use of forward-looking words such as
anticipate, believe, could, expect, should, plan, intend, estimate, will and potential, among others. Forward-looking statements
are based on our management s beliefs and assumptions and on information available to our management at the time such statements are made. Such statements are subject to risks and uncertainties, and actual results may differ materially from
those expressed or implied in the forward-looking statements due to various factors, including, but not limited to: the severity and duration of the evolving COVID-19 pandemic and the resulting impact on
macro-economic conditions; inconclusive clinical trial results or clinical trials failing to achieve one or more endpoints, early data not being repeated in ongoing or future clinical trials, failures to secure required regulatory approvals,
disruptions from failures by third-parties on whom we rely in connection with our clinical trials, delays or negative determinations by regulatory authorities, changes or increases in oversight and regulation; increased competition; manufacturing
delays or problems, inability to achieve enrollment targets, disagreements with our collaboration partners or failures of collaboration partners to pursue product candidates, legal challenges, including product liability claims or intellectual
property disputes, commercialization factors, including regulatory approval and pricing determinations, disruptions to access to raw materials or starting material, proliferation and continuous evolution of new technologies; disruptions to
Immatics business; management changes; dislocations in the capital markets; and other important factors described under Risk Factors in our Annual Report on Form 20-F for the year ended
December 31, 2020, filed with the Securities and Exchange Commission on March 30, 2021 and those described in our other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they
were made. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified and some of which are beyond our control, you should not rely on these forward-looking statements as
predictions of future events. Moreover, we operate in an evolving environment. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties. Except as required
by applicable law, we do not plan to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, changed circumstances or otherwise.
We own various trademark registrations and applications, and unregistered trademarks, including
Immatics , XPRESIDENT , ACTengine , ACTallo , ACTolog , XCEPTOR ,
TCER , AbsQuant , IMADetect and our corporate logo. All other trade
names, trademarks and service marks of other companies appearing in this interim report are the property of their respective owners. Solely for convenience, the trademarks and trade names in this interim report may be referred to without the and symbols, but such references should not be construed as any indicator that their respective owners will not assert, to the
fullest extent under applicable law, their rights thereto. We do not intend to use or display other companies trademarks and trade names to imply a relationship with, or endorsement or sponsorship of us by, any other companies.
As used in this interim report, the terms Immatics, we, our, us, the Group and the
Company refer to Immatics N.V. and its subsidiaries, taken as a whole, unless the context otherwise requires. The unaudited condensed consolidated financial statements and Management s Discussion & Analysis of Financial Condition
and Results of Operations in this interim report are related to Immatics N.V. and its German subsidiary Immatics Biotechnologies GmbH as well as its U.S. subsidiary Immatics U.S. Inc.
Unaudited Condensed Consolidated Statement of Financial Position of Immatics N.V.
| As of | ||||||||||||
| Notes | June 30, 2021 (Restated) | December 31, 2020 (Restated) | ||||||||||
| (Euros in thousands) | ||||||||||||
| Assets | ||||||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | 160,093 | 207,530 | ||||||||||
| Other financial assets | 14 | 32,712 | 24,448 | |||||||||
| Accounts receivable | 718 | 1,250 | ||||||||||
| Other current assets | 5 | 4,815 | 5,763 | |||||||||
| Total current assets | 198,338 | 238,991 | ||||||||||
| Non-current assets | ||||||||||||
| Property, plant and equipment | 9 | 8,747 | 7,868 | |||||||||
| Intangible assets | 9 | 1,262 | 914 | |||||||||
| Right-of-use assets | 9 | 7,313 | 6,149 | |||||||||
| Other non-current assets | 845 | 724 | ||||||||||
| Total non-current assets | 18,167 | 15,655 | ||||||||||
| Total assets | 216,505 | 254,646 | ||||||||||
| Liabilities and shareholders deficit | ||||||||||||
| Current liabilities | ||||||||||||
| Provisions | 10 | 1,960 | 51 | |||||||||
| Accounts payable | 9,407 | 10,052 | ||||||||||
| Deferred revenue | 6 | 57,998 | 46,600 | |||||||||
| Other financial liabilities | 20,805 | 16,869 | ||||||||||
| Lease liabilities | 2,321 | 1,881 | ||||||||||
| Other current liabilities | 11 | 1,442 | 2.025 | |||||||||
| Total current liabilities | 93,933 | 77,478 | ||||||||||
| Non-current liabilities | ||||||||||||
| Deferred revenue | 6 | 62,201 | 85,475 | |||||||||
| Lease liabilities | 4,736 | 4,306 | ||||||||||
| Total non-current liabilities | 66,937 | 89,781 | ||||||||||
| Shareholders equity | ||||||||||||
| Share capital | 629 | 629 | ||||||||||
| Share premium | 554,965 | 538,695 | ||||||||||
| Accumulated deficit | (493,824 | ) | (444,478 | ) | ||||||||
| Other reserves | (6,135 | ) | (7,459 | ) | ||||||||
| Total shareholders equity | 55,635 | 87,387 | ||||||||||
| Total liabilities and shareholders equity | 216,505 | 254,646 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Unaudited Condensed Consolidated Statement of Loss of Immatics N.V.
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||
| Notes | 2021 (Restated) | 2020 | 2021 (Restated) | 2020 | ||||||||||||||||
| (Euros in thousands, except share and per share data) | (Euros in thousands, except share and per share data) | |||||||||||||||||||
| Revenue from collaboration agreements | 6 | 5,189 | 6,896 | 12,592 | 13,936 | |||||||||||||||
| Research and development expenses | (20,340 | ) | (16,505 | ) | (43,389 | ) | (28,751 | ) | ||||||||||||
| General and administrative expenses | (8,271 | ) | (10,076 | ) | (16,702 | ) | (16,264 | ) | ||||||||||||
| Other income | 26 | 86 | 265 | 200 | ||||||||||||||||
| Operating result | (23,396 | ) | (19,599 | ) | (47,234 | ) | (30,879 | ) | ||||||||||||
| Financial income | 213 | 437 | 3,101 | 1,083 | ||||||||||||||||
| Financial expenses | (629 | ) | (2,164 | ) | (1,277 | ) | (110 | ) | ||||||||||||
| Change in fair value of warrant liabilities | (2,722 | ) | (3,936 | ) | ||||||||||||||||
| Financial result | 7 | (3,138 | ) | (1,727 | ) | (2,112 | ) | 973 | ||||||||||||
| Loss before taxes | (26,534 | ) | (21,326 | ) | (49,346 | ) | (29,906 | ) | ||||||||||||
| Taxes on income | ||||||||||||||||||||
| Net loss | (26,534 | ) | (21,326 | ) | (49,346 | ) | (29,906 | ) | ||||||||||||
| Attributable to: | ||||||||||||||||||||
| Equity holders of the parent | (26,534 | ) | (21,043 | ) | (49,346 | ) | (29,349 | ) | ||||||||||||
| Non-controlling interest | (283 | ) | (557 | ) | ||||||||||||||||
| Net loss | (26,534 | ) | (21,326 | ) | (49,346 | ) | (29,906 | ) | ||||||||||||
| Net loss per share - basic and diluted | (0.42 | ) | (0.64 | ) | (0.78 | ) | (0.89 | ) | ||||||||||||
| Weighted average shares outstanding - basic and diluted | 62,909,095 | 33,093,838 | 62,908,945 | 33,093,838 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Unaudited Condensed Consolidated Statement of Comprehensive Loss of Immatics N.V.
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||
| Notes | 2021 (Restated) | 2020 | 2021 (Restated) | 2020 | ||||||||||||||||
| (Euros in thousands) | (Euros in thousands) | |||||||||||||||||||
| Net Loss | (26,534 | ) | (21,326 | ) | (49,346 | ) | (29,906 | ) | ||||||||||||
| Other comprehensive loss | ||||||||||||||||||||
| Items that may be reclassified subsequently to profit or loss, net of tax | ||||||||||||||||||||
| Currency translation differences from foreign operations | (1,401 | ) | 791 | 1,324 | 99 | |||||||||||||||
| Total comprehensive loss for the period | (27,935 | ) | (20,535 | ) | (48,022 | ) | (29,807 | ) | ||||||||||||
| Attributable to: | ||||||||||||||||||||
| Equity holders of the parent | (27,935 | ) | (20,252 | ) | (48,022 | ) | (29,250 | ) | ||||||||||||
| Non-controlling interest | (283 | ) | (557 | ) | ||||||||||||||||
| Total comprehensive loss for the period | (27,935 | ) | (20,535 | ) | (48,022 | ) | (29,807 | ) |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Unaudited Condensed Consolidated Statement of Cash Flows of Immatics N.V.
| Six months ended June 30, | ||||||||
| 2021 (Restated) | 2020 | |||||||
| (Euros in thousands) | ||||||||
| Cash flows from operating activities | ||||||||
| Loss before taxation | (49,346 | ) | (29,906 | ) | ||||
| Adjustments for: | ||||||||
| Interest income | (87 | ) | (755 | ) | ||||
| Depreciation and amortization | 2,264 | 2,288 | ||||||
| Interest expense | 140 | 110 | ||||||
| Equity settled share-based payment | 16,270 | 6,928 | ||||||
| MD Anderson compensation expense | 45 | |||||||
| Increase in other liabilities resulting from share appreciation rights | 7,773 | |||||||
| Cash-out related to share-based compensation previously classified as equity-settled | (4,322 | ) | ||||||
| Net foreign exchange differences | 236 | 1 | ||||||
| Change in fair value of warrant liabilities | 3,936 | |||||||
| Changes in working capital | ||||||||
| Decrease in accounts receivable | 532 | 530 | ||||||
| Decrease/(increase) in other assets | 902 | (1,106 | ) | |||||
| (Increase) in accounts payable and other current liabilities | (11,363 | ) | (9,724 | ) | ||||
| Interest received | 54 | 510 | ||||||
| Interest paid | (140 | ) | (110 | ) | ||||
| Net cash used in operating activities | (36,602 | ) | (27,738 | ) | ||||
| Cash flows from investing activities | ||||||||
| Payments for property, plant and equipment | (1,912 | ) | (4,514 | ) | ||||
| Cash paid for investments classified in Other financial assets | (53,782 | ) | (32,859 | ) | ||||
| Cash received from maturity of investments classified in Other financial assets | 45,770 | 48,881 | ||||||
| Payments for intangible assets | (390 | ) | (36 | ) | ||||
| Proceeds from disposal of property, plant and equipment | 8 | |||||||
| Net cash (used in)/provided by investing activities | (10,306 | ) | 11,472 | |||||
| Cash flows from financing activities | ||||||||
| Payments for leases | (1,348 | ) | (1,168 | ) | ||||
| Net cash used in financing activities | (1,348 | ) | (1,168 | ) | ||||
| Net decrease in cash and cash equivalents | (48,256 | ) | (17,434 | ) | ||||
| Cash and cash equivalents at beginning of period | 207,530 | 103,353 | ||||||
| Effects of exchange rate changes on cash and cash equivalents | 819 | 137 | ||||||
| Cash and cash equivalents at end of period | 160,093 | 86,056 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Unaudited Condensed Consolidated Statement of Changes in Shareholders equity (deficit) of Immatics
| (Euros in thousands) | Notes | Share capital | Share premium | Accumulated deficit | Other reserves | Total equity (deficit) attributable to shareholders of the parent | Non- controlling interest | Total share- holders equity (deficit) | ||||||||||||||||||||||||
| Balance as of January 1, 2020 | 1,164 | 190,945 | (233,194 | ) | (770 | ) | (41,855 | ) | 1,020 | (40,835 | ) | |||||||||||||||||||||
| Other comprehensive loss | 99 | 99 | 99 | |||||||||||||||||||||||||||||
| Net loss | (29,349 | ) | (29,349 | ) | (557 | ) | (29,906 | ) | ||||||||||||||||||||||||
| Comprehensive loss for the year | (29,349 | ) | 99 | (29,250 | ) | (557 | ) | (29,807 | ) | |||||||||||||||||||||||
| Equity-settled share-based compensation | 12 | 6,928 | 6,928 | 6,928 | ||||||||||||||||||||||||||||
| Cash-out related to share-based compensation previously classified as equity-settled | (4,322 | ) | (4,322 | ) | (4,322 | ) | ||||||||||||||||||||||||||
| MD Anderson milestone compensation expense | 45 | 45 | ||||||||||||||||||||||||||||||
| Balance as of June 30, 2020 | 1,164 | 193,551 | (262,543 | ) | (671 | ) | (68,499 | ) | 508 | (67,991 | ) | |||||||||||||||||||||
| Balance as of January 1, 2021 (Restated) | 629 | 538,695 | (444,478 | ) | (7,459 | ) | 87,387 | 87,387 | ||||||||||||||||||||||||
| Other comprehensive income | 1,324 | 1,324 | 1,324 | |||||||||||||||||||||||||||||
| Net loss | (49,346 | ) | (49,346 | ) | (49,346 | ) | ||||||||||||||||||||||||||
| Comprehensive income/(loss) for the year | (49,346 | ) | 1,324 | (48,022 | ) | (48,022 | ) | |||||||||||||||||||||||||
| Equity-settled share-based compensation | 12 | 16,270 | 16,270 | 16,270 | ||||||||||||||||||||||||||||
| Balance as of June 30, 2021 (Restated) | 629 | 554,965 | (493,824 | ) | (6,135 | ) | 55,635 | 55,635 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Notes to the Unaudited Condensed Consolidated Financial Statements of Immatics N.V.
1. Group information
Immatics N.V, together with its
German subsidiary Immatics Biotechnologies GmbH and its U.S. subsidiary, Immatics US Inc., ( Immatics or the Group ) is a biotechnology group that is primarily engaged in the research and development of T cell redirecting
immunotherapies for the treatment of cancer. Immatics N.V., a Dutch public limited liability company, was converted on July 1, 2020 from Immatics B.V., a Dutch company with limited liability. Immatics Biotechnologies GmbH and Immatics US Inc.
became subsidiaries of Immatics N.V. as part of the ARYA Merger on July 1, 2020. Immatics N.V is registered with the commercial register at the Netherlands Chamber of Commerce under RSIN 861058926 with a corporate seat in Amsterdam and is
located at Paul-Ehrlich Str. 15 in 72076 T bingen, Germany. Prior to July 1, 2020, Immatics N.V. was a shell company with no active trade or business or subsidiaries and all relevant assets and liabilities as well as income and expenses
were borne by Immatics Biotechnologies GmbH and its U.S. subsidiary Immatics US, Inc. Therefore, the comparable financial results for the three and six months ended June 30, 2020, represent consolidated financial results of Immatics
Biotechnologies GmbH.
These interim condensed consolidated financial statements of the Group for the three and six months ended June 30, 2021, were
authorized for issue by the Audit Committee of Immatics N.V. on August 5, 2021 except for the impact of the matter discussed in Note 3.2 Restatement of Unaudited Condensed Consolidated Financial Statements to correct the presentation of the warrants
which was approved by the Audit Committee of Immatics N.V. on October 26, 2021.
2. Significant events and changes in the current reporting period
The Group was affected by the following events or transactions during the three and six months ended June 30, 2021.
December 2019, a novel strain of coronavirus ( COVID-19 ) emerged in Wuhan, China. On January 30, 2020, the World Health Organization declared the outbreak a pandemic and a global emergency. In
response, many countries and businesses still institute travel restrictions, quarantines, and office closures. The extent of the pandemic and governmental responses may impact our ability to obtain raw materials and equipment used for research and
development, obtain sufficient additional funds to finance our operations, and conduct clinical trials, any of which could materially and adversely affect our business.
Management continues to monitor the situation and enacted significant measures to protect the Group s supply chain, employees, and the execution of
clinical trials. To date, the pandemic has resulted in a slowdown in activities related to the Group s laboratory operations and at some of its suppliers. The ongoing spread of COVID-19 may also
negatively impact the Group s ability to conduct clinical trials, including potential delays and restrictions on the Group s ability to recruit and retain patients, and the availability of principal investigators and healthcare employees. COVID-19 could also affect the operations of contract research organizations, which may also result in delays or disruptions in the supply of product candidates. Immatics continues to expand its clinical programs
with additional clinical trial sites opening in the U.S. and in Europe. Given the ongoing vaccination programs both in the U.S. and in Europe we currently do not expect significant negative impacts on the Group s activities in the future.
However, COVID-19 also showed the ability of mutation with potential mutants in the future limiting the impact of the vaccines. This could again lead to further negative impacts.
3. Significant accounting policies
The interim condensed consolidated financial statements of the Group as of June 30, 2021 and 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 ), as issued by the International Accounting Standards Board ( IASB ).
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and
should be read in conjunction with the Group s annual financial statements for the year ended December 31, 2020, which have been prepared in accordance with International Financial Reporting Standards ( IFRS ) as issued by the
IASB, taking into account the recommendations of the International Financial Reporting Standards Interpretations Committee ( IFRS IC ).
The interim condensed consolidated financial statements are presented in Euros. Amounts are stated in
thousands of Euros, unless otherwise indicated.
The accounting policies adopted in the preparation of the interim condensed consolidated financial
statements are consistent with those followed in the preparation of the Group s annual consolidated financial statements for the year ended December 31, 2020. The new and amended standards and interpretations applied for the first time as
of January 1, 2021, as disclosed in the notes to the consolidated financial statements for the year ended December 31, 2020, had no impact on the interim condensed consolidated financial statements of the Group for the three and six months
ended as of June 30, 2021.
As of June 30, 2021, Immatics holds bonds. The bonds contractual cash flows represent solely payments of
principal and interest and Immatics intends to hold the bonds to collect the contractual cash flows. The Group therefore accounts for the bonds as a financial asset at amortized cost.
The Group had a non-controlling interest, representing approximately 3.96% of the Group s Immatics US, Inc.
subsidiary as of June 30, 2020, held by MD Anderson. On July 1, 2020 and as part of the ARYA Merger, this non-controlling interest in Immatics US, Inc. was exchanged for ordinary shares in Immatics
3.2 Restatement of Unaudited Condensed Consolidated Financial Statements to correct the presentation of the warrants
On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission (the
SEC ) together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies entitled Staff Statement on Accounting and Reporting Considerations for Warrants
Issued by Special Purpose Acquisition Companies ( SPACs ) (the SEC Statement ). The Staff Statement clarified guidance for all SPAC-related companies regarding the accounting and reporting for their warrants that could
result in the warrants issued by SPACs being classified as a liability measured at fair value, with non-cash fair value adjustments recorded in the statement of operations for each reporting period. This guidance was applicable for companies that
reported using U.S. GAAP.
Under IFRS, there are alternative perspectives on whether warrants issued by a SPAC that are considered in determining the IFRS
2 charge for listing services can (i) continue to be accounted for under IFRS 2 and presented in equity or (ii) should be evaluated under IAS 32 and presented as a liability and adjusted to fair value at the balance sheet date.
Given the alternative perspectives, Immatics believed there was a choice to account for the warrants under IFRS 2 as part of equity or as a liability under
IAS 32 and elected to present the warrants as part of equity. However, Immatics has observed that another foreign private issuer has restated its financial statements recently following the dialogue it reported with the Staff, and changed the
presentation of its warrants from equity to liability under IFRS.
Immatics previously classified its warrants as equity. The Company reviewed and
discussed the accounting treatment of its warrants with its financial advisors and the audit committee of its board of directors and evaluated the applicability and potential impact of the SEC Staff s view on the accounting for the warrants
Following this review and evaluation, and after consulting with management, the Company s board of directors, upon the recommendation of
the audit committee, concluded that, in light of the recent developments it should restate its financial statements to correct for the misapplication of IFRS and to account for the warrants as a liability that is adjusted to fair value
The financial statements of 2020 were restated in the Amendment No. 1 of the 20-F published on October 28, 2021.
The following represents the reconciliation of our unaudited condensed Consolidated Statement of Financial Position as of June 30, 2021:
| As of June 30, 2021 | ||||||||||||
| As previously reported | Adjustment | As restated | ||||||||||
| (Euros in thousands) | ||||||||||||
| Total Assets | 216,505 | 216,505 | ||||||||||
| Other financial liabilities | 20,805 | 20,805 | ||||||||||
| Total current liabilities | 73,128 | 20,805 | 93,933 | |||||||||
| Total non-current liabilities | 66,937 | 66,937 | ||||||||||
| Total liabilities | 140,065 | 20,805 | 160,870 | |||||||||
| Shareholders equity (deficit) | ||||||||||||
| Share capital | 629 | 629 | ||||||||||
| Share premium | 589,609 | (34,644 | ) | 554,965 | ||||||||
| Accumulated deficit | (507,663 | ) | 13,839 | (493,824 | ) | |||||||
| Other reserves | (6,135 | ) | (6,135 | ) | ||||||||
| Total equity (deficit) attributable to shareholders of the parent | 76,440 | (20,805 | ) | 55,635 | ||||||||
| Total shareholders equity (deficit) | 76,440 | (20,805 | ) | 55,635 | ||||||||
| Total liabilities and shareholders equity (deficit) | 216,505 | 216,505 |
The following represents the reconciliation of our unaudited condensed Consolidated Statement of Loss for the three-months