Full Press Release Details
PROQR THERAPEUTICS N.V.
Unaudited Condensed Financial Statements
| PAGE | ||||
| Unaudited Condensed Statement of Financial Position as of December 31, 2013 and December 31, 2014 | F-2 | |||
| Unaudited Condensed Statement of Comprehensive Loss for the Three Months Ended December 31, 2013 and 2014 and the Year Ended December 31, 2013 and 2014 | F-3 | |||
| Unaudited Condensed Statement of Changes in Equity for the Year Ended December 31, 2013 and 2014 | F-4 | |||
| Unaudited Condensed Statement of Cash Flows for the Three Months Ended December 31, 2013 and 2014 and the Year Ended December 31, 2013 and 2014 | F-5 | |||
| Notes to Unaudited Condensed Financial Statements | F-6 |
PROQR THERAPEUTICS N.V.
Unaudited Condensed Statement of Financial Position
| December 31, 2013 | December 31, 2014 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 4,129 | 112,736 | ||||||
| Other receivables and prepayments | 59 | 735 | ||||||
| Social securities and other taxes | 73 | 426 | ||||||
| Total current assets | 4,261 | 113,897 | ||||||
| Property, plant and equipment | 204 | 1,187 | ||||||
| Intangible assets | 39 | 163 | ||||||
| Total assets | 4,504 | 115,247 | ||||||
| Liabilities and shareholders equity | ||||||||
| Current liabilities | ||||||||
| Deferred revenues | ||||||||
| Convertible loan | 2,514 | |||||||
| Finance lease liabilities | 35 | 34 | ||||||
| Trade payables | 745 | 1,247 | ||||||
| Social securities and other taxes | 29 | 341 | ||||||
| Pension premiums | 17 | 127 | ||||||
| Other current liabilities | 262 | 1,265 | ||||||
| Total current liabilities | 3,602 | 3,014 | ||||||
| Finance lease liabilities | 48 | 15 | ||||||
| Borrowings | 943 | 2,814 | ||||||
| Total liabilities | 4,593 | 5,843 | ||||||
| Shareholders equity | ||||||||
| Shareholders equity | (89 | ) | 109,404 | |||||
| Total liabilities and shareholders equity | 4,504 | 115,247 |
The notes are an integral part of these condensed financial statements.
PROQR THERAPEUTICS N.V.
Unaudited Condensed Statement of Comprehensive Loss
( in thousands, except share and per share data)
| THREE MONTHS ENDED DECEMBER 31, | YEAR ENDED DECEMBER 31, | |||||||||||||||
| 2013 | 2014 | 2013 | 2014 | |||||||||||||
| Other income | 309 | 116 | 313 | |||||||||||||
| Research and development costs | (1,269 | ) | (3,273 | ) | (2,569 | ) | (10,267 | ) | ||||||||
| General and administrative costs | (346 | ) | (1,997 | ) | (786 | ) | (6,507 | ) | ||||||||
| Total operating costs | (1,615 | ) | (5,270 | ) | (3,355 | ) | (16,774 | ) | ||||||||
| Operating result | (1,615 | ) | (4,961 | ) | (3,239 | ) | (16,461 | ) | ||||||||
| Finance income and expense | (19 | ) | 2,924 | (14 | ) | 4,334 | ||||||||||
| Result before corporate income taxes | (1,634 | ) | (2,037 | ) | (3,253 | ) | (12,127 | ) | ||||||||
| Income taxes | ||||||||||||||||
| Net loss (attributable to equity holders of the Company | (1,634 | ) | (2,037 | ) | (3,253 | ) | (12,127 | ) | ||||||||
| Other comprehensive income | ||||||||||||||||
| Total comprehensive loss (attributable to equity holders of the Company) | (1,634 | ) | (2,037 | ) | (3,253 | ) | (12,127 | ) | ||||||||
| Share information | ||||||||||||||||
| Weighted average number of shares outstanding 1,2 | 6,108,152 | 23,338,154 | 5,517,688 | 11,082,801 | ||||||||||||
| Earnings per share attributable to the equity holders of the Company (expressed in Euro per share) | (0.27 | ) | (0.09 | ) | (0.59 | ) | (1.09 | ) | ||||||||
| Basic and diluted loss per share 1 | (0.27 | ) | (0.09 | ) | (0.59 | ) | (1.09 | ) |
The notes are an integral part of these condensed financial statements.
PROQR THERAPEUTICS N.V.
Unaudited Condensed Statement of Changes in Equity
( in thousands, except share data)
| Number of shares | Total Share Capital | Share Premium | Equity Settled Employee Benefit Reserve | Accumulated Deficit | Total Equity | |||||||||||||||||||||||
| Ordinary | Preferred | |||||||||||||||||||||||||||
| Balance at January 1, 2013 | 3,413,292 | 33 | 484 | (418 | ) | 99 | ||||||||||||||||||||||
| Net loss | (3,253 | ) | (3,253 | ) | ||||||||||||||||||||||||
| Recognition of share-based payments | 41 | 41 | ||||||||||||||||||||||||||
| Shares issued in the period | 3,592,773 | 35 | 2,998 | 3,033 | ||||||||||||||||||||||||
| Treasury shares issued | (897,913 | ) | (9 | ) | (9 | ) | ||||||||||||||||||||||
| Balance at December 31, 2013 | 6,108,152 | 59 | 3,482 | 41 | (3,671 | ) | (89 | ) | ||||||||||||||||||||
| Balance at January 1, 2014 | 6,108,152 | 59 | 3,482 | 41 | (3,671 | ) | (89 | ) | ||||||||||||||||||||
| Net loss | (12,127 | ) | (12,127 | ) | ||||||||||||||||||||||||
| Recognition of share-based payments | 646 | 646 | ||||||||||||||||||||||||||
| Shares issued in the period | 9,490,336 | 8,265,179 | 880 | 122,291 | 123,171 | |||||||||||||||||||||||
| Conversion of preferred shares | 8,265,179 | (8,265,179 | ) | |||||||||||||||||||||||||
| Treasury shares issued | (525,513 | ) | (5 | ) | (2,192 | ) | (2,197 | ) | ||||||||||||||||||||
| Balance at December 31, 2014 | 23,338,154 | 934 | 123,581 | 687 | (15,798 | ) | 109,404 |
The notes are an integral part of these condensed financial statements
PROQR THERAPEUTICS N.V.
Unaudited Condensed Statement of Cash Flows
| THREE MONTHS ENDED DECEMBER 31 | YEAR ENDED DECEMBER 31, | |||||||||||||||
| 2013 | 2014 | 2013 | 2014 | |||||||||||||
| Cash flows from operating activities | ||||||||||||||||
| Net loss | (1,634 | ) | (2,037 | ) | (3,253 | ) | (12,127 | ) | ||||||||
| Adjustments for: | ||||||||||||||||
| Depreciation | 13 | 61 | 24 | 126 | ||||||||||||
| Share-based payment expenses | 39 | 240 | 41 | 646 | ||||||||||||
| Financial income and expense | 19 | (2,924 | ) | 14 | (4,334 | ) | ||||||||||
| - Working capital changes | 628 | (315 | ) | 829 | 1,090 | |||||||||||
| Corporate income tax paid | ||||||||||||||||
| Interest received | 8 | (6 | ) | 13 | 142 | |||||||||||
| Net cash used in operating activities | (927 | ) | (4,981 | ) | (2,332 | ) | (14,457 | ) | ||||||||
| Cash flow from investing activities | ||||||||||||||||
| Purchases of property, plant and equipment | 121 | (515 | ) | (137 | ) | (1,109 | ) | |||||||||
| Purchases of intangible assets | (124 | ) | (124 | ) | ||||||||||||
| Net cash used in investing activities | 121 | (639 | ) | (137 | ) | (1,233 | ) | |||||||||
| Cash flow from financing activities | ||||||||||||||||
| Proceeds from issuance of shares, net of transaction costs | 150 | 3,023 | 118,250 | 1 | ||||||||||||
| Proceeds from borrowings | 3,080 | 3,326 | 1,667 | |||||||||||||
| Redemption of financial lease | (7 | ) | (34 | ) | ||||||||||||
| Net cash generated by financing activities | 3,080 | 143 | 6,349 | 119,883 | ||||||||||||
| Net increase in cash and cash equivalents | 2,274 | (5,477 | ) | 3,880 | 104,193 | |||||||||||
| Currency effect cash and cash equivalents | 2,956 | 4,414 | ||||||||||||||
| Cash and cash equivalents, at beginning of the period | 1,855 | 115,257 | 249 | 4,129 | ||||||||||||
| Cash and cash equivalents at the end of the period | 4,129 | 112,736 | 4,129 | 112,736 |
The notes are an integral
part of these condensed financial statements.
PROQR THERAPEUTICS N.V.
Notes to Unaudited Condensed Financial Statements
1. General information
ProQR Therapeutics N.V., or ProQR
or the Company is a development stage company that primarily focuses on the development and commercialization of novel therapeutic medicines.
September 18, 2014, the Company s ordinary shares are listed on the Nasdaq Global Market under ticker symbol PRQR.
The Company was incorporated
in the Netherlands, on February 21, 2012 and has been reorganized from a private company with limited liability to a public company with limited liability on September 15, 2014. The Company has its statutory seat in Leiden, the
Netherlands. The address of its headquarters and registered office is Darwinweg 24, 2333 CR Leiden, the Netherlands.
As used in these condensed interim
financial statements, unless the context indicates otherwise, all references to ProQR or the Company refer to ProQR Therapeutics N.V..
2. Significant Accounting Policies
condensed financial statements have been prepared in accordance with International Financial Reporting Standards ( IFRS ), as issued by the International Accounting Standards Board ( IASB ). Certain information and disclosures
normally included in financial statements prepared in accordance with IFRS have been condensed or omitted. Accordingly, these condensed financial statements should be read in conjunction with the Company s annual financial statements for the
year ended December 31, 2013. In the opinion of management, all adjustments, consisting of normal recurring nature, considered necessary for a fair presentation have been included in the condensed financial statements.
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also 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 these unaudited interim condensed
financials are disclosed in Note 4.
The Company s financial results have varied substantially, and are expected to continue to vary, from
period to period, The Company believes that its ordinary activities are not linked to any particular seasonal factors.
The Company operates in one
reportable segment, which comprises the discovery and development of innovative, RNA based therapeutics.
3. Adoption of new and revised International
Financial Reporting Standards
The accounting policies adopted in the preparation of the condensed Interim financial statements are consistent with
those applied in the preparation of the Company s annual financial statements for the year ended December 31, 2013. New Standards and Interpretations, which became effective as of January 1, 2014, did not have a material impact on our
unaudited condensed financial statements.
4. Critical Accounting Estimates and Judgments
In the application of the Company s accounting policies, management is 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.
(a) Share-based payments
Share options granted to
employees and consultants are measured at the fair value of the equity instruments granted. Fair value is determined through the use of the Black-Scholes option-pricing model, which is considered the most appropriate model for this purpose by
Initially, the Company s ordinary shares were not publicly traded and consequently the Company needed to estimate the fair value of its
share and the expected volatility of that value. Please refer to Note 8 to the financial statements for the assumptions used in those estimates. The value of the underlying shares was determined on the basis of the prior sale of company stock
method. As such, the Company has benchmarked the value per share to external transactions of Company shares and external financing rounds.
granted from the moment of listing, the Company uses the closing price of the ordinary shares on the previous business day as exercise price of the options granted.
The result of the share option valuations and the related compensation expense is dependent on the model and
input parameters used. Even though Management considers the fair values reasonable and defensible based on the methodologies applied and the information available, others might derive a different fair value for the Company s share options.
(b) Corporate income taxes
The Company recognizes deferred tax assets arising from unused tax losses or tax credits only to the extent that the Company has sufficient taxable temporary
differences or there is convincing evidence that sufficient taxable profit will be available against which the unused tax losses or unused tax credits can be utilized by the Company. Management s judgment is that such convincing evidence is
currently not sufficiently available.
5. Cash and Cash Equivalents
The cash balance as at December 31, 2014 includes the receipt of the net proceeds from the Company s September 2014 Initial Public Offering of shares
on the Nasdaq Global Market. As at December 31, 2014, a significant portion of our cash was held in US dollars. The cash balances are held at banks with investment grade credit ratings.
6. Current liabilities
As at December 31, 2014 and
2013, the other current liabilities consisted principally of accruals for services provided by vendors not yet billed and other miscellaneous liabilities. The accrued liabilities as at December 31, 2014 increased compared to December 31,
2013 as a result of the increased level of research and development activities and as a result of increased staffing related accruals. The majority of the Company s current liabilities are denominated in euros.
December 2013 Convertible Loan
On November 15, 2013
the Company issued a convertible loan equaling 2,500,000 to certain existing shareholders. The loan had an interest of 6% per annum and was converted into preferred shares in the April 2014 financing. The participants in the convertible
loan received an agreed-upon discount to the per share purchase price of newly issued preferred shares.
| December 31, 2013 | December 31, 2014 | |||||||
| ( in thousands) | ||||||||
| Innovation credit | 922 | 2,588 | ||||||
| Accrued interest on innovation credit | 21 | 226 | ||||||
| 943 | 2,814 |
Innovation credit ( Innovatiekrediet )
On June 1, 2012, ProQR was awarded an Innovation credit by the Dutch government, via its agency RVO (previously: AgentschapNL ) of the
Ministery of Economic Affairs, for the Company s Cystic Fibrosis program. The credit was increased during calendar year 2013. The credit covers 35% of the costs incurred in respect of the program up to a maximum of 5.0 million
through November 30, 2015.
The credit is interest-bearing at a rate of 10% per annum. The credit, including accrued interest is repayable in
three instalments on January 31, 2017, January 31, 2018 and January 31, 2019, depending on the technical success of the program.
assets of the Company that are co-financed with the granted innovation credit are subject to a right of pledge for the benefit of RVO.
The paid-in capital at December 31, 2014, amounting to 933,526 consists of 23,338,154 ordinary shares with a
nominal value of 0.04 per share. All issued shares have been fully paid in cash.
On September 18, 2014, the Company was listed at the
Nasdaq Global Market under ticker symbol PRQR. In connection with this listing, the Company issued a total of 8,625,000 ordinary shares against the initial public offering price of US$13.00, resulting in
gross proceeds of US$112,125,000 ( 87,202,000). The number of shares issued includes the exercise of the overallotment option granted to the underwriters. The net proceeds raised in the
offering amounted to 80,376,000, net of 8,589,000 of underwriting discounts and offering expenses, of which 6,826,000 was processed through share premium and 1,770,000 was included in the statement of comprehensive loss as
general and administrative costs.
On September 15, 2014, we effectuated a capital reorganization which had the effect of a 101.804232-for-1 forward
split of ordinary and preferred shares and conversion of the preferred shares into ordinary shares. As a result of this, the Company has only one class of shares left, ie. ordinary shares. All share, per-share and related information presented in
the comparative figures of these unaudited condensed financial statements and accompanying footnotes have been retroactively adjusted, where applicable, to reflect the impact of the share split.
All treasury shares presented in the
statement of changes in equity relate to ordinary shares that have legally been issued, but that are within control of the Company. Therefore, these shares are presented as treasury shares.
9. Research and development costs
development costs increased to 10,267,000 for the year ended December 31, 2014 from 2,569,000 for the year ended December 31, 2013 and comprise allocated employee costs including share-based payments, the costs of materials and