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2007-04-27 09:01:10 CEST 2007-04-27 09:01:10 CEST REGULATED INFORMATION Biotie Therapies - Quarterly reportINTERIM REPORT ON BIOTIE THERAPIES CORP. JANUARY 1 - MARCH 31, 2007BIOTIE THERAPIES CORP. STOCK EXCHANGE RELEASE April 27, 2007 http://hugin.info/132030/R/1122627/207170.pdf January - March 2007 in brief The net loss in January - March stood at EUR 1.1 million (in 2006 EUR -2.3 million). Cash flow from operating activities was EUR -2.6 million (EUR -2.2 million in 2006). The company's liquid assets amounted to EUR 29.4 million as at March 31, 2006 (at March 2006, EUR 6.2 million). Drug development projects Nalmefene program In November, BioTie and H. Lundbeck A/S signed an agreement on worldwide rights for nalmefene, excluding North America, Mexico, UK, Ireland, Turkey, and South-Korea. Under the terms of the agreement, BioTie has granted Lundbeck an exclusive license to market and distribute nalmefene as a prescription medicine for the treatment of substance abuse disorders and impulse control disorders. Under the terms of the agreement, BioTie will receive an execution fee of EUR 15 million, of which EUR 10 million was paid on signing. Once the license enters into force, 15 million euros is expected to be booked as revenue during 2007. In total, BioTie is eligible for up to EUR 88 million in upfront and milestone payments plus royalty on sales. Lundbeck will be responsible for manufacturing and registration of the product in its territory. BioTie submitted a marketing authorisation application regarding nalmefene in the treatment of alcoholism to the UK Medicines and Healthcare Regulatory Authority (the "MHRA") in November 2006. Decision from the MHRA on the marketing authorisation for nalmefene in the UK is expected in the second half of 2007. VAP-1 antibody program In November 2006, BioTie and F. Hoffmann La Roche (Roche) signed an option agreement for BioTie's fully human antibody program targeting Vascular Adhesion Protein-1 (VAP-1) in inflammatory diseases. Inhibiting VAP-1 reduces inflammation by regulating the migration of leukocytes, or white blood cells, to inflamed tissues. The immaterial rights of the antibody program were further strengthened by filing a new patent application in the EU and US after the reporting period in April. Fully human VAP-1 monoclonal antibody program is expected to enter into clinical development phase during the first half of 2007. Other pre-clinical programs Other pre-clinical programs (VAP-1 SSAO small molecule inhibitor program and alfa2beta1 integrin inhibitor program) progressed as planned. The immaterial rights of the alfa2beta1 integrin program were further strengthened by filing a new patent application in the EU and US after the reporting period in April. In the recombinant heparin program the company continued to look for a partner to finance the future development of the program. Revenues Revenue for the reporting period 1.1-31.3.2007 consisted of periodization of the signing of the licensing agreement signed with Seikagaku Corporation in 2003 and periodization of the signing fee of the licensing agreement in nalmefene project signed with Somaxon Pharmaceuticals in 2004 and periodization of the option fee of the option agreement signed with Roche in 2006. The revenue was in total EUR 0.6 million. No new milestone or signing fees were received during the period. Revenue for the period 1.1.-31.3.2006 consisted of periodization of the signing fee of the licensing agreement signed with Seikagaku Corporation in 2003 and periodization of the signing fee of the Nalmefene lisensing agreement signed with Somaxon Pharmaceuticals in 2004. The revenue was in total 0.2 million euros and consisted of periodization of existing agreements. No new milestone or signing fees were received during period 1.1.-31.3.2006. Financial results The net loss for the reporting period was EUR 1.1 million. The comparable loss for the previous year was EUR 2.3 million. Research and development costs for the period amounted to EUR 1.5 million (in 2006 EUR 1.8 million). Patent costs have been booked as expenses. Financing BioTie's equity ratio was -56.6 % on March 31, 2007 (-269.4 % in 2006). Cash and cash equivalents totalled EUR 29.4 million on March 31, 2007 (EUR 6.2 million in 2006). Equity After the reporting period the company announced that pursuant to the convertible capital loan been determined by Biotie Therapies Corp. on March 25, 2004, the total of 270,000 new shares has been subscribed for. The new shares have been entered in the Finnish Trade Register on April 2, 2007. Following the increase, the total number of shares in Biotie Therapies Corp. is 89,800,660. The loan capital converted in connection with the subscription amounts to EUR 504,563.77. The exercise price paid will be recorded in the fund for invested non-restricted equity. Relating to the company's option programs, the company has signed a stock lending agreement with EVLI Bank in January 2007. Investments and cash flow The company's investments during the reporting period amounted to EUR 7 thousand (EUR 3 thousand in 2006). The investments mainly comprised of equipment purchased for research and development operations. Cash flow from operating activities was EUR -2.6 million (EUR -2.2 million in 2006). Management and personnel Ulla Sjöblom, M.Sc. (econ), has been nominated Corporate Controller and member of the management team to replace controller Leena Hyytiä. Ms Sjöblom will start in July. Kai Lähdesmäki, VP Business Development, will turn 62 in 2007. On Lähdesmäki's initiative a gradual decrease in workload during 2007 is planned. Lähdesmäki will carry out his duties in a consulting arrangement from April onwards. During the reporting period, the company's personnel was on average 36 (41 in 2006) and at the end of the period 36 (35 on 31.12.2006). Shareholders' meetings held during the financial year The Annual General Meeting of Biotie Therapies Corp. was held on March 28, 2007. The General Meeting of Shareholders adopted the income statement and balance sheet including the consolidated income statement and balance sheet for the financial year 1 January 2006-31 December 2006. The General Meeting of Shareholders resolved pursuant to the proposal of the Board of Directors that the loss of the financial year, EUR 8,021,230.19 shall be transferred to the company's equity. The General Meeting of Shareholders discharged the members of the Board of Directors and the President and CEO from liability concerning the financial year from 1 January-31 December 2006. The number of the members of the Board of Directors was resolved to be four. Juha Jouhki, Pauli Marttila, Riku Rautsola and Piet Serrure were re-elected as the members of the Board of Directors. Janne Rajalahti, Authorized Public Accountant, and PricewaterhouseCoopers Oy, Authorized Public Accountants, were elected as auditors of Biotie Therapies Corp. At the organization meeting of the Board of Directors, convened immediately after the Annual General Meeting, Juha Jouhki was elected as the Chairman of the Board of Directors and Pauli Marttila as the deputy chairman. The General Meeting resolved pursuant to the proposal of the Board of Directors to amend the Articles of Association to better correspond to the Finnish Companies Act entered into force on 1 September 2006. The Meeting resolved on the following amendments: a) Removal of regulations concerning the amount and range of the share capital (Article 4). b) Removal of the statement regarding the tasks of the Board of Directors in the management of the company and the statement that a quorum requires the attendance of either the Chairman or the Vice Chairman (Article 5) c) Removal of the description of the President and CEO's function (Article 6). d) The right to sign for the company was changed to the right of representation as set forth in the Finnish Companies Act currently in force and removal of the statement how the Board of Directors may grant rights to sign for the company. It is noted that the Company is represented by the Chairman of the Board of Directors and the Managing Director, each alone, and two members of the Board of Directors together (Article 7). e) Section which concerns the presentation of the financial statements at the Annual General Meeting of Shareholders was amended so that the financial statements containing the consolidated financial statements and the annual report, which no longer is a part of the financial statements, will be presented at the meeting (Article 12). f) The wording of the section concerning the adoption of the financial statements was amended so that according to it the General Meeting of Shareholders shall adopt the financial statements and the consolidated financial statements instead of the previous income statement and balance sheet and the consolidated income statement and balance sheet (Article 12). The General Meeting resolved pursuant to the proposal of the Board of Directors to amend the terms and conditions of the company's convertible capital loan of 2004. Further, the General Meeting resolved to amend the terms and conditions of the 2004 and 2006 option programmes. The references in terms of both the convertible capital loan and option programmes to terms and practices under the former Finnish Companies Act, which after the amendment of the Act and the Company's Articles of Association no longer are necessary, will be removed. Further, the reference to measures to be taken pursuant to option rights in the reduction of the share capital was amended to correspond to the Finnish Companies Act in force. Furthermore, the terms and conditions were amended so that the subscription price of the shares both according to the terms and conditions of the convertible capital loan and the options may be recorded in the fund for invested non-restricted equity. The General Meeting authorised the Board of Directors to make other corresponding amendments to the terms and conditions of the convertible capital loan and option programmes without changing the number of shares to be subscribed for pursuant to the convertible capital loans or option rights or any other material terms and conditions. The General Meeting authorised the Board of Directors to resolve on the issuance of the maximum of 18,000,000 new shares in one or several instalments in a share issue or on the issuance of options or other special rights to the shares. The authorisation entitles the Board of Directors to deviate from the shareholders' pre-emptive subscription right. The authorisation is effective until 30 June 2008. The ten biggest shareholders of BioTie on 31 March, 2007 Number of shares % Finnish Innovation Fund (Sitra) 14 585 350 16.41 Finnish Industry Investment Ltd 9 378 707 10.55 Juha Jouhki and his controlled companies 6 537 672 7.36 - Dreadnought Finance Oy (2 098 416) - Jouhki Juha (1 501 356) - Thominvest Oy (2 937 900) Funds administered by BioFund Management Oy: 2 518 775 2.83 - BioFund Ventures III Ky (2 485 715) - BioFund Ventures I Ky (33 060) Oy H. Kuningas & Co AB 1 058 371 1.19 Tilator Oy 676 264 0.76 Funds administered by Aboa Venture Management Oy: 634 666 0.71 - Aboa Venture Ky I (282 142) - Aboa Venture Ky II (336 747) - Ganal Venture Ky (7 906) - Karhu Pääomarahasto Ky (7 871) Markkula Harri 586 301 0.66 Oksanen Markku 559 300 0.63 Lassila Markus 355 734 0.40 36 891 140 41.51 Nominee registered shares total 25 477 064 28.67 Other shareholders 26 499 856 29.82 Outstanding shares 88 868 060 100.00 The number of the company's own shares held by Biotie Therapies 662 600 Total 89 530 660 Events after the reporting period After the reporting period BioTie gained knowledge on April 2, 2007 of the following notification under Chapter 2, Section 9 of the Finnish Securities Market Act regarding a change in holdings: Finnish Industry Investment Ltd (Business identity code 1007806-3) has informed the company the holdings of Finnish Industry Investment Ltd represent less than one tenth (1/10) of the voting rights and share capital in Biotie Therapies Corp. The holdings of Finnish Industry Investment Ltd constitute 8.702.189 shares, i.e., 9.72 % of the voting rights and share capital in Biotie Therapies Corp. BioTie gained knowledge on April 4, 2007 of the following notification under Chapter 2, Section 9 of the Finnish Securities Market Act regarding a change in holdings on 30 March 2007: The aggregate holding of Pequot Healthcare Fund, L.P., Pequot Healthcare Offshore Fund, Inc., Premium Series PCC Limited - Cell 32, Pequot Diversified Master Fund, Ltd., Pequot Healthcare Institutional Fund, L.P. and Pequot Healthcare Emerging Markets Fund, Ltd. (jointly, the "Funds") have increased from 23.16 % to 25.76 % of the share capital and voting rights of the Company, calculated on the basis of the number of shares registered in the Finnish Trade Register on 4 April 2007. No individual Fund has decreased its holding below or above 5 % of the voting rights and share capital in the Company. IFRS and Accounting principles BioTie adopted International Financial Reporting Standards (IFRS) starting from 1.1.2005. The interim report does not comply with all requirements of IAS 34, Interim Financial Reporting. BioTie has applied the same accounting principles as in the closing of year 2005. This interim report is unaudited. Risks and Risk Management BioTie's Strategic risks are related to the technical success of the drug development programs, regulatory issues, the strategic decisions of its commercial partners, validity of its patents, launch of competitive products and the development of the sales of its products. For example, even though the commercialisation and collaboration agreements on the company's product development projects have been concluded, there can be no assurance that the contracting partner will act in accordance with the agreement, the authorities will approve the product under development or the approved product will be commercialised. The development and success of the company's products depends on third parties. The operational risks include dependency of key personnel, assets and dependency on partners decisions. Future outlook Decision from the UK Medicines and Healthcare products Regulatory Authority (MHRA) on the marketing authorisation for nalmefene in the UK is expected in the second half of 2007. Fully human VAP-1 monoclonal antibody program is expected to enter into clinical development phase during the first half 2007. FINANCIAL STATEMENT 1.1.-31.03.2007 1.1.-31.03.2006 1.1.-31.12.2006 EUR 1,000 3 months 3 months 12 months Revenue 605 249 1,118 Research and -1,475 -1,798 -7,970 Development expenses General and -597 -881 -2,207 administrative expenses Other operating 258 266 698 income Operating profit -1,209 -2,163 -8,361 (loss) Financial income 302 41 215 Financial expenses -211 -187 -812 Profit (loss) before -1,119 -2,310 -8,958 taxes Taxes 0 0 -7 Net income (loss) -1,119 -2,310 -8,964 Distribution To parent company -1,119 -2,310 -8,964 Shareholders Earnings per share -0.01 -0.04 -0.16 (EPS) basic and diluted, EUR BALANCE SHEET EUR 1,000 31.03.2007 31.03.2006 31.12.2006 Assets Non-current assets Intangible assets 787 971 801 Property, plant and equipment 96 150 109 Financial assets at fair value 20,000 0 20,000 through profit or loss 20,883 1,120 20,910 Current assets Current receivables 713 746 560 Financial assets at fair value 9,168 5,926 7,878 through profit or loss Cash and cash equivalents 274 316 3,886 10,155 6,988 12,323 Total 31,038 8,108 33,233 Equity and liabilities Shareholders' equity Share capital 19,850 1,054 19,850 Retained earnigs -30,638 -20,588 -21,692 Net income (loss) -1,119 -2,310 -8,964 Shareholders' equity total -11,907 -21,845 -10,807Long-term liabilities Provisions 23 36 27 Interest-bearing liabilities 23,508 22,572 23,508 Non-interest-bearing liabilities 6,310 4,867 6,528 29,840 27,474 30,063 Current liabilities Provisions 16 16 16 Interest-bearing liabilities 18 32 27 Accounts payable and other debts 13,071 2,430 13,934 13,105 2,478 13,977 Liabilities total 42,945 29,953 44,040 Total 31,038 8,108 33,233 Statement of Changes in Shareholders' Equity Parent company shareholders' equity Share-holders' equity total EUR 1,000 Shares Share Share Own Retained (1000 capital premium shares earnings pcs) fund Balance at 52,675 1,054 5,881 -15 -26,502 -19,583 1.1.2006 Net income -2,310 -2,310 (loss) for the period Options granted 49 49 Transfer from -5,881 5,881 0 share premium fund 0 0 -5,881 0 3,619 -2,261 BALANCE AT 52,675 1,054 0 -15 -22,883 -21,845 31.03.2006 Net income -6,654 -6,654 (loss) for the period Options granted 53 53 Share issue 36,855 18,796 -1,157 17,639 36,855 18,796 0 0 -7,758 11,038 BALANCE AT 89,531 19,850 0 -15 -30,641 -10,807 31.12.2006 Net income -1,119 -1,119 (loss) for the period Options granted 19 19 0 0 0 0 -1,045 -1,100 BALANCE AT 89,531 19,850 0 -15 -31,686 -11,907 31.03.2007 CASH FLOW STATEMENT 1.1.-31.03.2007 1.1.-31.03.2006 1.1.-31.12.2006 EUR 1,000 3 months 3 months 12 months Cash flow from operating activities Net income (loss) -1,119 -2,310 -8,964 Adjustments: Non-cash transactions 52 170 1,249 Addition/disposal -257 -27 -84 due to revaluation of financial assets at fair value through profit or loss Interest expenses 211 187 812 and other financial Expenses Interest income -302 -41 -215 Taxes 0 0 7 Change in working capital: Change in trade and -153 -169 -19 other receivables Change in trade -1,072 -18 12,535 creditors and other Liabilities Change in mandatory 4 -4 -12 provisions Interests paid -5 -6 -25 Interests received 45 11 131 Taxes paid 0 0 -7 Net cash from -2,595 -2,206 5,408 operating activities Cash flow from investing activities Change in financial assets at fair value through profit or loss Additions -2,000 0 -25,000 Disposals 1,000 800 4,000 Investments to -7 -3 -819 tangible assets Sale of associated 0 45 45 companies Net cash used in -1,007 842 -21,773 investing activities Cash flow from financing activities Payments from share 0 0 17,639 issue Proceeds from 0 1,302 2,232 borrowings Repayment of lease -10 -17 -15 Commitments Net cash from -10 1,285 19,856 financing activities Net increase (+) or -3,611 -79 3,490 decrease (-) in cash and cash equivalents Cash and cash 3,886 395 395 equivalents in the beginning of the period Cash and cash 274 316 3,886 equivalents in the end of the period KEY FIGURES 1.1.-31.03.2007 1.1.-31.03.2006 1.1.-31.12.2006 EUR 1,000 3 months 3 months 12 months Business development Revenues 605 249 1,118 Personnel on average 36 41 37 Personnel at the end 36 37 35 of period Research and 1,475 1,798 7,970 development costs Capital expenditure 7 3 819 Profitability Operating profit -1,209 -2,163 -8,361 (loss) as percentage of -198.9 -868.3 -747.6 revenues, % Profit (loss) before -1,119 -2,310 -8,958 taxes as percentage of -185.0 -927.2 -800.9 revenues, % Balance sheet Cash and cash 29,442 6,241 31,763 equivalents Shareholders equity -11,907 -21,845 -10,807 Balance sheet total 31,038 8,108 33,233 Financial ratios Return on equity, % - - - Return on capital -29.8 -680.9 -113.5 employed, % Equity ratio, % -56.6 -269.4 -46.5 Gearing, % 49.7 -74.9 76.1 Per share data Earnings per share -0.01 -0.04 -0.16 (EPS), EUR Shareholders'equity -0.13 -0.41 -0.12 per share, EUR Divided per share, EUR Pay-out ratio, % Effective dividend yield, % P/E-ratio Share price Lowest share price, 0.85 0.49 0.49 EUR Highest share 1.18 0.70 2.39 price, EUR Average share 1.01 0.57 1.10 price, EUR 31.3.2007 share 0.89 0.58 1.18 price, EUR Market 79.7 30.6 105.6 capitalization, MEUR Trading of shares Number of shares 14,390,615 4,578,627 32,470,230 traded As percentage of all 16.1 8.7 36.3 Adjusted weighted 89,530,660 52,675,221 54,995,830 average number of shares during the period, Adjusted number of 89,530,660 52,675,221 89,530,660 shares at the end of the period Contingent liabilities EUR 1,000 31.03.2007 31.03.2006 31.12.2006 Lease commitments 104 135 73 Biotie Therapies Corp. Board of Directors For further information, please contact: Timo Veromaa, President and CEO, Biotie Therapies Corp. tel. +358 2 274 8901, e-mail: timo.veromaa@biotie.com www.biotie.com Distribution: Helsinki Stock Exchange Main Media The full report including tables can be downloaded from the following link: |
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