3-month financial report 2009heidelberg-pharma.com/pdf/berichte/090408_wilex_qb_01_2009_e.pdf ·...

3-MONTH FINANCIAL REPORT 2009

UCB transaction successfully completed

Product pipeline expanded

Capital increase registered, financial position improved

Key figures

Q1 2009 1

€ ’000Q1 2008 1

€ ’000Change

in %

Earnings

Other income 470 560 (16.0)

Other expenses (6,281) (5,751) 9.2

of which research and development costs (5,357) (4,732) 13.2

Operating result (5,811) (5,191) 12.0

Earnings before tax (5,720) (4,884) 17.1

Net loss for the period (5,725) (4,891) 17.0

Earnings per share in € (0.48) (0.41) 16.4

Balance sheet as of end of period

Total assets 19,730 31,577 (37.5)

Cash and cash equivalents 16,489 28,039 2 (41.2)

Equity 9,948 21,168 (53.0)

Equity ratio 3 in % 50.4 67.0 (24.8)

Cash flow statement

Cash flow from operating activities (5,718) (6,393) (10.5)

Cash flow from investing activities (22) (25) (11.7)

Cash flow from financing activities 10,006 (22) n/a

Employees (number)

Employees as of end of period 4 64 60 6.7

Employees – average for the reporting period 4 65 59 9.6

1 The first quarter begins on 1 December and ends on 28 February, previous year adjusted accordingly2 including financial assets3 equity/total assets4 including members of the Executive Management Board

Rounding of exact figures may result in differences.

WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | KEy FIGuREs

Dear Shareholders,

The first quarter of 2009 was significant in respect of the execution of our corporate strategy.

We continued to pursue the clinical development of our product candidates RENCAREX®, REDECTANE® and MEsuPRON®,

expanded our product portfolio and also improved our financial position through a capital increase.

WILEX and uCB Pharma entered into a comprehensive strategic alliance on 8 January 2009. WILEX acquired the worldwide

rights to develop uCB’s entire preclinical oncological portfolio and gained uCB as a strategic investor.

uCB’s preclinical oncology portfolio, which comprises two small-molecule programmes and three antibody programmes,

ideally supplements and expands our advanced clinical pipeline and provides access to uCB’s broad antibody technology.

uCB will also make two milestone payments of € 5.00 million each to WILEX under the terms of the strategic alliance. The

milestones defined are the submission of an application to conduct a clinical Phase I trial and the first dose in man. WILEX

expects to reach these milestones in 2009.

This strategic alliance represents an innovative way for pharmaceutical and biopharmaceutical companies to cooperate.

Our financial situation has improved due to the agreement. The planned milestone payments secure the Company’s finan-

cing until the first quarter of 2010.

Munich, 8 April 2009

Peter Llewellyn-Davies

Chief Financial Officer

Significant events in the first quarter of 2009

1WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | sIGNIFICANT EvENTs

Market environment

The global financial crisis is now affecting the real economy, making it increasingly difficult for small and medium-sized

companies to raise capital.

WILEX discussed the market environment for antibodies and small molecules in detail on page 29 of its 2008 Annual

Report. Drugs such as Torisel® from Wyeth, sutent® from Pfizer, Nexavar® from Bayer/Onyx and Afinitor® from Novartis

have been approved for the treatment of advanced metastatic renal cell carcinoma. However, no drug has been approved

to date by the FDA or EMEA for the adjuvant therapy of non-metastatic clear cell renal carcinoma. As a result, RENCAREX®

continues to address a high unmet medical need.

UCB transaction

WILEX acquired the worldwide rights to develop uCB’s entire preclinical oncological portfolio and gained uCB as a strategic

investor. uCB granted the rights to the five preclinical programmes to a company wholly-owned by uCB and also funded

this company with € 10.00 million in cash. WILEX acquired this company for 1,818,181 newly issued shares from authorised

capital, subject to the exclusion of shareholders’ subscription rights, by means of a capital increase in kind. As part of this

transaction, uCB fully subscribed the new shares, which can participate in profits from 1 December 2008, and now has an

equity interest of 13.19 % in WILEX.

The Commercial Registry recorded the capital increase on 26 February 2009. The share capital of WILEX AG is now

€ 13,780,935.00. Fifty percent of the new shares (909,091 shares) were admitted to trading at the stock exchange on

6 March 2009. under the terms of the strategic agreement, the other half of the shares (909,090 shares) will be subject to

a lock-up period until 9 January 2011.

WILEX and uCB also agreed that uCB will retain the exclusive right to buy back each one of the five programmes following

the completion of initial clinical proof of concept studies and to develop and market them itself. WILEX will retain the right

to continue developing and to commercialise the programmes on its own if uCB does not exercise its buyback right for any

programme. Milestone and licence payments have already been agreed for both scenarios. Furthermore, the partners may

jointly develop the programmes after the successful completion of the proof of concept studies.

Research and development

RENCAREX®

The Phase III ARIsER trial with RENCAREX® comprises 864 patients, who were enrolled in more than 140 centres in

14 countries. The trial is multicentre, randomised and double-blind. The trial will have achieved its objective when disease-

free survival for patients in the group treated with RENCAREX® show a statistically significant improvement compared to

the placebo group. The next relevant milestone for WILEX is the occurrence of the 343rd relapse. As previously announced,

the rate of relapse is lower than expected. To date a total of 259 relapses have been reported by the local trial centres to

WILEX.

REDECTANE®

WILEX started a Phase III registration trial last year with the diagnostic candidate REDECTANE®. Patients with suspected

renal cancer will be included in this trial. They are to be examined by positron emission tomography (PET)/computer tomo-

graphy (CT) scan prior to surgery, using the imaging agent REDECTANE®, in order to establish whether this procedure facil-

Interim management report for the period from 1 December 2008 to 28 February 2009

2 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | INTERIM MANAGEMENT REPORT

itates better diagnosis of clear cell renal cell carcinoma than CT, the standard of care. The trial is being conducted in

accordance with the design specified in the special Protocol Assessment (sPA), which WILEX received from the Food and

Drug Administration (FDA) prior to the trial’s start. An sPA documents, that the FDA has evaluated the protocol and the

planned analysis and considers the clinical trial suitable and appropriate to obtain marketing approval.

The study protocol is based on the assumption that 40 % of the patients included in the study will have non clear cell renal

cell carcinoma and 60 % will have clear cell renal cell carcinoma. This distribution resulted in the targeted number of 166

patients. A total of 156 patients were recruited by the end of March 2009. WILEX has determined in the meantime that 36 %

of these patients have non clear cell renal cell carcinoma. For the results to have the statistical power defined in both the

study protocol and the sPA, we suggested to the FDA that we raise the number of patients in order to achieve 40 % non cell

renal cell carcinoma. The FDA approved the proposal in March. At this point in time, and taking the current level of 36 % into

account, WILEX expects the number of patients to increase to approximately 200. Pursuant to current estimates WILEX

anticipates that patient recruitment will be completed within the next two months.

MESUPRON®

We completed recruitment of more than 90 patients with locally advanced, inoperable, non-metastatic pancreatic cancer

for the Phase II trial with MEsuPRON® in July 2008. The randomised, open, three-arm Phase II trial investigates the anti-

metastatic effect of MEsuPRON® in combination with the chemotherapeutic agent Gemcitabine (Eli Lilly and Company,

usA). An independent radiological analysis of the patients with pancreatic cancer was performed in December 2008. This

radiological analysis is used to determine the time to metastases. An interim analysis regarding the patients’ progression-

free survival was also carried out. The data available were insignificant because the disease had not yet progressed radio-

logically in a sufficient number of patients. The trial will therefore take longer even though patient recruitment went as

planned.

Patient recruitment for the second Phase II trial with MEsuPRON® for patients with metastatic, HER2 receptor negative

breast cancer commenced in August 2008. This randomised double-blind Phase II trial involves 114 patients. It is designed to

examine the efficacy of MEsuPRON® in combination with the chemotherapeutic agent Capecitabine (Hoffmann-La Roche AG,

switzerland). The trial’s primary endpoint is progression-free survival, i. e. time during which patients do not show progres-

sion of the disease. The patients receive the drugs as first-line treatment, i. e. the first treatment following a relapse.

Preclinical portfolio

The orally available, small-molecule MEK inhibitor (WX-554) is in preclinical development. Mitogen-activated protein

kinase (MEK) has been shown to play a central role in signal transduction. MEK has been linked to a multitude of biological

processes such as cell division, cell differentiation and cell death. The MEK signalling pathway is overexpressed in more

than 30 % of cancers, resulting in uncontrolled cell growth and proliferation.

The second small-molecule project, a PI3K inhibitor, was in the final phase of lead optimisation when it was acquired from

uCB. In this phase, a lead compound is defined and prepared for preclinical development. The phosphatidylinositol-3-

kinase/proteine-kinase-B signalling pathway – PI3K in short – sends a “growth” signal to the nucleus of a tumour cell. It

has also been shown that abnormal mutations of the PI3K-B signalling pathway are present in most types of cancer. Iden-

tifying an inhibitor for the PI3K-B signalling pathway is thus of therapeutic interest. WILEX has now identified a lead com-

pound (WX-037), for which a development plan is being prepared.

The three antibody-based projects are currently in the research phase. The aim is to identify a specific antibody that binds

to each new target structure. The molecular targets of the antibody-based projects play different roles in spreading cancer

or are overexpressed on tumour cells of various carcinomas.

3WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | INTERIM MANAGEMENT REPORT

Earnings, financial position and net assets

WILEX posted earnings before taxes of € – 5.72 million (previous year: € – 4.88 million) in the first quarter of the 2009 finan-

cial year (1 December 2008 to 28 February 2009). The net loss for the period increased by 17.0 % to € 5.72 million (previous

year: € 4.89 million). This corresponds to earnings per share of € – 0.48 (previous year: € – 0.41). WILEX again did not gen-

erate any sales revenue in the first quarter because all of its products are still in clinical development and uCB’s payments

are not expected to be made until later in the financial year once the stipulated milestones have been achieved. Expend-

itures were on target and, as expected, exceeded other income.

The successful capital increase by 1,818,181 shares in connection with the uCB transaction largely influenced the Com-

pany’s financial position and net assets in the first quarter. This is the first time WILEX has prepared consolidated financial

statements pursuant to IAs 27. WILEX Research GmbH, which uCB contributed in connection with the transaction, is a

wholly-owned subsidiary of WILEX AG.

Other income

At € 470 thousand, other income fell by 16.0 % compared to the previous year’s € 560 thousand, which is essentially due

to the lower reversal of provisions. The income realised from licence agreements with Esteve and IBA amounted to € 350

thousand (previous year: € 372 thousand). The other income also contained € 52 thousand in development funds from the

us Department of Defense for the uPA programme (previous year: € 79 thousand). Prepayments received for research

projects are accrued and recognised as other income in line with project costs. The reversal of provisions and other income

related to other periods resulted in income of € 68 thousand, which is below the previous year’s figure of € 110 thousand.

Other income in € ’000*

Q1 2009 Q1 2008

Grant provided by the US Department of Defense

Income realisation from licence agreements Reversal of other provisions

* rounded

600

500

400

300

200

100

0

560

79372110

470

52350

68

Other expenses

Other expenses including depreciation, amortisation and impairment losses rose by approximately 9.2 % to € 6.28 million

(previous year: € 5.75 million). This was primarily a result of the year-on-year increase of 13.2 % in research and develop-

ment costs, which totalled € 5.36 million (previous year: € 4.73 million). Costs were within budget.

The ongoing clinical development of the monoclonal antibody cG250 for RENCAREX® and REDECTANE® in the first quarter

of 2009 accounted for 72.8 % (previous year: 77.3 %) of our research and development costs. Approximately 24.5 % (previ-

ous year: 20.3 %) were attributable to the uPA programme, which includes the small-molecule drug candidate MEsuPRON®,

and 2.7 % (previous year: 2.4 %) to the other projects.

Administrative costs accounted for 14.7 % of other expenses (previous year: 17.7 %). At € 0.92 million, these stayed below

the previous year’s level (€ 1.02 million), despite the increase in the number of employees, thanks to cost-sensitive man-

agement.


Other expenses in € million*

Q1 2009 Q1 2008

Administrative costs Research and development costs

* rounded

7.00

6.00

5.00

4.00

3.00

2.00

1.00

0

5.75

1.024.73

6.28

0.925.36

Financing and liquidity

The net financial result fell from € 0.31 million to € 0.09 million due to the use of cash as planned and a decrease in inter-

est income. Compared to the same period the previous year, the lower income was caused not just by the decline in the

amount of funds invested but also by the substantial drop in interest rates. The Company had cash and cash equivalents of

€ 16.49 million (30 November 2008: € 12.14 million) at the close of the first quarter. The increase results from the capital

increase executed in February, less the funds used in the first quarter.

Cash flow statement

The net cash flow from operating activities during the reporting period was € – 5.63 million (previous year: € – 6.25 million).

Net cash used in investing activities amounted to € 22 thousand (previous year: € 25 thousand). The net cash flow from

financing activities in the first quarter was € 10.01 million (previous year: € – 22 thousand) and was generated largely by

the uCB transaction. Total net inflow of cash and cash equivalents was € 4.35 million (previous year: net cash outflow of

€ 6.29 million). Excluding the effect of the capital increase, WILEX’s average use of cash per month in the first quarter was

€ 1.89 million (previous year: € 2.10 million per month).

Cash flow Q1 2009 in € million*

Cash as of 1 December 2008 Cash flow from operating activities Cash flow from investing activities Cash flow from financing activities Cash as of 28 February 2009

* rounded

20.00

15.00

10.00

5.00

0.00

12.14

10.01– 5.63 – 0.02

16.49

Assets

Compared to 30 November 2008, total assets rose from € 15.33 million to € 19.73 million due to the capital increase from

the issuance of 1,818,181 new shares and the proceeds of € 10.0 million. The planned use of cash and financial investments

for the Company’s clinical development programmes were offset by an increase in cash and cash equivalents.


At € 17.86 million, current assets were higher than at the close of the 2008 financial year (€ 13.42 million). Total cash and

cash equivalents increased from € 12.14 million as of 30 November 2008 to € 16.49 million as of 28 February 2009. Pre-

payments made in the amount of € 1.11 million (previous year: € 1.07 million) essentially comprise payments to service

providers for clinical trials.

Non-current assets at the end of the first quarter were € 1.87 million (30 November 2008: € 1.91 million). Intangible assets

comprise licence fees and royalties from various cooperation agreements. At € 1.39 million, they fell below the level at

30 November 2008 (€ 1.43 million) because amortisation and impairment losses exceeded additions.

Property, plant and equipment amounting to € 0.46 million (30 November 2008: € 0.46 million) primarily concerns labora-

tory and office equipment. The asset value of reinsurance amounting to € 0.23 was recognised under non-current assets

million, just as of the close of the previous financial year.

Balance sheet structure – assets in € million*

28.02.2009 30.11.2008

Non-current assets Other current assets Cash and cash equivalents

* rounded

20.00

15.00

10.00

5.00

0

15.33

1.911.28

12.14

19.73

1.871.37

16.49

Equity

Equity increased to € 9.95 million by the end of the first quarter (30 November 2008: € 5.79 million). The subscribed capital

rose from € 11.96 million as of 30 November 2008 by € 1.82 million to € 13.78 million as of 28 February 2009. An additional

€ 8.03 million from the capital increase were allocated to the capital reserve after accounting for the capital procurement

costs. The accumulated losses rose from € 111.37 million as of 30 November 2008 to € 117.10 million as of 28 February

2009. The equity ratio was 50.4 % as of 28 February 2009 (30 November 2008: 37.8 %; 29 February 2008: 67.0 %).

Balance sheet structure – equity and liabilities in € million*

28.02.2009 30.11.2008

Equity Non-current liabilities Current liabilities

* rounded

20.00

15.00

10.00

5.00

0

15.33

5.790.279.26

19.73

9.950.139.65

Liabilities

Non-current liabilities fell to € 0.13 million as of 28 February 2009, down from € 0.27 million at the end of the 2008 financial

year. Liabilities to third parties, primarily in connection with external research and development orders, are recognised based

on their contractually stipulated terms and reclassified to current liabilities if their residual terms fall below 12 months.


Current liabilities at the end of the quarter were € 9.65 million (30 November 2008: € 9.26 million), primarily due to higher

trade payables amounting to € 2.54 million (30 November 2008: € 1.79 million). At € 7.11 million, other current liabilities fell

below the level at 30 November 2008 (€ 7.46 million) due to the planned decline in accruals related to licence agreements.

Other current liabilities in € million*

28.02.2009 30.11.2008

Accruals US Department of Defense Accruals licence agreements Accrued liabilities Other

* rounded

8.00

7.00

6.00

5.00

4.00

3.00

2.00

1.00

0

7.117.46

1.042.992.360.72

1.103.302.660.40

Employees and stock options

At the end of the first quarter, 64 employees (29 February 2008: 60), including Executive Management Board members,

were employed by WILEX.

WILEX has a performance-related compensation system for its employees. In addition, a stock option plan enables employ-

ees and Executive Management Board members to participate in the Company’s success. In the first quarter, no subscrip-

tion rights were issued to employees and members of the Executive Management Board. A total of 383,323 subscription

rights were available for issuance to employees and to members of the Executive Management Board at the end of the first

quarter. No stock options could be exercised to date.

Related party transactions

There were no related party transactions in the period under review.

Events after the balance sheet date

In March, the FDA agreed to an increase in the number of patients in the Phase III trial with REDECTANE®. According to cur-

rent plans, WILEX will include about 200 patients in the trial instead of 166. For further details please see the chapter on

Research and Development.

Report on risks and opportunities

We provided a detailed description of the risks and opportunities that arise in connection with our business on pages 38 to

42 of our 2008 Annual Report. Please refer to these disclosures. WILEX uses an IT-based risk management system that

complies with the requirements of the German Control and Transparency in Business Act (Gesetz zur Kontrolle und Trans-

parenz im unternehmensbereich) to monitor 16 different risk areas.


WILEX is exposed to risks typical for the industry, namely those arising from the development and production of drug can-

didates used in cancer therapies. The time between the commencement of drug development and approval usually spans

many years. Even though our portfolio has matured further, there is a continuing risk that none of our current drug and

diagnostic candidates will receive marketing approval.

Outlook

The data of all patients from the more than 140 study centres in the Phase III ARIsER trial with RENCAREX® will be com-

bined and processed by an external service provider (CRO) once the 343rd relapse has occurred. Independent radiologists

will analyse the patients’ CTs in order to determine disease-free survival. This process will take at least six months from the

time at which the 343rd relapse is reported. Finally, the Independent Data Monitoring Committee (IDMC) will perform a

centralised analysis of disease-free survival data from all patients, which can form the basis for filing for approval in the

European union. Whilst the data remain blinded for WILEX, they will nonetheless provide critical information with regard to

the trial’s endpoint – disease-free survival - and the efficacy of RENCAREX®.

Patient recruitment in the Phase III registration trial of REDECTANE® is continuing in accordance with the special Protocol

Assessment (sPA), and we anticipate completing recruitment within the next two months. Analysis of the data will then take

another three to six months. We expect the trial’s results to become available in the second half of 2009.

Medication is still being administered to patients with pancreatic cancer in the Phase II trial with MEsuPRON®. Patient

recruitment in the second Phase II trial in breast cancer patients with the uPA inhibitor is also ongoing.

The application for approval of a Phase I trial for the MEK inhibitor WX-554 and the administration of the first dose in man

are planned for this year.

“To the best of our knowledge, and in accordance with the applicable reporting principles, financial statements for the first

three months give a true and fair view of the assets, liabilities, financial position and profit or loss of WILEX AG, and the

interim management report includes a fair review of the development and performance of the business and the position of

WILEX AG, together with a description of the principal opportunities and risks associated with the expected development

of WILEX AG.”

Munich, 8 April 2009

The Executive Management Board

Professor Olaf G. Wilhelm Peter Llewellyn-Davies Dr Paul Bevan Dr Thomas Borcholte

Responsibility statement of the Executive Management Board

8 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | INTERIM MANAGEMENT REPORT | REsPONsIBILITy sTATEMENT

Q1 2009 €

Q1 2008 €

Revenue 0 0

Other income 470,446 560,125

Income 470,446 560,125

Research and development costs (5,357,483) (4,731,949)

Administrative costs (923,975) (1,018,701)

Other expenses (incl. depreciation/amortisation) (6,281,458) (5,750,651)

Operating result (5,811,011) (5,190,526)

Finance income 91,399 311,202

Finance costs (119) (4,720)

Net financial result 91,280 306,482

Earnings before tax (5,719,732) (4,884,044)

Income tax (4,948) (7,431)

Net loss for the period (5,724,680) (4,891,475)

Earnings per share

Basic and diluted earnings per share (0.48) (0.41)

Average number of shares issued 12,023,360 11,962,754


Income statementof WILEX AG in accordance with IFRs for the period from 1 December 2008 to 28 February 2009

Quarterly comparisonof WILEX AG in accordance with IFRs

Q1 2009 € ’000

Q4 2008 € ’000

Q3 2008 € ’000

Q2 2008 € ’000

Q1 2008 € ’000

Revenue 0 0 0 0 0

Other income 470 748 1,676 223 560

Other expenses (6,281) (4,829) (7,138) (6,884) (5,751)

of which research and development costs (5,357) (3,608) (5,953) (5,864) (4,732)

Operating result (5,811) (4,081) (5,461) (6,661) (5,191)

Earnings before tax (5,720) (3,911) (5,226) (6,412) (4,884)

Net loss for the period (5,725) (3,912) (5,232) (6,413) (4,891)

Basic and diluted earnings per share (0.48) (0.33) (0.44) (0.54) (0.41)

Average number of shares issued 12,023,360 11,962,754 11,962,754 11,962,754 11,962,754


9WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | QuARTERLy FINANCIAL sTATEMENTs

Assets28.02.2009

€ 30.11.2008

€

Property, plant and equipment 459,252 461,713

Intangible assets 1,392,243 1,426,564

Other non-current assets 22,884 22,689

Non-current assets 1,874,379 1,910,966

Inventories 22,200 22,200

Other assets and prepayments 1,110,473 1,072,248

Other receivables 233,760 184,888

Cash and cash equivalents 16,489,204 12,136,987

Current assets 17,855,637 13,416,323

Total assets 19,730,016 15,327,289

Equity and liabilities28.02.2009

€ 30.11.2008

€

subscribed capital 13,780,935 11,962,754

Capital reserve 113,265,964 105,201,252

Accumulated losses (117,099,134) (111,374,454)

Equity 9,947,765 5,789,552

Pension provisions 22,884 22,689

Liabilities arising from leases 0 0

Other non-current liabilities 105,648 251,755

Non-current liabilities 128,532 274,444

Trade payables 2,544,416 1,787,991

Liabilities arising from leases 0 15,357

Other current liabilities 7,109,303 7,459,944

Current liabilities 9,653,719 9,263,293

Total equity and liabilities 19,730,016 15,327,289


Balance sheetof WILEX AG in accordance with IFRs as of 28 February 2009 and as of 30 November 2008

10 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | QuARTERLy FINANCIAL sTATEMENTs

Q1 2009

€ Q1 2008

€


Adjustment for income statement items

Measurement of stock options 38,662 108,934

Depreciation/amortisation 58,654 67,073

Increase in pension obligations 195 195

Finance costs 119 4,720

Finance income (91,399) (311,202)

Tax expense 4,948 7,431

11,179 (122,849)

Changes in net working capital

Other receivables (48,873) (136,684)

Prepayments (38,225) 4,674

Other non-current assets (195) 0

Trade payables 756,425 745,345

Other liabilities (673,923) (1,991,714)

4,790 (1,378,380)

Cash flow from operating activities (5,718,291) (6,392,703)

Finance costs paid (119) (3,003)

Finance income received 86,450 150,696

Net cash flow from operating activities (5,631,960) (6,245,011)

Cash flow from investing activities

Purchase of property, plant and equipment (21,872) (24,184)

Purchase of intangible assets 0 (597)

sale/purchase of financial investments 0 0

Net cash flow from investing activities (21,872) (24,781)

Cash flow from financing activities

Capital increase 10,025,000 0

Capital increase costs (3,595) 0

Repayment finance leases (15,357) (21,711)

Net cash flow from financing activities 10,006,048 (21,711)

Net change in cash and cash equivalents 4,352,216 (6,291,503)

Cash and cash equivalents

at beginning of period 12,136,987 18,795,851

at end of period 16,489,204 12,504,348


Cash flow statementof WILEX AG in accordance with IFRs for the period from 1 December 2008 to 28 February 2009

11WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | QuARTERLy FINANCIAL sTATEMENTs

Capital reserve

Shares

Subscribed capital

€

Capital measures/

premium €

Measurement of stock options

€

Accumulated losses

€Total

€

As of 1 December 2007

103,131,052 1,783,664

11,962,754 11,962,754 104,914,715 (90,926,789) 25,950,680



Net change in equity (4,782,540)

As of 29 February 2008

103,131,052 1,892,598

11,962,754 11,962,754 105,023,650 (95,818,264) 21,168,140

As of 1 December 2008

103,131,052 2,070,200

11,962,754 11,962,754 105,201,252 (111,374,454) 5,789,552



Capital increase after accounting for capital procurement costs 1,818,181 1,818,181 8,026,050 9,844,231

Net change in equity 4,158,213

As of 28 February 2009

111,157,102 1,931,260

13,780,935 13,780,935 113,265,964 117,099,134 9,947,765

Statement of changes in equityof WILEX AG in accordance with IFRs for the period from 1 December 2008 to 28 February 2009


12 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | QuARTERLy FINANCIAL sTATEMENTs

Selected notes

General

The interim financial statements reproduced in this report were prepared in accordance with the International Financial

Reporting standards (IFRs), IAs 34 “Interim Financial Reporting” issued by the International Accounting standards Board

(IAsB) and in compliance with the Interpretations of the standing Interpretations Committee (sIC) and the International

Financial Reporting Interpretations Committee (IFRIC) as well as in accordance with the IFRs recognised by the European

union. These interim financial statements must be read in the context of the annual financial statements as of 30 November

2008 published by the Company for the 2008 financial year.

The Company’s assets, liabilities and financial position as well as individual items of the financial statements for the first

three months are explained in detail in the interim management report.

As the business activities do not differ significantly in their risk/reward profiles, WILEX operates in one segment only and

therefore does not prepare segment reporting. The Company’s business activities are not subject to seasonal influences.

The interim financial statements were not reviewed or certified by an auditor. Pursuant to our Declaration of Compliance

from 18 February 2009 with section 7.1.2 of the German Corporate Governance Code, both the interim financial statements

and the management report were discussed with the supervisory Board’s Audit Committee before being published. They

were approved for publication by the Executive Management Board on 8 April 2009.

The interim financial statements as of 28 February 2009 were prepared in accordance with the same accounting policies

as the annual financial statements, with the following exception: these are the first consolidated financial statements

according to IFRs that include both WILEX AG as the parent and WILEX Research GmbH as the subsidiary.

Basis of consolidation

under IFRs 3 (Business Combinations), the purchase method shall be used to recognise and measure all identifiable assets

acquired and liabilities assumed in connection with a business combination at their fair value.

The Company has provisionally prepared the accounting of the business activities that were added in the first quarter of 2009

and will carry out a purchase price allocation because the transaction with uCB was not completed until immediately before

the balance sheet date. under IFRs 3.62, the outcome of this purchase price allocation could lead to an adjustment of

goodwill; all provisional figures must be adjusted within 12 months of the acquisition date.

Preliminary allocation of goodwill

By signing its strategic alliance with uCB, WILEX AG acquired WILEX Research GmbH, a wholly-owned subsidiary of WILEX

AG. WILEX acquired this company for 1,818,181 newly issued shares from authorised capital subject to the exclusion of

shareholders’ subscription rights by means of a capital increase in kind.

The Group provisionally allocated goodwill in accordance with IFRs 3.62 and 3.69. This allocation will remain provisional

until the final purchase price allocation is made at the time the financial statements for the financial year 2009 are

prepared.

13WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | NOTEs

Change in equity

The Company’s subscribed capital rose to € 13.78 million as a result of the capital increase compared to 30 November

2008 and the 29 February 2008 comparative date. The number of ordinary bearer shares also rose to 13.78 million.

The capital reserve rose to € 113.27 million in the first three months of the current financial year as a result of the capital

increase less capital procurement costs (€ 8.03 million) and the measurement of stock options (€ 38.66 thousand). In

accordance with IFRs 2, expenses for stock options are recognised in income at the reporting date at fair value over the

estimated vesting period. A total of € 108.93 thousand was charged against the capital reserve in the same period the pre-

vious year for the same purpose.

The net loss of € 5.72 million for the first three months of the financial year raised the deficit accumulated by WILEX AG

since the beginning of its operations to € 117.10 million.

In conclusion, the Company’s equity in the first quarter rose by € 4.16 million to € 9.95 million, compared to a decline of

€ 4.78 million in the same period the previous year.

Directors’ dealings

During the period from 1 December 2008 to 28 February 2009, the officers and directors of the Company reported the fol-

lowing securities dealings that require disclosure under section 15a of the German securities Trading Act (WpHG).

Name Date Trans- action

Market-place

Price € Number

Volume €

Dr David Ebsworth, Chairman of the supervisory Board 09.01.2009 Purchase

XETRA, Frankfurt/M. 3.99 10,000 39,900.00

Dr Georg F. Baur, Deputy Chairman of the supervisory Board 09.01.2009 Purchase XETRA 4.00 30,000 120,000.00

Dr Rüdiger Hauffe, Member of the supervisory Board 09.01.2009 Purchase XETRA 4.00 4,000 16,000.00

14 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | NOTEs

Investor relations

Share price performance

WILEX’s share lost more than 33 % of its value between the start of the financial year and the end of March and fell to its

all-time low of € 2.10 in December 2008. At the start of the year however, it made substantial gains following the announce-

ment of WILEX’s strategic alliance with uCB but then dropped again by the end of the first quarter. The share recovered in

March.

Key share figures as of the end of the reporting period Q1 2009 Q1 2008

shares issued as of end of period Number 13,780,935 11,962,754

Market capitalisation as of end of period € million 31.15 70.46

Closing price (XETRA) as of end of period € 2.26 (on 27.02.09)

5.89 (on 29.02.08)

High (all stock exchanges) € 3.98 (on 08.12.08)

7.22 (on 02.01.08)

Low (all stock exchanges) € 2.19 (on 19.12.08)

4.76 (on 06.12.07)

volatility (260 days; XETRA) % 62.00 (on 27.02.09)

61,39 (on 29.02.08)

Average daily trading volume (all stock exchanges) shares 13,393 12,990

Average daily trading volume (all stock exchanges) € 38,850 81,940

Earnings per share € (0.48) (0.41)

source: Bloomberg

Performance of the WILEX share, indexed as of 1 December 2008

December January February March

120.00

110.00

100.00

90.00

80.00

70.00

60.00

50.00

40

60

80

100

120

WILEX AG Prime Biotechnology Index Peer group** Prime Biotechnology without

BBBiotech, Eurofins, Qiagen

%

15WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | INvEsTOR RELATIONs

Shareholder structure of WILEX AG as of 28 February 2009

24.76 % dievini Hopp BioTech holding GmbH & Co. KG

6.19 % Merlin Biosciences funds*

31.80 % Remaining free float*

6.72 % TVM Capital funds*1.93 % Executive Management

Board and Supervisory Board*

* Free float as defined by Deutsche Börse

13.19 % UCB Pharma S.A.

Investor relations activities

WILEX participated in and made presentations at a number of investor conferences in the first quarter, for example the

JP Morgan 27th Annual Healthcare Conference in san Francisco, the BIO CEO & Investor Conference in New york, the 2nd

Annual European Life science CEO Forum in Zurich, the Bio-Europe spring in Milan and the Cowen 29th Annual Health Care

Conference in Boston. We held numerous meetings with analysts and investors.

Analyst coverage

The analysts of sal. Oppenheim Research and WestLB regularly publish research on WILEX. In February, we succeeded in

gaining a third analyst, EDIsON Investment Research, which has analysed WILEX’s business model. All assessments are

published on our website.

Financial calendar

Date

8 April 2009 3-month Financial Report 2009

26 May 2009 Annual General Meeting

14 July 2009 Half-yearly Financial Report 2009

13 October 2009 9-month Financial Report 2009

15.41 % Apax funds*

16 WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | INvEsTOR RELATIONs

Published by: WILEX AG, Grillparzerstr. 10, 81675 Munich, Germany

Responsible for the project: Katja Arnold, WILEX AG

Design by: Annika Müller, Artdirection und Design, Hamburg

The 3-month Financial Report is also published in German and is available for download from our website at www.wilex.com.

The English translation of the 3-month Financial Report 2009 is provided for convenience only. The German original is

defini tive.

As of: 8 April 2009

WILEX AG

Grillparzerstr. 10

81675 Munich, Germany

Tel. + 49 (0) 89 – 41 31 38 – 0

Fax + 49 (0) 89 – 41 31 38 – 99

www.wilex.com

[email protected]

Peter Llewellyn-Davies Katja Arnold (CIRO)

Chief Financial Officer Investor & Public Relations

Tel. + 49 (0) 89 – 41 31 38 – 20 Tel. + 49 (0) 89 – 41 31 38 – 126

Fax + 49 (0) 89 – 41 31 38 – 98 Fax + 49 (0) 89 – 41 31 38 – 99

E-mail: [email protected] E-mail: [email protected]

Contact

Publishing information

WILEX AG | 3-MONTH FINANCIAL REPORT 2009 | CONTACT | PuBLIsHING INFORMATION

WILEX AGGrillparzerstr. 10 · 81675 Munich · Germany · www.wilex.com

3-month financial report 2009heidelberg-pharma.com/pdf/berichte/090408_wilex_qb_01_2009_e.pdf ·...

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