Details of the unaudited half-year 2015 results
General information
Galapagos sold its service division to Charles River Laboratories International, Inc. on 1 April 2014. As a result of this sale the service division is reported as discontinued operations. Group results of 2014 include both continuing and discontinued operations. The components of the operating result of 2014 discussed below are for the continuing operations only, as per IFRS 5 presentation. Following the sale of the service division on 1 April 2014, the continuing operations relate primarily to R&D activities. Consequently there is one reportable segment.
Revenues
Group revenues and other income for the first half of 2015 amounted to €36.9 million compared to €45.1 million in the same period of 2014.
Revenues
The following table summarizes our revenues for the six months ended 30 June 2015 and 2014.
|
Six months Ended 30 June, |
|
(thousands of €) |
2015 |
2014 |
Milestone payments |
1,408 |
10,335 |
Recognition of non-refundable upfront payments |
22,665 |
23,403 |
Other revenues |
2,593 |
1,718 |
Total revenues |
26,666 |
35,457 |
Revenues (€26.7 million vs €35.5 million last year) were lower due to reduced milestone payments, reflecting the increasing proprietary nature of our pipeline programs. Revenue recognized from upfront non-refundable payments related to the CF collaboration agreement with AbbVie signed in September 2013 and to the contract signed with AbbVie in February 2012 for the filgotinib program.
Other income
The following table summarizes our other income for the six months ended 30 June 2015 and 2014.
|
Six months Ended 30 June, |
|
(thousands of €) |
2015 |
2014 |
Grant income |
1,853 |
2,600 |
Other income |
8,402 |
6,996 |
Total other income |
10,255 |
9,596 |
Other income (€10.3 million vs €9.6 million last year) increased in H1 ’15, driven mainly by R&D incentives in Belgium and France.
Results
The Group realized a net loss for the first half of 2015 of €34.2 million, compared to a net loss of €14.6 million in the first six months of 2014 for continuing operations.
Following the sale of the service division, the Group reported a net profit from discontinued operations of €70.5 million in the first half of 2014. Galapagos recorded a result on divestment of €67.5 million.
R&D expenses for the Group in the first half of 2015 were €63.3 million compared to €52.8 million in 2014. This planned increase is mainly due to increased efforts on the filgotinib and cystic fibrosis programs.
G&A and S&M expenses of the Group were €9.2 million in the first half of 2015, compared to €7.4 million in the first half of 2014. This increase is primarily due to a higher provision for short term and long term management bonus, amongst other as a result of the recent evolution of Galapagos share price change relative to the Next Biotech Index.
Finally, for one subsidiary, a deferred tax asset was set up for an amount of €1.8 million on 30 June 2015, of which €1.5 million was additionally recognized in the first six months of 2015.
Liquid assets position
Cash, cash equivalents and restricted cash totalled €404.6 million on 30 June 2015, which is the highest cash balance the Company has ever reported.
A net increase of €209.8 million in cash and cash equivalents was recorded during the first half of 2015, compared to an increase of €82.6 million during the same period last year. Net cash flows from financing activities generated €261.0 million through a recent global offering and concurrent listing on NASDAQ, as well as €10.2 million from warrant exercises. Furthermore, the Company continued to intensify its R&D investments, with a net cash outflow from operating activities of €62.2 million in the first six months of 2015.
Restricted cash amounted to €10.7 million at the end of December 2014, and decreased to €7.2 million for the half year ended 30 June 2015. This decrease is related to (i) the release of the €3 million bank guarantee issued in 2013 for the rental of the new premises in France which expired on 30 June 2015 following the move to the new offices, and (ii) the payment of a claim to Charles River by decrease of the escrow account. Restricted cash on 30 June 2015 is related to €0.3 million bank guarantee on real estate lease obligations in Belgium, and to €6.9 million escrow account containing part of the proceeds from the sale of the service division in 2014 for which the release will be possible after final agreement between the parties on the exposure regarding one outstanding claim. An amount of €0.3 million has been accrued in March 2015 based on a preliminary estimate of the exposure.
Furthermore, Galapagos’ balance sheet holds an unconditional and unrestricted receivable from the French government (Crédit d’Impôt Recherche)[1] now amounting to €35.6 million, payable in 4.5 yearly tranches. Galapagos’ balance sheet also holds a receivable from the Belgian Government for R&D incentives now amounting to €22.4 million, payable as from 2016 in 5.5 yearly tranches.
[1] Crédit d’Impôt Recherche refers to an innovation incentive system underwritten by the French government
Capital increase
On 26 March 2015, warrants were exercised at various exercise prices with an average exercise price of €10.18 per warrant resulting in a share capital increase of €3,092 thousand (plus €2,727 thousand in issuance premium) and the issuance of 571,548 new ordinary shares.
On 19 May 2015, Galapagos successfully completed a global offering of 7,532,499 ordinary shares, a concurrent public offering in the US and private placement in Europe. The Company offered 5,746,000 ordinary shares through a public offering in the US in the form of American Depositary Shares, or ADSs, at a price of $42.05 per ADS, before underwriting discounts. The ADSs were evidenced by American Depositary Receipts, or ADRs, and each ADS represents the right to receive one ordinary share. The ADSs are listed on the NASDAQ Global Select Market under the symbol "GLPG." Galapagos offered 1,786,499 ordinary shares through a European private placement at price of €37.00 per share, before underwriting discounts.
Galapagos received €278.7 million of gross proceeds from the global offering, decreased by €19.4 million of underwriter discounts and commission, and offering expenses, of which €17.7 million has been paid at 30 June 2015 and €1.7 million remains to be settled in cash. Total net cash proceeds from the global offering after remaining settlements will amount to €259.3 million.
On 19 June 2015, following warrant exercises at an average exercise price of €8.94 per warrant, Galapagos issued 491,406 new ordinary shares for a total capital increase (including issuance premium) of €4,395 thousand. CEO Onno van de Stolpe exercised 108,126 warrants, half of which he retained as shares. These exercised warrants were due to expire on 27 June 2015. Onno van de Stolpe has consequently increased his holding to a total of 518,289 shares, representing 1.3% of the outstanding Galapagos shares.
Issued capital:
(thousands of €, except share data) |
Number of Shares |
Share Capital |
Share Premium |
Share Capital and Share Premium |
On 1 January 2015 |
30,299,129 |
157,274 |
114,182 |
271,456 |
|
|
|
|
|
26 March 2015: |
571,548 |
3,092 |
2,727 |
5,819 |
|
|
|
|
|
19 May 2015: |
|
|
|
|
Ordinary shares (fully paid) |
1,786,499 |
9,665 |
56,436 |
66,100 |
ADSs (fully paid) |
5,746,000 |
31,086 |
181,516 |
212,602 |
Underwriter discounts and offering expenses (fully paid) |
|
(17,654) |
|
(17,654) |
Offering expenses not yet settled in cash at 30 June 2015 |
|
(1,706) |
|
(1,706) |
Total Global Offering |
7,532,499 |
21,391 |
237,952 |
259,343 |
|
|
|
|
|
19 June 2015: |
491,406 |
2,659 |
1,737 |
4,395 |
|
|
|
|
|
On 30 June 2015 |
38,894,582 |
184,416 |
356,597 |
541,013 |
Discontinued operations
The following disclosure illustrates the results from our discontinued operations reported in the 30 June 2014 interim financial statements. In the first half of 2015, Galapagos does not hold discontinued operations to be disclosed in its financial statements.
On 1 April 2014, the Group sold its service division - comprising all service operations of BioFocus and Argenta in the UK and The Netherlands - to Charles River Laboratories International, Inc. In particular, the Group disposed of following companies which were previously fully consolidated: BioFocus DPI (Holdings) Ltd. and BioFocus DPI Ltd. (Saffron Walden, UK), Argenta Discovery 2009 Ltd. (Harlow, UK) and its subsidiary Cangenix Ltd. (Canterbury, UK). In addition, also certain assets from the Galapagos BV (Leiden, The Netherlands) have been acquired by Charles River Laboratories International, Inc.
Consideration received
|
1 April, |
(thousands of €) |
2014 |
Consideration received in cash and cash equivalents |
137,760 |
Total consideration |
137,760 |
Analysis of assets and liabilities over which control was lost
|
1 April, |
(thousands of €) |
2014 |
Cash |
6,115 |
Trade and other receivables |
18,165 |
Current assets |
24,280 |
|
|
Goodwill |
39,246 |
Fixed assets |
13,397 |
Deferred tax assets |
4,588 |
Non-current assets |
57,231 |
|
|
Trade payables |
(2,569) |
Other payables |
(4,527) |
Current liabilities |
(7,096) |
|
|
Provisions |
(604) |
Deferred tax liabilities |
(1,996) |
Other non-current liabilities |
(549) |
Non-current liabilities |
(3,149) |
|
|
Net assets disposed of |
71,267 |
Gain on disposal of subsidiaries
|
1 April, |
(thousands of €) |
2014 |
Total consideration |
137,760 |
Net assets disposed of |
(71,267) |
Effect from Cumulative Translation Adjustments reclassified from equity |
1,787 |
Costs associated to sale |
(800) |
Gain on disposal |
67,480 |
The gain on disposal is included in the profit from discontinued operations for the six months ended 30 June 2014.
Net cash inflow on disposal of subsidiaries
|
1 April, |
(thousands of €) |
2014 |
Consideration received in cash and cash equivalents |
137,760 |
Less: cash and cash equivalent balances disposed |
(6,115) |
Total consideration received |
131,645 |
Costs associated to sale |
(800) |
Cash in from disposal of subsidiaries, net of cash disposed |
130,845 |
Result from discontinued operations for six months ended 30 June
|
Six months ended 30 June, |
(thousands of €, except share and per share data) |
2014 |
Service revenues |
17,502 |
Other income |
669 |
Total revenues and other income |
18,171 |
|
|
Services cost of sales |
(11,288) |
General and administrative expenses |
(3,768) |
Sales and marketing expenses |
(255) |
Restructuring and integration costs |
(38) |
Gain on sale of service division |
67,480 |
Operating income |
70,303 |
|
|
Finance income |
417 |
|
|
Income before tax |
70,720 |
|
|
Income taxes |
(233) |
|
|
Net income from discontinued operations |
70,487 |
|
|
Basic and diluted income per share from discontinued operations (in €) |
2.36 |
Weighted average number of shares (in thousands of shares) |
29,930 |