Details of the unaudited Q3 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 and other income

Revenues

The following table summarizes our revenues for the nine months ended 30 September 2015 and 2014.

Revenues (€32.4 million vs €49.1 million last year) were lower due to a decrease in revenue recognition of upfront payments and 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 nine months ended 30 September 2015 and 2014.

Other income (€14.8 million vs €13.6 million last year) increased in the first nine months of 2015, driven mainly by R&D incentives in Belgium and France.

Results

The Group realized a net loss for the first nine months of 2015 of €61.4 million, compared to a net loss of €27.0 million in the first nine 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 nine months of 2014. Galapagos recorded a result on divestment of €67.5 million.

R&D expenses for the Group in the first nine months of 2015 were €96.9 million compared to €77.2 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 €13.6 million in the first nine months of 2015, compared to €10.8 million in the first nine months of 2014. This increase is primarily due to a higher provision for short term and long term management bonus as well as higher costs for warrant plans, 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 September 2015, of which €1.5 million was additionally recognized in the first nine months of 2015. Income taxes recorded in the first nine months of 2014 for an amount of €1.8 million primarily relate to a tax provision for one subsidiary, triggered by a change in estimate.

Liquid assets position

Cash, cash equivalents and restricted cash totalled €374.4 million on 30 September 2015.

A net increase of €178.8 million in cash and cash equivalents was recorded during the first nine months of 2015, compared to an increase of €67.7 million during the same period last year. Net cash flows from financing activities generated €259.9 million through a recent global offering and concurrent listing on NASDAQ, as well as €11.4 million from warrant exercises. Furthermore, Galapagos continued to intensify its R&D investments, with a net cash outflow from operating activities of €90.3 million in the first nine months of 2015.

Restricted cash amounted to €10.7 million at the end of September 2014, and decreased to €7.9 million at the end of September 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, (ii) the payment of a claim to Charles River by decrease of the escrow account, and (iii) a €0.7 million bank guarantee issued in September 2015 for the rental of new premises in the Netherlands (to replace the current premises) which will expire on 1 October 2025. Restricted cash on 30 September 2015 is related to €0.3 million and €0.7 million bank guarantees on real estate lease obligations in Belgium and in the Netherlands respectively, 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 €37.5 million, payable in 4.75 yearly tranches. Galapagos’ balance sheet also holds a receivable from the Belgian Government for R&D incentives now amounting to €23.7 million, payable as from 2016 in 5.75 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 consisting of a concurrent public offering in the US and private placement in Europe. Galapagos 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 €18.8 million has been paid at 30 September 2015 and €0.5 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.

On 25 September 2015, following warrant exercises at an average exercise price of €10.13 per warrant, Galapagos issued 118,260 new ordinary shares for a total capital increase (including issuance premium) of €1,198 thousand.

Discontinued operations

The following disclosure illustrates the results from our discontinued operations reported in the 30 September 2014 interim financial statements. In the first nine months 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 B.V. (Leiden, The Netherlands) have been acquired by Charles River Laboratories International, Inc.

Consideration received

Analysis of assets and liabilities over which control was lost

Gain on disposal of subsidiaries

The gain on disposal is included in the profit from discontinued operations for the nine months ended 30 September 2014.

Net cash inflow on disposal of subsidiaries

Result from discontinued operations for nine months ended 30 September

Cash flows from discontinued operations for nine months ended 30 september