BIOTIE THERAPIES CORP. FINANCIAL STATEMENT RELEASE 25 March 2011 at 9.00 a.m.
Biotie Therapies Corp. financial statement release 1 January - 31 December 2010
Key events after the reporting period: Acquisition of Synosia Therapeutics, reporting positive results from nalmefene studies by Lundbeck, and completion of share offering
After the reporting period, Biotie has undergone significant changes that have transformed the nature of its operations and its financial status. Most notably, in February 2011, Biotie acquired Synosia Therapeutics, a drug development specialist with key operations in the US and a strategic alliance with pharma company UCB. Early January 2011 Biotie was informed by its licensing partner H. Lundbeck A/S of positive study results regarding nalmefene for the treatment of alcohol dependence. In March, Biotie raised EUR 27 million in a directed share issue to institutional and strategic investors, thus strengthening its financial position. The company today employs approximately 40 people and is exclusively focused on the development of its promising pipeline of clinical-stage drug candidates having operations in Finland, the United States and Switzerland.
Key events for the full year 2010
- In Q4, Biotie announced a major restructuring plan, shifting focus of the company exclusively on clinical development projects
As part of the restructuring process, all employees and all pre-clinical assets of Biotie Therapies GmbH (Biotie's subsidiary in Radebeul, Germany) were transferred into a new company, biocrea GmbH, in which Biotie become a minority shareholder. Furthermore the workforce was reduced by 15 employees in Finland, bringing the group's headcount down to 23 employees at the end of 2010, all located at its Finnish site in Turku. Commercial agreements with Roche in relation to Biotie's small molecule SSAO program and with Pfizer in relation to its discovery program for novel PDE10 inhibitors were both terminated in 2010.
- Biotie reported positive clinical data for its VAP-1 antibody BTT-1023, retaining commercial rights in other territories than Asia-Pacific
In January and September, respectively, Biotie reported the results of two clinical trials conducted in 24 rheumatoid arthritis and 26 psoriasis patients. The compound demonstrated a favorable safety profile and showed promising signals of clinical activity, especially in the higher doses of the rheumatoid arthritis study. These data support further clinical development of the product. The compound is licensed to Seikagaku Corporation of Japan for Asia-Pacific (Japan, Korea, Taiwan, Australia and New Zeeland). In April, Roche, which had an option to obtaining an exclusive license for the product for all territories ex Asia-Pacific, notified Biotie that it would not exercise its option. The rights to the product in this territory thereby remain with Biotie.
- Biotie announced positive data from a clinical study with its oral PDE4 inhibitor ronomilast (previously known as ELB353)
In a dose-escalating, repeated dose clinical study with 48 healthy volunteers, the compound showed to be well tolerated and demonstrated clear pharmacological activity as measured by biomarker response. The compound is well suited for once daily oral administration. The data in altogether 126 subjects supports further clinical development.
- In separate instances, Biotie reported the conveyance of a total of 2,967,542 shares against cash payments under a standby equity distribution agreement ("SEDA") to US investor Yorkville
On the basis of the authorization by the General Meeting of Shareholders of Biotie held on 15 April 2010, Biotie issued 17,251,371 shares to the company itself without consideration for fundraising purposes. A prospectus concerning this share issue was published in October. In different instances in August, November and December, a total of 2,967,542 treasury shares were conveyed to Yorkville against cash payments totaling EUR 1,050,000. The offers were made in order to strengthen Biotie's working capital and to provide further financing for the company's R&D programs. At the end of the year, Biotie held 14,747,084 own shares in treasury.
- Financial review 2010
Due to the implementation of the restructuring plan, income statement and cash flow line items and the remaining liability on the balance sheet related to the disposed pre-clinical development operations have been reclassified and presented as discontinued operations.
Revenues for continuing operations in January - December amounted to EUR 2.0 million (EUR 3.1 million in 2009) and EUR 1.0 million for discontinued operations (EUR 2.5 million in 2009). Net loss for continuing operations in January - December was EUR 8.5 million (EUR 8.1 million in 2009) and EUR 13.1 million for discontinued operations (EUR 8.0 million in 2009). Basic earnings per share amounted to EUR -0.06 for the continuing operations (EUR -0.06 for 2009) and EUR -0.09 for the discontinued operations (EUR -0.05 for 2009).
Cash flow from operations in January - December amounted to EUR -7.9 million for continuing operations (EUR -9.7 million in 2009) and EUR -7.0 million for discontinued operations (EUR -3.6 million in 2009).
As of 31 December 2010, liquid assets amounted to EUR 4.1 million (EUR 19.7 million as of 31 December 2009).
At the closing date 31 December 2010 the group did not have sufficient funds to finance its operations over the next 12 months. In March 2011 the company executed a private placement of shares and subsequently the group's cash, cash equivalents and short term investments amounted to over EUR 45 million. This liquidity secures financing of the group's operations for over the next 12 months.
Financial review during Q4/2010:
- Revenues for October - December, 2010 amounted to EUR 0.5 million from continuing operations (EUR 0.7 million for 2009). In Q4 2010 there were no revenues from discontinued operations (EUR 0.4 million in 2009). The net loss for continuing operations in October - December was EUR 2.4 million (EUR 2.5 million in 2009) and EUR 6.1 million (EUR 1.5 million in 2009)for discontinued operations. Basic earnings per share for October - December amounted to EUR -0.02 for the continuing operations (EUR -0.02 in 2009) and EUR -0.04 for the discontinued operations (EUR -0.01 in 2009).
- Cash flow from operating activities in October - December was EUR -0.8 million (EUR -3.0 million during October - December 2009) for the continuing operations and EUR -3.6 million for discontinued operations (EUR -1.6 million in 2009).
Timo Veromaa, Biotie's President and CEO:
The last twelve months have been truly transformational for Biotie. During 2010 we continued to advance our in-house pipeline and realigned our business to focus exclusively on clinical development. At the very beginning of 2011, our partner Lundbeck announced positive results from the first set of phase 3 trials with our lead product nalmefene in alcohol dependence. This was well received by our shareholders and, building on this and our strategic decision to focus on clinical development, in February 2011 we successfully completed the business combination with Synosia, a private CNS focused company with a substantial clinical stage pipeline, experienced management team and trans-Atlantic operations. We also strengthened our cash position in March 2011, raising EUR 27 million from institutional and strategic investors. As a result, Biotie enters 2011 with a broad pipeline of novel, first and best-in class products, a solid balance sheet, world-class leadership and people and is well positioned to drive long-term growth and shareholder value.
Key events after the reporting period
- In March 2011, Biotie raised EUR 27 million from institutional and strategic investors - increasing its cash position to over EUR 45 million.
Biotie Therapies Corp. announced the successful completion of a private placement of shares, raising EUR 27 million. The offering was successfully placed with new and existing institutional and strategic investors. 35,230,000 newly issued and 14,747,084 treasury shares were included in the offering and subscribed at a subscription price of EUR 0.54 per share.
- In February 2011, Biotie announced the successful completion of the acquisition of Synosia Therapeutics Holding AG ("Synosia")
On 1 February 2011, the Extraordinary General Meeting of Biotie held on 1 February 2011 passed resolutions necessary for the completion of the acquisition of Synosia Therapeutics Holding AG ("Synosia"), deciding on the issue of 161,448,371 new Biotie shares to the shareholders and warrant holders of privately-owned Synosia in exchange for the entire issued share capital and outstanding warrants of Synosia.
Through the acquisition, Biotie gained access to six additional clinical-stage drug candidates. The combined entity now has a promising pipeline of nine clinical-stage drug candidates; a significant international presence with operations in Finland, The United States and Switzerland, and a strengthened management team and Board of Directors.
- In January 2011, Biotie announced positive results from the first two of the three phase 3 studies with nalmefene in alcohol dependence, carried out by Lundbeck
Biotie's partner, Lundbeck announced that it has completed two of the three phase 3 clinical trials evaluating nalmefene for the treatment of alcohol dependence (ESENSE1, SENSE). Lundbeck expects to complete the third study, a further efficacy study (ESENSE2), in 2Q 2011 and is on track to file a marketing authorization application (MAA) in Europe in 2H 2011, depending on the outcome of the final study. Lundbeck plans to submit detailed efficacy and safety data for presentation at scientific and medical meetings after all three trials have been completed. The data from these studies is consistent with the profile of nalmefene observed in previous clinical studies.
Outlook for 2011
Following the completion of the acquisition of Synosia Therapeutics Holding AG ("Synosia"), Biotie will focus on the development of its broadened product portfolio, including drug candidates for neurodegenerative and psychiatric disorders and inflammatory diseases.
Biotie will continue to support its licensing partner Lundbeck in the development of nalmefene for the treatment of alcohol dependence. Final clinical data from the ongoing phase 3 study is expected in the second quarter of 2011; a possible marketing authorization submission in the EU is anticipated in the second half of 2011.
SYN115 for the treatment of Parkinson's disease is globally licensed to UCB Pharma and a phase 2b study is currently being initiated, which is intended to be completed in the first half of 2013.
SYN118, also for the treatment of Parkinson's disease, is currently in a phase 2a clinical study and data from this study is expected to become available second quarter of 2011. UCB Pharma has an option to license this product after the clinical data is available for their review.
SYN120, for the treatment of cognitive disorders associated with Alzheimer's disease and schizophrenia is expected to enter a phase 1 PET ("positron emission tomography") imaging study second quarter of 2011.The study is scheduled to be completed early in 2012. Roche has an option to license this compound from Biotie.
Biotie will announce development plans of its proprietary VAP-1 antibody later this year. While the rights to the product in Japan, Taiwan, Singapore, Australia and New Zealand have been granted to Seikagaku, Biotie retains ownership in the rest of the world and will be looking for additional collaboration opportunities.
Biotie will announce development plans of ronomilast for the treatment of COPD later this year. Biotie will also be looking for potential collaboration opportunities for this product.
SYN117 for the treatment of Post Traumatic Stress Disorder ("PTSD") is currently being developed through an externally funded phase 2 study by the US Department of Defense. It is assumed that no data from this study will become available before 2013.
Biotie will announce development plans for SYN111 for the treatment of mood disorders and for treatment of bipolar disorder later this year.
At the closing date 31 December 2010 the group did not have sufficient funds to finance its operations over the next 12 months. In March 2011 the company executed a private placement of shares and subsequently the cash, cash equivalents and short term investments of the group amounted to over EUR 45 million. This liquidity secures financing of the group's operations for over the next 12 months.
Financial calendar 2011
Financial Statements 2010 will be published on March 25, 2011.
Biotie Therapies Corp. will publish its Corporate Governance Statement 2010 on March 25, 2011. The statement will be published separately from the Board of Directors' report and it will be available on Biotie's website www.biotie.com.
| Interim report January - March || May 13, 2011|
| Interim Report for January - June || August 5, 2011|
| Interim Report for January - September || November 4, 2011|
Biotie's Annual General Meeting will be held on Friday, May 6, 2011.
An analyst and media conference call will take place on March 25, 2011 at 2.00 p.m. Central European Time. The conference call will be held in English.
Callers may access the conference directly at the following telephone numbers: US: +1 212 444 0481, UK: +44 (0)20 7138 0824 and Finland: +358 (0)9 2319 4344 access code 5499604. Lines are to be reserved ten minutes before the start of conference call. The event can also be viewed as a live webcast at www.biotie.com. An on demand version of the conference will be published on Biotie's website later during the day. In case you need additional information or assistance, please contact: Virve Nurmi, IR Manager Biotie Therapies, Tel +358 2 2748 911
Post the acquisition of Synosia Therapeutics and completion of share offering
Biotie today is a specialized drug development company focused on the development of drugs for neurodegenerative and psychiatric disorders (Parkinson's disease, Alzheimer's disease and other cognitive disorders, bipolar disorder, addictions and drug dependence) and inflammatory diseases (rheumatoid arthritis, psoriasis, chronic obstructive pulmonary disease and others).
It has several innovative small molecule and biological drug candidates at different stages of clinical development. Biotie's products address diseases with high unmet medical need and significant market potential.
Some of its development programs have been validated through licensing agreements for development and commercialization with top-tier pharmaceutical partners including H. Lundbeck A/S, UCB Pharma S.A., and Seikagaku Corporation. The most advanced product, nalmefene for alcohol dependence, is currently in phase 3 clinical development by licensing partner H. Lundbeck A/S.
Drug development projects and operations:
Nalmefene, a new treatment paradigm for alcohol dependence. Nalmefene builds on a novel principle of treating alcohol dependence. Unlike existing therapies, the treatment with Nalmefene is not aimed at keeping the patients from drinking. Nalmefene instead removes the desire to drink, thereby controlling and limiting the intake of alcohol. Nalmefene distinguishes itself by being available as an oral tablet formulation to be taken on an as needed basis.
Biotie's partner Lundbeck announced in January 2011 that it had completed two phase 3 clinical trials evaluating nalmefene for the treatment of alcohol dependence (ESENSE1, SENSE). The data from these studies was consistent with the profile of nalmefene observed in previous clinical studies and demonstrated nalmefene to be safe and efficacious in helping patients to reduce drinking. Lundbeck expects to complete a further efficacy study (ESENSE2) in 2Q 2011 and is on track to file a marketing authorization application (MAA) in Europe in 2H 2011, depending on the outcome of the final study. Lundbeck plans to submit detailed efficacy and safety data for presentation at scientific and medical meetings after all three trials have been completed. Launch of the product in the EU is expected H2 2012. Biotie is participating in financing some of the clinical development costs. Biotie has granted worldwide rights for nalmefene to Lundbeck.
SYN115 is a potent and selective inhibitor of the adenosine A2a receptor, which modulates the effect of dopamine, glutamine and serotonine in specific regions of the brain. In preclinical models of Parkinson's disease A2a inhibition reverses motor deficits and potentiates the effects of L-DOPA and dopamine agonists without inducing dyskinesias (involuntary movements). SYN115 also displays activity in preclinical models of depression, cognition and anxiety. Recently there has been clinical validation of the target in improving motor symptoms. The company has completed a phase 2a study in Parkinson's patients with SYN-115 showing functional activity in relevant regions of the brain assessed using fMRI and positive effects on clinical measures of motor function and cognition. Biotie is planning to start a phase 2b study in Q2 2011. SYN115 is licensed to UCB on a worldwide exclusive basis.
Nitisinone (SYN118) is a potent and selective inhibitor of hydroxyphenylpyruvate dioxygenase (HPPD), an enzyme responsible for the catabolism of tyrosine, the precursor of the neurotransmitter dopamine. Preclinical studies have shown that Nitisinone is active in animal models of Parkinson's disease. Clinical studies and patient experience with Nitisinone have shown pronounced and predictable elevations in the circulating concentrations of tyrosine. The company has completed an open label, proof-of-mechanism study with Nitisinone for Parkinson's disease and a proof-of-concept trial in restless legs syndrome. The encouraging efficacy and safety results from these studies provide a strong rationale for moving this program forward. Results from a randomised, placebo controlled phase 2a study in Parkinson's disease patients are expected in Q2/2011. UCB has an option to obtain an exclusive license to this product.
SYN120 is an orally bioavailable potent and selective antagonist of the 5-HT6 receptor. The 5-HT6 receptors are exclusively located in the brain and antagonism of the receptor modulates the release of acetylcholine and glutamate, two neurotransmitters known to be involved with memory function. Cognitive deficits are an important component of many CNS diseases especially Alzheimer's and schizophrenia. SYN120 has completed a single and multiple ascending dose phase 1 clinical studies. Biotie plans to initiate a PET imaging study for SYN120 in Q2 2011. The compound was originally licensed from Roche and Roche has an option to reacquire this program after the results of the planned study have been obtained.
VAP-1 antibody, a high value biologic for inflammatory diseases in clinical development. VAP-1 has been shown to play a key role in chronic inflammatory diseases such as COPD, rheumatoid arthritis, psoriasis and diabetes. Biotie has significant know-how and strong intellectual property position around this target and is developing a fully human monoclonal antibody, BTT-1023, which blocks VAP-1 function. Biotie has in 2010 reported successful completion of clinical trials with BTT-1023 in 24 rheumatoid arthritis and 26 psoriasis patients, demonstrating the safety, tolerability, and pharmacokinetics of repeated doses of intravenously administered antibody. The compound has demonstrated a favorable safety profile in a total of 83 study subjects and showed promising signals of clinical activity, especially with higher doses in the rheumatoid arthritis study. The data support further clinical development of the product. Biotie has granted a license to Seikagaku Corporation for the commercial rights to the product in Japan, Taiwan, Singapore, New Zealand, and Australia.
Ronomilast, an oral PDE4 inhibitor for COPD in clinical development. Ronomilast is a once-daily, oral phosphodiesterase 4 (PDE4) inhibitor with therapeutic potential in chronic inflammatory disorders, particularly in chronic obstructive pulmonary disease (COPD), a serious respiratory disorder with major unmet medical need. In three clinical studies with a total of 126 study subjects ronomilast has been demonstrated to be safe and well tolerated at all tested doses up to 100mg once daily. No serious or severe adverse events were reported in any of the study subjects. Robust and statistically highly significant biomarker responses confirmed the pharmacological activity of well tolerated doses of ronomilast in man. The data support further clinical development .
Nepicastat (SYN117) is a potent, competitive, and selective inhibitor of the enzyme dopamine beta-hydroxylase. The inhibition of this enzyme has been shown to raise dopamine levels in the central nervous system (CNS). Nepicastat is available as an oral treatment and has been well-tolerated in preclinical models at doses significantly above the expected therapeutic range for the current central nervous system (CNS) indications under investigation. A phase 2 study of nepicastat in post traumatic stress disorder funded by the US Department of Defense is ongoing.
Rufinamide (SYN111) is a potent, specific, and orally bioavailable sodium channel blocker with proven anti-epileptic activity. The compound is marketed in the EU and the US as adjunctive therapy in Lennox Gastaut Syndrome (LGS), a severe form of epilepsy. Biotie, which holds rights in medical indications outside of LGS is currently assessing options for evaluating rufinamide in the treatment of bipolar disorder.
Revenues: Revenues for continuing operations for the financial year 2010 amounted to EUR 2.0 million (EUR 3.1 million in 2009), and EUR 1.0 million for the discontinued operations (EUR 2.5 million in 2009). Revenues consisted of income from the research collaboration with Pfizer and periodization of previously received up-front payments from licensing agreements that the company has in place with several licensing partners.
Financial result: Net loss for continuing operations for the financial year 2010 was EUR 8.5 million (EUR 8.1 million in 2009) and net loss for discontinued operations was EUR 13.1 million (EUR 8.0 million in 2009). Research and development costs from continuing operations for the reporting period amounted to EUR 5.5 million (EUR 7.7 million in 2009) and EUR 6.7 million (EUR 13.4 million in 2009) for discontinued operations.
Financing: Cash and cash equivalents totaled EUR 4.1 million on December 31 2010 (EUR 19.7 million on 31 December, 2009).
Biotie has a standby equity distribution agreement (SEDA) with US fund Yorkville in place. Yorkville is obliged to subscribe and pay for ordinary no-par Biotie shares up to a total value of EUR 20 million during the period until September 2012 at Biotie's discretion (Biotie option). The purpose of this arrangement is to have an option to secure the financing of Biotie's working capital in the short and medium term. Biotie has made use of this arrangement three times since August 2010 and has raised a total amount of EUR 1.1 million.
Shareholder's equity: The shareholders' equity of the group amounts to EUR -29.5 million (IFRS). Biotie's equity ratio was -263.0 % on 31 December 2010 (-28.4% on 31 December 2009).
Investments and cash flow: Cash flow from continuing operating activities was EUR -7.9 million for the financial year 2010 (EUR -9.7 million in 2009) and EUR -7.0 million for discontinuing operating activities (EUR -3.6 million in 2009). The group's investments during the reporting period amounted to EUR 270 thousand (EUR 475 thousand in 2009).
During the reporting period January - December 2010, the average number of employees amounted to 70 (81 during January - December, 2009) and at the end of the reporting period, after implementation of the restructuring plan, Biotie employed 23 people (82 on 31 December, 2009). After the acquisition of Synosia, the total number of employees amounts to approx.40.
Changes in the management team
As part of the restructuring process completed in Q4 2010, Thomas Kronbach, Biotie's Chief Scientific Officer left Biotie to become CEO of spin-off company biocrea GmbH. He is no longer member of the management team of Biotie. After the reporting period in January 2011, Biotie announced that its CFO Thomas Taapken will leave the company as of 31 March 2011. He will be replaced ad interim by Biotie's VP Finance & Administration Ms. Ulla Sjöblom. In connection with the acquisition of Synosia Therapeutics, Steve Bandak replaced Antero Kallio as Chief Medical Officer and Ian Massey joined as Chief Operating Officer and President of US Operations in February 2011.
Changes in the board of directors
Current composition of the Board of Directors (Extraordinary General Meeting 1 February 2011)
The number of the members of the Board of Directors was resolved to be ten. Bradley J. Bolzon, William M. Burns, Peter Fellner, Merja Karhapää, Bernd Kastler, Ismail Kola, Guido Magni, Andrew J. Schwab, Piet Serrure and James S. Shannon, were elected as the members of the Board of Directors.
At the organization meeting of the new Board of Directors, which convened after the Extraordinary General Meeting in February 2011, Peter Fellner was elected as the Chairman of the Board of Directors and Bradley J. Bolzon as the deputy chairman.
Biotie has issued option rights to certain of its employees and managers pursuant to two different option programs in 2006 and 2009. The total number of granted options on 31 December 2010 amounts to 9,768,800, which represents 5.55% of the total amount of shares as of 31 December 2010.
Shares and options held by management
At the end of financial year 2010 the amount of company's shares held by the Board of Directors and the company's management and their controlled companies amounted to 1,682,588 shares and 6,181,980 option rights of which 1,250,000 options are conditional achieving certain set targets.
Share capital and shares
Biotie shares are all of the same class and have equal rights. Each share entitles the holder to one vote at the general meeting of shareholders. All shares are freely transferable and are quoted on NASDAQ OMX Helsinki Ltd (Small cap, Healthcare).
Biotie's share capital (registered on 31 December, 2010) was EUR 52,056,678.10 (FAS), the total number of shares amounted to 176,003,931. Of these shares, 14,747,084 were owned by Biotie Therapies Corp.
In three separate instances during 2010, Biotie reported the conveyance of a total of 2,967,542 treasury shares against cash payments under a 2009 standby equity distribution agreement ("SEDA") to US investor YA Yorkville Global Master SPV Ltd ("Yorkville"). These three offers were made in order to strengthen Biotie's working capital and to provide further financing for the company's R&D programs. The subscription price of the new shares was registered in its entirety to the share capital of Biotie.
In August, Biotie conveyed 114,233 treasury shares to Yorkville against cash payment of EUR 50,000 at a subscription price of EUR 0.44.
In October, Biotie reported on an issue of 17,251,371 shares to itself without consideration for fundraising purposes. A prospectus concerning Biotie's issue of shares to the company itself has been published on that day. The shares were issued pursuant to the authorization by the General Meeting of Shareholders of Biotie held on 15 April 2010.
In November, Biotie reported the conveyance of 1,359,434 treasury shares to Yorkville against cash payment of EUR 500,000 at a subscription price of EUR 0.37.
In December, Biotie reported the conveyance of 1,493,875 treasury shares to Yorkville against cash payment of EUR 500,000 at a subscription price of EUR 0.33.
After the reporting period and as described in more detail in Biotie's stock exchange releases issued on 2 February 2011, Biotie's Extraordinary General Meeting has on 1 February 2011 passed resolutions necessary for the completion of the acquisition of Synosia Therapeutics Holding AG, and the company has issued 161,448,371 shares to the shareholders and warrant holders of Synosia as consideration for the entire issued share capital and outstanding warrants of Synosia. In connection with this transaction, the company also issued 14,912,155 new shares to Synosia to be held in treasury and used to fulfill the requirements of future potential exercise of Synosia's options. The new shares have been registered on 3 February 2011. Furthermore, Biotie announced the successful placement of 35,230,000 new shares and 14,747,084 treasury shares to institutional investors in 11 March 2011.
On March 18, 2011 the registered number of shares in Biotie Therapies Corp. is 387,594,457. Of these shares 14,912,155 are held by the company or its group companies. The share capital of Biotie is EUR 165,919,181.95
Market capitalization and trading
At the end of financial year 2010 the share price was EUR 0.50, the highest price during the financial year was EUR 0.65, the lowest was EUR 0.30, and the average price was EUR 0.48. Biotie's market capitalization at the end of financial year 2010 was EUR 88.0 million.
The trading volume on NASDAQ OMX Helsinki during the financial year 2010 was 90,049,678 shares, corresponding to a turnover of EUR 43,061,486.
Changes in ownership
During the financial year 2010, Biotie made three announcements on according to Chapter 2, Section 10 of the Finnish Securities Market Act.
Information on notices of changes in ownership and a monthly updated list of Biotie's major shareholders is available on the company's website at www.biotie.com/investors.
Ten largest shareholders of Biotie on December 31, 2010
| || Number of shares|| %|
| || || |
| Finnish Innovation Fund (Sitra)|| 13,585,350|| 8.42|
| Veritas Pension Insurance Company Ltd.|| 6,684,175|| 4.15|
| Juha Jouhki and his controlled companies:|| || |
| - Thominvest Oy (2,937,900)|| || |
| - Dreadnought Finance Oy (2,098,416)|| || |
| - Jouhki Juha (1,501,356)|| || |
| Total:|| 6,537,672|| 4.05|
| Finnish Industry Investment Ltd|| 3,196,636|| 1.98|
| ABN Amro Finland|| 2,785,542|| 1.73|
| BioFund Ventures III Ky || 2,485,715|| 1.54|
| Harri Markkula and his controlled companies:|| || |
| - Markkula Harri (2,221,268)|| || |
| - Tilator Oy (62,700)|| || |
| Total:|| 2,283,968|| 1.42|
| Alfred Berg Small Cap Finland|| 2,246,050|| 1.39|
| Kastler GmbH|| 1,195,702|| 0.74|
| Oy H Kuningas&Co|| 1,058,371|| 0.66|
| || 42,059,181|| 26.08|
| || || |
| Other shareholders|| 75,664,883|| 46.92|
| Nominee registered shares total|| 43,532,783|| 27.00|
| || 161,256,847|| 100.00|
| || || |
| Own shares held by Biotie Therapies|| 14,747,084|| |
| Total|| 176,003,931|| |
The parent company of the group is Biotie Therapies Corp. The domicile of the company is Turku, Finland. The company has two non-operational subsidiaries named Biotie Therapies GmbH, located in Radebeul, Germany and Biotie Therapies International Ltd in Finland.
After the acquisition of Synosia Therapeutics completed in February 2011, the company now also has a holding subsidiary, Biotie Therapies Holding AG, located in Basel, Switzerland, which has two operative subsidiaries, Biotie Therapies AG, located in Basel, Switzerland and Biotie Therapies, Inc. located in South San Francisco, California.
Shareholders' meetings held during the financial year 2010
The Annual General Meeting of Biotie Therapies Corp. was held on 15 April 2010.
Adoption of financial statements for the financial year 1 January - 31 December 2009 and booking of the loss of the financial year
The General Meeting of Shareholders adopted the financial statements for the financial year 1 January - 31 December 2009. The General Meeting resolved in accordance with the proposal of the Board of Directors that the loss of the financial year shall be transferred to the unrestricted equity and no dividend shall be paid.
The General Meeting discharged the members of the Board of Directors and the President and CEO from liability concerning the financial year from 1 January - 31 December 2009.
The Board of Directors and auditors
The number of the members of the Board of Directors was resolved to be seven. Peter Fellner, Merja Karhapää, Bernd Kastler, Pauli Marttila, Riku Rautsola, Pierre Serrure and James S. Shannon were elected as the members of the Board of Directors.
The General Meeting resolved that the remuneration payable to the Chairman of the Board of Directors be EUR 4,000 per month and to other Board members EUR 3,000 per month. In addition, reasonable travel expenses for the meetings shall be compensated.
PricewaterhouseCoopers Oy, Authorized Public Accountants, and Janne Rajalahti, Authorized Public Accountant, were re-elected as auditors of the company.
At the organization meeting of the new Board of Directors, which convened immediately after the Annual General Meeting, Peter Fellner was elected as the Chairman of the Board of Directors and Pauli Marttila as the deputy chairman. Bernd Kastler was elected as the Chairman and Merja Karhapää, Riku Rautsola and Pierre Serrure as the members of the Board's Audit Committee and in addition Peter Fellner as the Chairman and Pauli Marttila and James S. Shannon as the members of the Nomination and Remuneration Committee. Based on the evaluation of independence, the Board concluded that all Board members are independent of the company and of its significant shareholders.
Authorization of the Board of Directors to decide on the issuance of shares as well as the issuance of options and other rights entitling to shares
The General Meeting authorized the Board of Directors to resolve on one or more issues which contains the right to issue new shares or dispose of the shares in the possession of the company and to issue options or other rights to the shares pursuant to chapter 10 of the Companies Act. The authorization consists of up to 80,000,000 shares in aggregate.
The authorization does not exclude the Board of Directors' right to decide on a directed share issue. The authorization may be used for material arrangements from the company's point of view, such as financing or implementing business arrangements or investments or for other such purposes determined by the Board of Directors in which case a weighty financial reason for issuing shares, options or other rights and possibly directing a share issue would exist.
The Board of Directors was authorized to resolve on all other terms and conditions of a share issue, options and other share entitlements as referred to in chapter 10 of the Companies Act, including the payment period, determination grounds for the subscription price and subscription price or allocation of shares, option or other rights free of charge or that the subscription price may be paid besides in cash also by other assets either partially or entirely.
The authorization is effective until 30 June 2011 and it supersedes earlier authorizations.
Short-term risks and uncertainties
Biotie's strategic risks are predominantly related to the technical success of the drug development programs, regulatory issues, strategic decisions of its commercial partners, ability to obtain and maintain intellectual property rights for its products, launch of competitive products and the development of the sales of its products. The development and success of Biotie's products depends to a large extent on third parties. Any adverse circumstance in relation to any of its R&D programs might impair the value of the asset and thus, represent a severe risk to the company. Such adverse events could happen on a short term notice and are not possible to foresee.
The key operational risks of Biotie's activities include the dependency on key personnel, assets (especially in relation to intellectual property rights) and dependency on its license partners' decisions.
Furthermore, significant financial resources are required to advance the drug development programs into commercialized pharmaceutical products. To fund the operations, Biotie relies on financing from two major sources: income from its license partners and raising equity financing in the capital markets.
The company relies on capital markets to raise equity financing from time to time. There can be no assurance that sufficient funds can be secured in order to permit the company to carry out its planned activities. Current capital market conditions are very volatile. While after the reporting period, in March 2011, the company was able to raise a significant amount of cash from a share issue to fund its operations in the mid-term future, there can be no assurance that the company can secure equity financing in the future if and when it needs it.
Although Biotie has currently active license agreements in place, the termination of any such agreement would have a negative effect on the short to medium term access to liquidity for the company. While income generated from commercial agreements with third parties relating to its clinical programs might significantly improve Biotie's financial position, a forecast on possible income from future licensing arrangements cannot be provided reliably. Therefore it is possible that Biotie will need to secure additional financing from share issues in the future.
The group can influence the amount of capital used in its operations by adapting its cost base according to the financing available. The restructuring measures announced in Q4 2010 highlight such an approach. Management monitors the capital and liquidity on the basis of the amount of equity and cash funds. These are reported to the Board on a monthly basis.
The Board of Directors proposal for handling of the loss
The Board of Directors proposes that no dividend from the financial year 2010 will be paid, and that the loss of the parent company for the financial year EUR -10.7 (FAS) million will be carried forward to shareholders' equity.
Annual General Meeting
Biotie's Annual General Meeting will be held at the auditorium of Mauno Koivisto Centre in Turku on Friday, May 6, 2011 at 10.00 a.m.
IFRS and accounting principles
This financial statement release has been prepared in accordance with accounting and measurement principles of IFRS standards, but it does not comply with all of the requirements of IAS 34.
Biotie's 2010 consolidated financial statements has been prepared in accordance with the IFRS recognition and measurement principles and applying the same accounting policies as for the 2009 consolidated financial statements with the exception of the following:
New and Amended Standards and Interpretations effective as of 1 January 2010
· IFRS 3 (revised), 'Business combinations', and consequential amendments to IAS 27, 'Consolidated and separate financial statements', IAS 28, Investments in associates', and IAS 31, 'Interests in joint ventures', are effective prospectively to business combinations for which the acquisition date is on or after 1 January 2010. The revised standard continues to apply the acquisition method to business combinations, with some significant changes. For example, all payments to purchase a business are to be recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently re-measured through the income statement. There is a choice on an acquisition-by-acquisition basis to measure the non-controlling interest in the acquiree at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets. All acquisition-related costs should be expensed. IAS 27 requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains and losses. The standard also specifies the accounting when control is lost. Any remaining interest in the entity is remeasured to fair value, and a gain or loss is recognised in profit or loss. The group did not have any acquisitions during 2010 but will apply this new standard to the acquisition of Synosia Therapeutics Inc discussed in the Events after the reporting date section of this financial statement release.
· Amendment to IFRS 2,'Share based payments - Group cash-settled payment transactions' (effective 1 January 2010). These amendments provide a clear basis to determine the classification of share based payment awards in both consolidated and separate financial statements. This amendment had no impact on the accounting policies, financial position or performance of the group.
· Amendment to IAS 39,'Financial instruments: Recognition and measurement', on 'Eligible hedged items' (effective 1 July 2009). The amendment makes two significant changes. It prohibits designating inflation as a hedgeable component of a fixed rate debt. It also prohibits including time value in the one-sided hedged risk when designating options as hedges. This amendment had no impact on the group accounting policies, financial position or performance of the group.
· Annual Improvements to IFRSs (2009) (effective 1 January 2010) is a collection of amendments to 12 standards as part of the IASB program of annual improvements. These improvements did not have a material impact on the financial position or performance of the group.
· The following IFRIC interpretations have been adopted by the group effective 1 January 2010, but did not have any impact on accounting policies, financial position or performance of the group.
- IFRIC 12, Service concession arrangements' ,
- IFRIC 15, 'Agreements for construction of real estates',
- IFRIC 16,'Hedges of a net investment in a foreign operation',
- IFRIC 17, 'Distributions of non-cash assets to owners',
- IFRIC 18, 'Transfer of assets from customers,
In addition, as a result of the restructuring measures undertaken in 2010 comprising of the disposal of the pre-clinical development activities, Biotie has applied the following accounting policies in its 2010 consolidated financial statements:
Biotie has applied IAS 40 to a property held by its German subsidiary. Such a property has been transferred from owner-occupied property included in "Property, Plant and Equipment" to investment property at book value as Biotie holds it mainly for the purpose of earning rental income and Biotie has selected to apply the cost model to account for investment properties.
Assets held for sale and discontinued operations
The pre-clinical operations were classified as held for sale in Biotie's interim report for the period ended 30 September 2010 as the carrying amount of the assets were to be recovered through a sale transaction rather than continuing use. The disposal group was valued at the lower of their carrying amount and fair value less costs to sell. As the disposal group represented a separate major line of business it has been treated as discontinued operations in the consolidated financial statements.
This financial statement report is audited.
Turku, March 25, 2011
Biotie Therapies Corp.
Board of Directors
For further information, please contact:
Virve Nurmi, Investor Relations Manager
tel. +358 2 274 8900
NASDAQ OMX Helsinki Ltd
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (IFRS)
| || 1.10.-|
| EUR 1,000|| 3 months|| 3 months|| 12 months|| 12 months|
| || || || || |
| Continuing operations|| || || || |
| Revenue || 473|| 660|| 1,955|| 3,138|
| || || || || |
| Research and|
| -1,157|| -2,122|| -5,538|| -7,745|
| General and |
| -1,504|| -1,056|| -4,216|| -3,434|
| Other operating income|| 41|| 217|| 166|| 242|
| Operating profit/loss || -2,147|| -2,301|| -7,633|| -7,799|
| || || || || |
| Financial income || 12|| 49|| 101|| 611|
| Financial expenses|| -314|| -205|| -930|| -932|
| Profit/loss before taxes|| -2,449|| -2,458|| -8,462|| -8,120|
| Taxes|| 0|| 0|| 0|| 0|
| Net income/loss, continuing operations|| -2,449|| -2,458|| -8,462|| -8,120|
| Net income/loss, discontinued operations|| -6,111|| -1,546|| -13,111|| -7,963|
| Net income/loss|| -8,560|| -4,004|| -21,573|| -16,083|
| Total comprehensive income of the period|| -8,560|| -4,004|| -21,573|| -16,083|
| Net income/loss attributable to|| || || || |
| Parent company shareholders|| -8,560|| -4,004|| -21,573|| -16,083|
| Total comprehensive income attributable to:|| || || || |
| Parent company shareholders|| -8,560|| -4,004|| -21,573|| -16,083|
| || || || || |
| Earnings per share (EPS) |
basic & diluted, EUR, continuing operations
| -0.02|| -0.02|| -0.06|| -0.06|
| Earnings per share (EPS) |
basic & diluted, EUR, discontinued operations
| -0.04|| -0.01|| -0.09|| -0.05|
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(IFRS) EUR 1,000
| || || 31.12.2010|| 31.12.2009|
| Assets|| || || |
| || || || |
| Non-current assets|| || || |
| Intangible assets|| || 4,042|| 7,186|
| Goodwill|| || 0|| 379|
| Property, plant and equipment|| || 365|| 2,666|
| Investment property|| || 1,468|| 0|
| Other shares|| || 10|| 10|
| || || 5,885|| 10,241|
| Current assets|| || || |
| Available for sale investment|| || 0|| 34|
| Accounts receivables and other receivables|| || 1,261|| 1,507|
| Financial assets at fair value through |
profit or loss
| || 0|| 8,853|
| Cash and cash equivalents|| || 4,059|| 10,891|
| || || 5,320|| 21,285|
| || || || |
| Total|| || 11,205|| 31,526|
| || || || |
| Equity and liabilities|| || || |
| || || || |
| Shareholders' equity|| || || |
| Share capital || || 43,378|| 43,057|
| Share issue|| || 500|| 0|
| Reserve for invested unrestricted equity|| || 1,180|| 1,180|
| Retained earnings|| || -52,951|| -37,092|
| Net income/loss|| || -21,573|| -16,083|
| Shareholders' equity total|| || -29,466|| -8,938|
| || || || |
| Non-current liabilities|| || || |
| Provisions|| || 0|| 160|
| Non-current financial liabilities|| || 25,640|| 25,597|
| Pension benefit obligation|| || 430|| 543|
| Other non-current liabilities|| || 7,442|| 6,729|
| Non-current deferred revenues|| || 368|| 1,375|
| || || 33,880|| 34,404|
| || || || |
| Current liabilities|| || || |
| Provisions|| || 589|| 594|
| Pension benefit obligation|| || 16|| 17|
| Current financial liabilities|| || 144|| 217|
| Current deferred revenues|| || 1,006|| 1,953|
| Accounts payable and other current liabilities|| || 2,637|| 3,279|
| Liability related to discontinued operations|| || 2,400|| 0|
| || || 6,791|| 6,060|
| || || || |
| Liabilities total|| || 40,671|| 40,464|
| || || || |
| Total || || 11,205|| 31,526|
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
Attributable to equity holders of the parent company
| EUR 1,000 || Shares|
| Share issue|| Reserve |
| Own |
| BALANCE AT 1.1.2009|| 144,321|| 36,361|| 0|| 980|| -15|| -37,215|| 110|
| Total comprehensive income for the period|| || || || || || -16,083|| -16,083|
| Options granted|| || || || || || 339|| 339|
| Share issue|| 14,432|| 7,216|| || || || || 7,216|
| Cost of share issue|| || -520|| || || || || -520|
| Reissue of own shares pursuant to SEDA agreement|| || || || 200|| || -200|| 0|
| || 14,432|| 6,696|| 0|| 200|| 0|| -15,944|| -9,048|
| BALANCE AT 31.12.2009|| 158,753|| 43,057|| 0|| 1,180|| -15|| -53,160|| -8,938|
| Total comprehensive income for the period|| || || || || || -21,573|| -21,573|
| Options granted|| || || || || || 108|| 108|
| SEDA costs|| || || || || || 116|| 116|
| Share issue to the company itself without consideration|| 17,251|| || || || || || 0|
| Directed issue of treasury shares|| || 550|| 500|| || || || 1,050|
| Cost of share issue|| || -229|| || || || || -229|
| || 17,251|| 321|| 500|| 0|| 0|| -21,349|| -20,528|
| BALANCE AT 31.12.2010|| 176,004|| 43,378|| 500|| 1,180|| -15|| -74,509|| -29,466|
CONSOLIDATED STATEMENT OF CASH FLOWS
| || || 1.1.-|
| EUR 1,000|| || 12 months|| 12 months|
| Cash flow from operating activities|| || || |
| Continuing operations|| || || |
| Net income/loss|| || -8,462|| -8,120|
| Adjustments:|| || || |
| Non-cash transactions|| || -1,287|| -2,654|
| Addition/disposal due to revaluation of financial assets|
at fair value through profit or loss
| || 0|| -53|
| Interest and other financial expenses|| || 930|| 931|
| Interest income|| || -101|| -582|
| || || || |
| Change in working capital:|| || || |
| Change in accounts receivables and other receivables || || 626|| 280|
| Change in accounts payable and other liabilities|| || 436|| 527|
| Change in mandatory provisions|| || -25|| 34|
| Interests paid|| || -42|| -74|
| Interests received|| || 68|| 31|
| Net cash from operating activities, continuing operations || || -7,856|| -9,681|
| Net cash from operating activities, discontinued operations || || -7,011|| -3,645|
| Net cash from operating activities|| || -14,867|| -13,326|
| || || || |
| Cash flow from investing activities|| || || |
| Continuing operations|| || || |
| Change in financial assets at fair value through profit or loss || || || |
| Additions|| || 0|| -9,000|
| Disposals|| || 8,886|| 200|
| Change in investments held to maturity|| || || |
| Additions|| || 0|| -900|
| Disposals|| || 0|| 20,142|
| Investments to tangible assets|| || -54|| -35|
| Net cash used in investing activities, continuing operations || || 8,832|| 10,406|
| Net cash used in investing activities, discontinued operations || || -1,587|| -130|
| Net cash used in investing activities || || 7,245|| 10,277|
| || || || |
| Cash flow from financing activities|| || || |
| Continuing operations|| || || |
| Payments from share issue|| || 1,050|| 7,216|
| Share issue costs|| || -229|| -520|
| Proceeds from borrowings|| || 6|| 231|
| Repayment of loans|| || -40|| -40|
| Repayment of lease commitments|| || -177|| -86|
| Net cash from financing activities, continuing operations|| || 610|| 6,801|
| Net cash from financing activities, discontinued operations|| || 180|| 401|
| Net cash from financing activities|| || 791|| 7,202|
| || || || |
| Net increase (+) or decrease (-)|
in cash and cash equivalents
| || -6,832|| 4,153|
| Cash and cash equivalents in the |
beginning of the period
| || 10,891|| 6,738|
| Cash and cash equivalents in the |
end of the period
| || 4,059|| 10,891|
| || || || |
On 28 October 2010, the Board of Directors of Biotie announced the Company's intention to dispose of its pre-clinical operations in Germany and in Finland with an aim to focus its business exclusively on clinical development activities. The results of the pre-clinical operations have been reported separately as discontinued operations in the Company's consolidated financial statements as the pre-clinical operations represented a separate major line of development activities.
As part of the disposal, all employees and all pre-clinical assets of the Company were transferred in a management buy-out transaction into a new company, biocrea GmbH, in which Biotie became a minority shareholder and the disposal transaction was completed in November 2010.The net loss for the discontinued operations during the financial year amounted to EUR 13.1 million including impairment losses of intangible assets amounting to EUR 3,5 million resulting from the remeasurement of the disposal group's net asset values to fair value less cost to sell. As part of the disposal transaction, Biotie committed to provide the initial funding of biocrea in the maximum amount of 4,8 million, of which EUR 2,4 million has been paid at the balance sheet date and which consisted of a EUR 1,4 million of equity investment and EUR 1,0 million of funding. The remaining financing obligation related to the disposal transaction amounting to EUR 2.4 million has been recorded as a liability and presented separately in the balance sheet at 31 December 2010 and the total commitment has been expensed and included in the net loss for discontinued operations in the consolidated income statement.
Biotie's initial acquisition cost of the 19,9% investment into biocrea GmbH amounted to EUR 5 thousand. The fair value of the investment at the balance sheet is approximated to equal to zero due to the uncertainties related to the cash flows of the development projects of biocrea.
The results of the discontinued operations as described above which have been included in the consolidated income statements are as follows:
| EUR 1000|| 1.1.-31.12.2010|| 1.1-31.12.2009|
| Revenue|| 973|| 2,490|
| Research and Development expenses|| -6,691|| -13,364|
| General and administrative expenses|| -711|| -334|
| Other operating income|| 1,419|| 1,376|
| Impairment losses and loss on sale of discontinued operations|| -8,077|| 0|
| Operating profit (loss) || -13,087|| -9,832|
| || || |
| Financial income || 2|| 16|
| Financial expenses|| -26|| -6|
| Profit (loss) before taxes|| -13,111|| -9,822|
| || || |
| Taxes|| 0|| 1,859|
| Net income (loss)|| -13,111|| -7,963|
| || || |
In the consolidated cash flow statement, the cash flows related to the discontinued operations have been separated from the continuing operations and reported as a single line item for each of operating, investing and financing activities.
| EUR 1,000|| 31.12.2010|| 31.12.2009|
| || || |
| Operating lease commitments|| 159|| 137|
| || || |
| Due within a year|| 70|| 88|
| Due later|| 88|| 49|
| || || |
| Rent commitments|| 243|| 382|
| || || |
| Due within a year|| 243|| 237|
| Due later|| 0|| 145|
| Total|| 402|| 519|
The Group leases motor vehicles, machines and equipment with leases of 3 to 5 years.
Rent commitments include subleased Pharmacity premises until 30 November 2011.
On December 31, 2010 Biotie had purchase commitments, primarily for contract research work services, totaling EUR 2,1 million.
EVENTS AFTER THE REPORTING DATE
Acquisition of Synosia Therapeutics Holding AG
Biotie entered into a combination agreement with Synosia Therapeutics Holding AG ("Synosia") on 10 January 2011. The acquisition was subject to the necessary resolutions passed by Biotie's shareholders at the Extraordinary General Meeting which was held on 1 February 2011. Biotie issued 161.448.371 new shares to the shareholders and warrant holders of Synosia to acquire the entire issued share capital and outstanding warrants of Synosia. In addition, 14.912.155 shares were issued to Synosia and are held in treasury to satisfy future potential exercise of Synosia's options in accordance with the terms of the existing option plans. The fair value of the shares issued as the consideration paid for Synosia is based on the published share price on 1 February 2011. Synosia is a biopharmaceutical company focused on developing and commercializing innovative and clinically differentiated products for neurodegenerative and psychiatric disorders. As a result of the combination, Synosia is a wholly-owned subsidiary of Biotie and will be consolidated into Biotie's consolidated financial statements from the acquisition date 1 February 2011 onwards.
Details of net assets acquired and goodwill are as follows:
| Purchase consideration|| |
| Shares related to the Transaction|| 161.448.371|
| EUR per share|| 0,60|
| Shares total (million EUR)|| 96,9|
| || |
| Consideration provided under Synosia option-plan|| 6,2|
| Total consideration transferred (million EUR)|| 103,1|
Fair value of assets acquired (see below)
Direct cost relating to the acquisition - charged in P&L
The assets and liabilities arising from the acquisition, provisionally determined, are as follows:
| || Fair value (million EUR)|
| In process research and development projects IPRD (Intangible assets) || 82,5|
| Property, plant and equipment || 0,1|
| Investments held-to-maturity || 0,0|
| Accounts receivables and other receivables || 1,1|
| Financial assets at fair value through profit and loss || 6,9|
| Cash and cash equivalents || 16,3|
| Deferred tax liability (net) || -10,1|
| Accounts payable and other current liabilities || -2,5|
| Net assets acquired || 94,3|
| Goodwill || 8,8|
Fair values of net assets acquired are determined provisionally. Based on the preliminary fair valuation, in process research and development projects ("IPRD") have been valued at 82.5 million EUR. The development projects are not amortized until the start of commercialization and they are subject to an annual impairment test.
A preliminary goodwill, 8.8 million EUR, arises from expected synergy benefits in different areas of drug development as well as from the competent personnel and the integration of functions. Expected synergy benefits will be gained from the possibility to create new drug development projects corresponding to the needs of international pharmaceuticals companies and from the possibility to utilize new knowledge and new technologies for the development of the existing businesses. Furthermore, access to the very important US market and established relationships to the regulatory authorities (FDA) is gained through the existing operations of Synosia in the US.
Synosia's result will be consolidated into Biotie's consolidated financial statements from the acquisition date of 1 February 2011.
The total acquisition-related costs are estimated to approximate EUR 1,2 million. Acquisition-related costs of 0,4 million EUR are included in general and administrative expenses in the consolidated income statements for the year ended 31 December 2010 . Acquisition-related costs to be included in general and administrative expenses in the consolidated income statements for the year ending 31 December 2011 are estimated to amount to 0.8 million EUR.
Directed share issue in March 2011
In March 2011 Biotie announced that it had executed a private placement of shares (the "Offering") in the amount of EUR 27 million that had been fully subscribed for. The shares were allocated to Finnish and international institutional and strategic investors. A total of 35,230,000 newly issued and 14,747,084 treasury shares were offered in the Offering at a subscription price of EUR 0.54 per share. Subsequent to the completion of the Offering, Biotie's cash, cash equivalents and short term investments amount to over EUR 45 million. As a result of the issue of new shares and the sale of the treasury shares, the share capital of Biotie was increased by EUR 26,987,625.36.
After March 18, 2011 after the registration of the new shares with the Finnish Trade Register and the registration of the share capital increase related to the new shares and the sale of the treasury shares, the share capital of Biotie is EUR 165,919,181.95, the total number of shares amounts to 387,594,457, and the number of votes outstanding is 372,682,302 (taking into consideration the treasury shares held by Biotie and its subsidiaries).
The formulas for the calculation of the key figures are presented in the notes of the consolidated financial statements
| || || || |
| Incl. both continuing and discontinued operations|| || 1.1.-|
| EUR 1,000|| || 12 months|| 12 months|| 12 months|
| || || || || |
| Business development|| || || || |
| Revenues|| || 2,928|| 5,628|| 5,127|
| Personnel on average|| || 70|| 81|| 42|
| Personnel at the end of period|| || 23|| 82|| 80|
| Research and development costs|| || 12,229|| 21,109|| 8,730|
| Capital expenditure|| || 270|| 475|| 116|
| || || || || |
| Profitability|| || || || |
| Operating profit/loss|| || -20,720|| -17,631|| -5.121|
| as percentage of revenues, %|| || -707.65|| -313.27|| -99.90|
| Profit/loss before taxes|| || -21,573|| -17,942|| -5,553|
| as percentage of revenues, %|| || -736.78|| -318.80|| -108.30|
| || || || || |
| Balance sheet|| || || || |
| Cash and cash equivalents|| || 4,059|| 19,744|| 25,238|
| Shareholders' equity|| || -29,466|| -8,938|| 110|
| Balance sheet total|| || 11,205|| 31,526|| 42,804|
| || || || || |
| Financial ratios|| || || || |
| Return on equity, %|| || -|| -|| -|
| Return on capital employed, %|| || -341.5|| -86.0|| -18.3|
| Equity ratio, %|| || -263.0|| -28.4|| 0.3|
| Gearing, %|| || -73.7|| -67.9|| -148.5|
| || || || || |
| Per share data || || || || |
| Earnings per share (EPS) basic, EUR|| || -0.15|| -0.11|| -0.06|
| Earnings per share (EPS) diluted, EUR|| || -0.15|| -0.11|| -0.06|
| Shareholders' equity per share,€|| || -0.17|| -0.06|| 0.0008|
| Dividend per share, EUR|| || -|| -|| -|
| Pay-out ratio, %|| || -|| -|| -|
| Effective dividend yield, %|| || -|| -|| -|
| P/E-ratio|| || -|| -|| -|
| || || || || |
| Share price|| || || || |
| Lowest share price, EUR|| || 0.30|| 0.23|| 0.24|
| Highest share price, EUR|| || 0.65|| 0.67|| 0.94|
| Average share price, EUR|| || 0.48|| 0.42|| 0.51|
| End of period share price, EUR|| || 0.50|| 0.55|| 0.26|
| Market capitalization|
at the end of period MEUR
| || 88.0|| 87.3|| 37.5|
| || || || || |
| Trading of shares|| || || || |
| Number of shares traded|| || 90,049,678|| 51,471,584|| 15,350,613|
| As percentage of all|| || 51.2|| 32.4|| 10.6|
| Adjusted weighted average|
number of shares during the period
| || 161,919,250|| 144,992,735|| 96,734,553|
| Adjusted number of shares|
at the end of the period
| || 176,003,931|| 158,752,560|| 144,320,560|
Biotie_Financial statement release 2010