Exhibit 99.1
ADDEX THERAPEUTICS LTD
INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unaudited Interim Condensed Consolidated Financial Statements | 2 |
Unaudited Interim Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022 | 2 |
3 | |
4 | |
5 | |
6 | |
7 | |
8 |
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Balance Sheets
as of June 30, 2023, and December 31, 2022
June 30, | December 31, | |||||
| Notes |
| 2023 |
| 2022 | |
Amounts in Swiss francs | ||||||
ASSETS |
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Current assets |
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Cash and cash equivalents |
| 6 |
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Other financial assets |
| 7/12 |
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Trade and other receivables | 7 | | | |||
Contract asset | 7 | | | |||
Prepayments |
| 7 |
| |
| |
Total current assets |
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| | |
Non-current assets |
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Right-of-use assets | 8 | | | |||
Property, plant and equipment |
| 9 |
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Non-current financial assets |
| 10 |
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Total non-current assets |
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| | |
Total assets |
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| | |
LIABILITIES AND EQUITY |
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Current liabilities |
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Current lease liabilities | | | ||||
Payables and accruals |
| 11 |
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Total current liabilities |
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| | |
Non-current liabilities |
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Non-current lease liabilities | | | ||||
Retirement benefits obligations |
| 14 |
| |
| — |
Total non-current liabilities |
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| | |
Equity |
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Share capital |
| 12 |
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Share premium |
| 12 |
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| |
Other equity |
| 12 |
| |
| |
Treasury shares reserve | 12 | ( | ( | |||
Other reserves | | | ||||
Accumulated deficit |
|
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| ( |
| ( |
Total equity |
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| |
Total liabilities and equity |
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| |
| |
The accompanying notes form an integral part of these consolidated financial statements.
2
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss
for the three-month and six-month periods ended June 30, 2023 and 2022
For the three months ended | For the six months ended | |||||||||
June 30, | June 30, | |||||||||
| Notes |
| 2023 |
| 2022 |
| 2023 |
| 2022 | |
Amounts in Swiss francs | ||||||||||
Revenue from contract with customer | 15 | | | | | |||||
Other income | 16 | | | | | |||||
Operating costs | ||||||||||
Research and development | ( | ( | ( | ( | ||||||
General and administration | ( | ( | ( | ( | ||||||
Total operating costs | 17 | ( | ( | ( | ( | |||||
Operating loss | ( | ( | ( | ( | ||||||
Finance income | | | | | ||||||
Finance expense | ( | ( | ( | ( | ||||||
Finance result | 19 | ( | ( | ( | ( | |||||
Net loss before tax | ( | ( | ( | ( | ||||||
Income tax expense | ||||||||||
Net loss for the period |
|
| ( |
| ( | ( | ( | |||
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| |||||||
Basic and diluted loss per share for loss attributable to the ordinary equity holders of the Company | 20 | ( | ( | ( | ( | |||||
Other comprehensive (loss)/ income |
|
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| |||||||
Items that will never be reclassified to profit and loss: |
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| |||||||
Remeasurements of retirement benefits obligation |
|
| ( |
| | ( | | |||
Items that may be classified subsequently to profit and loss: |
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| |||||||
Exchange difference on translation of foreign operations |
|
| ( |
| | ( | | |||
Other comprehensive (loss)/income for the period, net of tax |
|
| ( |
| | ( | | |||
Total comprehensive loss for the period |
|
| ( |
| ( | ( | ( |
The accompanying notes form an integral part of these consolidated financial statements.
3
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Statements of Changes in Equity
for the six-month periods ended June 30, 2023 and 2022
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| Foreign |
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| |||||||||||
Treasury | Currency | |||||||||||||||||
Share | Share | Other | Shares | Translation | Other | Accumulated | ||||||||||||
| Notes |
| Capital |
| Premium |
| Equity |
| Reserve |
| Reserve |
| Reserves |
| Deficit |
| Total | |
Amounts in Swiss francs | ||||||||||||||||||
Balance as of January 1, 2022 |
| |
| | — | ( |
| ( |
| |
| ( |
| | ||||
Net loss for the period |
| — |
| — | — | — |
| — |
| — |
| ( |
| ( | ||||
Other comprehensive income for the period |
| — |
| — | — | — |
| |
| |
| — |
| | ||||
Total comprehensive loss for the period |
| — |
| — | — | — |
| |
| |
| ( |
| ( | ||||
Issue of treasury shares |
| 12 | |
| — | — | ( |
| — |
| — |
| — |
| — | |||
Cost of treasury shares issuance |
| — |
| ( | — | — |
| — |
| — |
| — |
| ( | ||||
Related costs of sales shelf-registration |
| — |
| ( | — | — |
| — |
| — |
| — |
| ( | ||||
Cost of pre-funded warrants sold |
| — |
| — |
| — | — |
| — | ( |
| — |
| ( | ||||
Value of share-based services | 13 | — | — | — | — | — | | — | | |||||||||
Movement in treasury shares: | 12 | |||||||||||||||||
Net purchases under liquidity agreement | — | ( | — | | — | — | — | ( | ||||||||||
Balance as of June 30, 2022 |
| |
| |
| — | ( |
| ( |
| |
| ( |
| | |||
Balance as of January 1, 2023 | | | | ( | ( | | ( | | ||||||||||
Net loss for the period |
| — |
| — |
| — | — |
| — |
| — |
| ( |
| ( | |||
Other comprehensive loss for the period |
| — |
| — |
| — | — |
| ( |
| ( |
| — |
| ( | |||
Total comprehensive loss for the period | — | — | — | — | ( | ( | ( | ( | ||||||||||
Issue of treasury shares | 12 | | — | — | ( | — | — | — | — | |||||||||
Cost of treasury shares issuance | — | ( | — | — | — | — | — | ( | ||||||||||
Sales under shelf registration | 12 | — | ( | — | | — | — | — | | |||||||||
Related costs of sales shelf-registration | — | ( | — | — | — | — | — | ( | ||||||||||
Sale of pre-funded warrants | 12 | — | — | — | — | — | | — | | |||||||||
Cost of pre-funded warrants sold | — | — | — | — | — | ( | — | ( | ||||||||||
Exercise of pre-funded warrants | 12 | | | — | — | — | ( | — | | |||||||||
Value of warrants and pre-funded warrants | 12 | — | ( | — | — | — | | — | — | |||||||||
Value of share-based services | 13 | — | — | — | — | — | | — | | |||||||||
Movement in treasury shares: | 12 | |||||||||||||||||
Net purchases under liquidity agreement | — | | — | ( | — | — | — | ( | ||||||||||
Sales agency agreement | — | ( | — | | — | — | — | | ||||||||||
Costs under sale agency agreement | — | ( | — | — | — | — | — | ( | ||||||||||
Balance as of June 30, 2023 | | | | ( | ( | | ( | |
The accompanying notes form an integral part of these consolidated financial statements.
4
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Statements of Changes in Equity
for the three-month period ended June 30, 2022
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| Foreign |
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| |||||||||
Treasury | Currency | |||||||||||||||
Share | Share | Shares | Translation | Other | Accumulated | |||||||||||
Notes |
| Capital |
| Premium |
| Reserve |
| Reserve |
| Reserves |
| Deficit |
| Total | ||
Amounts in Swiss francs | ||||||||||||||||
Balance as of January 1, 2022 | | | ( | ( | | ( | | |||||||||
Net loss for the period | — | — | — | — | — | ( | ( | |||||||||
Other comprehensive income for the period | — | — | — | | | — | | |||||||||
Total comprehensive loss for the period | — | — | — | | | ( | ( | |||||||||
Issue of treasury shares |
| 12 |
| | — |
| ( |
| — | — |
| — |
| — | ||
Cost of treasury shares issuance |
|
| — | ( |
| — |
| — | — |
| — |
| ( | |||
Related costs of sales shelf registration |
| — | ( |
| — |
| — | — |
| — |
| ( | ||||
Cost of pre-funded warrants sold |
| — | — |
| — |
| — | ( |
| — |
| ( | ||||
Value of share-based services |
| 13 |
| — | — |
| — |
| — | |
| — |
| | ||
Movement in treasury shares: |
| 12 |
|
|
|
| ||||||||||
Net purchases under liquidity agreement |
|
| — | ( |
| |
| — | — |
| — |
| ( | |||
Balance as of March 31, 2022 |
|
| | |
| ( |
| ( | |
| ( |
| | |||
Net loss for the period |
|
| — | — |
| — |
| — | — |
| ( |
| ( | |||
Other comprehensive income for the period |
|
| — | — |
| — |
| | |
| — |
| | |||
Total comprehensive loss for the period |
|
| — | — |
| — |
| | |
| ( |
| ( | |||
Cost of treasury shares issuance |
|
| — | ( | — | — | — | — | ( | |||||||
Value of share-based services |
| 13 |
| — | — |
| — |
| — | |
| — |
| | ||
Movement in treasury shares: |
| 12 |
|
|
|
|
| |||||||||
Net purchases under liquidity agreement |
|
| — | ( |
| |
| — | — |
| — |
| ( | |||
Balance as of June 30, 2022 |
|
| | |
| ( |
| ( | |
| ( |
| |
The accompanying notes form an integral part of these consolidated financial statements.
5
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Statements of Changes in Equity
for the three-month period ended June 30, 2023
|
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|
| Foreign |
|
|
| |||||||||||
Treasury | Currency | |||||||||||||||||
Share | Share | Other | Shares | Translation | Other | Accumulated | ||||||||||||
| Notes |
| Capital |
| Premium |
| Equity |
| Reserve |
| Reserve |
| Reserves |
| Deficit |
| Total | |
Amounts in Swiss francs | ||||||||||||||||||
Balance as of January 1, 2023 | | | | ( | ( | | ( | | ||||||||||
Net loss for the period | — | — | — | — | — | — | ( | ( | ||||||||||
Other comprehensive loss for the period | — | — | — | — | | ( | — | ( | ||||||||||
Total comprehensive loss for the period | — | — | — | — | | ( | ( | ( | ||||||||||
Cost of shares issuance | — | ( | — | — | — | — | — | ( | ||||||||||
Value of share-based services | 13 | — | — | — | — | — | | — | | |||||||||
Movement in treasury shares: | 12 | |||||||||||||||||
Net purchases under liquidity agreement | — | | — | ( | — | — | — | | ||||||||||
Sales agency agreement | — | ( | — | | — | — | — | | ||||||||||
Costs under sale agency agreement | — | ( | — | — | — | — | — | ( | ||||||||||
Balance as of March 31, 2023 | | | | ( | ( | | ( | | ||||||||||
Net loss for the period | — | — | — | — | — | — | ( | ( | ||||||||||
Other comprehensive loss for the period | — | — | — | — | ( | ( | — | ( | ||||||||||
Total comprehensive loss for the period | — | — | — | — | ( | ( | ( | ( | ||||||||||
Issue of treasury shares |
| |
| — | — | ( |
| — |
| — |
| — |
| — | ||||
Cost of treasury shares issuance |
| — |
| ( | — | — |
| — |
| — |
| — |
| ( | ||||
Sales under shelf registration |
| 12 | — |
| ( | — | |
| — |
| — |
| — |
| | |||
Related costs of sales shelf-registration |
| — |
| ( | — | — |
| — |
| — |
| — |
| ( | ||||
Sale of pre-funded warrants |
| 12 | — |
| — | — | — |
| — |
| |
| — |
| | |||
Cost of pre-funded warrants sold |
| — |
| — | — | — |
| — |
| ( |
| — |
| ( | ||||
Exercise of pre-funded warrants |
| 12 | |
| | — | — |
| — |
| ( |
| — |
| | |||
Value of warrants and pre-funded warrants |
| 12 | — | ( | — | — | — | | — | — | ||||||||
Value of share-based services | 13 | — | — | — | — | — | | — | | |||||||||
Movement in treasury shares: |
| 12 |
|
|
|
|
| |||||||||||
Net purchases under liquidity agreement |
| — |
| ( | — | |
| — |
| — |
| — |
| ( | ||||
Balance as of June 30, 2023 |
| |
| | | ( |
| ( |
| |
| ( |
| |
The accompanying notes form an integral part of these consolidated financial statements.
6
Addex Therapeutics │ Unaudited Interim Condensed Consolidated Financial Statements
Unaudited Interim Condensed Consolidated Statements of Cash Flows
for the six-month periods ended June 30, 2023 and 2022
For the six months ended | ||||||
June 30, | ||||||
| Notes |
| 2023 |
| 2022 | |
Amounts in Swiss francs | ||||||
Net loss for the period |
|
|
| ( |
| ( |
Adjustments for: |
|
|
|
| ||
Depreciation |
| 8/9 |
| |
| |
Value of share-based services |
| 13 |
| |
| |
Post-employment benefits | ( | ( | ||||
Finance cost net |
|
|
| |
| |
(Increase)/ decrease in other financial assets |
| 7 |
| ( |
| |
Decrease / (increase) in trade and other receivables |
| 7 |
| |
| ( |
(Increase)/ decrease in contract asset |
| 7 |
| ( |
| |
Increase in prepayments |
| 7 |
| ( |
| ( |
(Decrease)/increase in payables and accruals |
| 11 |
| ( |
| |
Net cash used in operating activities |
|
|
| ( |
| ( |
Cash flows from investing activities |
|
|
|
| ||
Purchase of property, plant and equipment |
| 9 |
| ( |
| — |
Net cash used in investing activities |
|
|
| ( |
| — |
Cash flows from financing activities |
|
|
|
| ||
Proceeds from sale of treasury shares – shelf registration | 12 | | — | |||
Costs paid on sale of treasury shares – shelf registration | 12 | ( | ( | |||
Proceeds from sale of pre-funded warrants | 12 | | — | |||
Costs paid on sale of pre-funded warrants | 12 | ( | ( | |||
Proceeds from the exercise of pre-funded warrants | 12 | | — | |||
Sale/(purchase) of treasury shares under liquidity and sale under agency agreement | 12 | | ( | |||
Costs paid on sale of treasury shares under sale agency agreement | ( | — | ||||
Cost paid on issue of treasury shares | 12 | ( | ( | |||
Principal element of lease payment | ( | ( | ||||
Interest received | 19 | | | |||
Interest paid |
| 19 |
| ( |
| ( |
Net cash from/ (used in) financing activities |
|
| |
| ( | |
Increase/(decrease) in cash and cash equivalents |
|
|
| |
| ( |
Cash and cash equivalents at the beginning of the period |
| 6 |
| |
| |
Exchange difference on cash and cash equivalents |
|
|
| ( |
| ( |
Cash and cash equivalents at the end of the period |
| 6 |
| |
| |
The accompanying notes form an integral part of these consolidated financial statements.
7
Unaudited Notes to the Interim Condensed Consolidated Financial Statements
for the three-month and six-month periods ended June 30, 2023
(Amounts in Swiss francs)
1. General information
Addex Therapeutics Ltd (the “Company”), formerly Addex Pharmaceuticals Ltd, and its subsidiaries (together, the “Group”) are a clinical stage pharmaceutical group applying its leading allosteric modulator drug discovery platform to discovery and development of small molecule pharmaceutical products, with an initial focus on central nervous system disorders.
The Company is a Swiss stockholding corporation domiciled c/o Addex Pharma SA, Chemin des Aulx 12, CH1228 Plan-les-Ouates, Geneva, Switzerland and the parent company of Addex Pharma SA, Addex Pharmaceuticals France SAS and Addex Pharmaceuticals Inc. Its registered shares are traded at the SIX, Swiss Exchange, under the ticker symbol ADXN. On January 29, 2020, the Group listed on the Nasdaq Stock Market, American Depositary Shares (ADSs) under the symbol “ADXN”, without a new issuance of securities. ADSs represents shares that continue to be admitted to trading on SIX Swiss Exchange.
These interim condensed consolidated financial statements have been approved for issuance by the Board of Directors on August 9, 2023.
2. Basis of preparation
These interim condensed consolidated financial statements for the three-month and six-month periods ended June 30, 2023, have been prepared under the historic cost convention and in accordance with IAS 34 “Interim Financial Reporting” and are presented in a format consistent with the consolidated financial statements under IAS 1 “Presentation of Financial Statements”. However, they do not include all of the notes that would be required in a complete set of financial statements. Thus, this interim financial report should be read in conjunction with the consolidated financial statements for the year ended December 31, 2022.
Interim financial results are not necessarily indicative of results anticipated for the full year. The preparation of these unaudited interim condensed consolidated financial statements made in accordance with IAS 34 requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions, actual results ultimately may differ from those estimates. The areas involving a higher degree of judgment which are significant to the interim condensed consolidated financial statements are disclosed in note 4 to the consolidated financial statements for the year ended December 31, 2022.
A number of new or amended standards and interpretations became applicable for financial reporting periods beginning on or after January 1, 2023. The Group noted that the latter did not have a material impact on the Group’s financial position or disclosures made in the interim condensed consolidated financial statements.
Due to rounding, numbers presented throughout these interim condensed consolidated financial statements may not add up precisely to the totals provided. All ratios and variances are calculated using the underlying amounts rather than the presented rounded amounts.
Where necessary, comparative figures have been revised to conform with the current year 2023 presentation.
3. Critical accounting estimates and judgments
The Group makes estimates and assumptions concerning the future. These estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities or may have had a significant impact on the reported results are disclosed below:
8
Going concern
The Group’s accounts are prepared on a going concern basis. To date, the Group has financed its cash requirements primarily from share issuances and licensing certain of its research and development stage products. The Group is a development-stage enterprise and is exposed to all the risks inherent in establishing a business. The Group expects that its existing cash and cash equivalents, at the issuance date of these unaudited interim condensed consolidated financial statements, will not be sufficient to fund its operations and meet all of its obligations as they fall due for a period of 12 months. These factors individually and collectively indicate that a material uncertainty exists that raise substantial doubt about the Group's ability to continue as a going concern for one year from the date of issuance of these unaudited interim condensed consolidated financial statements. The future viability of the Group is dependent on its ability to raise additional capital through public or private financings or collaboration agreements to finance its future operations, which may be delayed due to reasons outside of the Group’s control. The sale of additional equity may dilute existing shareholders. The inability to obtain funding, as and when needed, would have a negative impact on the Group’s financial condition and ability to pursue its business strategies. If the Group is unable to obtain the required funding to run its operations and to develop and commercialize its product candidates, the Group could be forced to delay, reduce or stop some or all of its research and development programs to ensure it remains solvent. Management continues to explore options to obtain additional funding, including through collaborations with third parties related to the future potential development and/or commercialization of its product candidates. However, there is no assurance that the Group will be successful in raising funds, entering collaboration agreements, obtaining sufficient funding on terms acceptable to the Group, or if at all, which could have a material adverse effect on the Group’s business, results of operations and financial condition.
COVID-19
In early 2020 a coronavirus disease (COVID-19) pandemic developed globally resulting in a significant number of infections and negative effects on economic activity. The Group is actively monitoring the situation and is taking any necessary measures to respond to the situation in cooperation with the various stakeholders. On June 17, 2022 the Group terminated its dipraglurant US registration program including pivotal Phase 2B/3 and open label clinical trials of dipraglurant in levodopa-induced dyskinesia associated with Parkinson’s disease (PD-LID) due to a slow recruitment of patients, attributed to the consequences of COVID-19 related patient concerns about participation in clinical studies, as well as staffing shortages and turnover within study sites. Depending on the duration of the COVID-19 crisis and continued negative impact on global economic activity, the Group may have to take additional measures that will have a negative impact on the Group’s business continuity and may experience certain liquidity restraints as well as incur impairments on its assets. The exact impact on the Group’s activities in 2023 and thereafter cannot be reasonably predicted.
Russia’s invasion of Ukraine
On February 24, 2022, Russia invaded Ukraine. The resulting conflict and retaliatory measures by the global community have created global security concerns, including the possibility of expanded regional or global conflict, which have had, and are likely to continue to have, short-term and more likely longer-term adverse impacts on Ukraine and Europe and around the globe. Potential ramifications include disruption of the supply chain including research and development activities being conducted by the Group and its strategic partners. The Group and partners rely on global networks of contract research organizations to engage clinical study sites and enroll patients, certain of which are in Russia and Ukraine. Delays in research and development activities of the Group and its partners could increase associated costs and, depending upon the duration of any delays, require the Group and its partners to find alternative suppliers at additional expense. In addition, the conflict in Eastern Europe has had significant ramifications on global financial markets, which may adversely impact the ability of the Group to raise capital on favorable terms or at all.
Revenue recognition
Revenue is primarily from fees related to licenses, milestones and research services. Given the complexity of the relevant agreements, judgements are required to identify distinct performance obligations, allocate the transaction price to these performance obligations and determine when the performance obligations are met. In particular, the Group’s judgement over the estimated stand-alone selling price which is used to allocate the transaction price to the performance obligations is disclosed in note 15.
9
Grants
Grants are recorded at their fair value when there is reasonable assurance that they will be received and recognized as income when the Group has satisfied the underlying grant conditions. In certain circumstances, grant income may be recognized before explicit grantor acknowledgement that the conditions have been met.
Accrued research and development costs
The Group records accrued expenses for estimated costs of research and development activities conducted by third party service providers based upon the estimated amount of services provided but not yet invoiced, and these costs are included in accrued expenses on the balance sheets and within research and development expenses in the statements of comprehensive loss. These costs are a significant component of research and development expenses and due to the nature of estimates, the Group may be required to make changes to the estimates as it becomes aware of additional information about the status or conduct of its research activities.
Research and development costs
The Group recognizes expenditure incurred in carrying out its research and development activities, including development supplies, until it becomes probable that future economic benefits will flow to the Group, which results in recognizing such costs as intangible assets, involving a certain degree of judgement. Currently, such development supplies are associated with pre-clinical and clinical trials of specific products that have not demonstrated technical feasibility.
Share-based compensation
The Group recognizes an expense for share-based compensation based on the valuation of equity incentive units using the Black-Scholes valuation model. A number of assumptions related to the volatility of the underlying shares and to the risk-free rate are made in this model. Should the assumptions and estimates underlying the fair value of these instruments vary significantly from management's estimates, then the share-based compensation expense would be materially different from the amounts recognized.
Pension obligations
The present value of the pension obligations is calculated by an independent actuary and depends on a number of assumptions that are determined on an actuarial basis such as discount rates, future salary and pension increases, and mortality rates. Any changes in these assumptions will impact the carrying amount of pension obligations. The Group determines the appropriate discount rate at the end of each period. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the pension obligations. In determining the appropriate discount rate, the Group considers the interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related pension liability. Other key assumptions for pension obligations are based in part on current market conditions.
4. Interim measurement note
Seasonality of the business: The business is not subject to any seasonality, but expenses and corresponding revenue are largely determined by the phase of the respective projects, particularly with regard to external research and development expenditures.
Costs: Costs that incur unevenly during the financial year are anticipated or deferred in the interim report only if it would also be appropriate to anticipate or defer such costs at the end of the financial year.
5. Segment reporting
Management has identified
10
Information about products, services and major customers
External income of the Group for the three-month and six-month periods ended June 30, 2023 and 2022 is derived from the business of discovery, development and commercialization of pharmaceutical products. Income was earned from rendering of research services to a pharmaceutical company.
Information about geographical areas
External income is exclusively recorded in the Swiss operating company.
Analysis of revenue from contract with customer and other income by nature is detailed as follows:
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
| 2023 |
| 2022 |
| 2023 |
| 2022 | |
Collaborative research funding |
| |
| | | | ||
Other service income |
| |
| | | | ||
Total |
| |
| | | |
Analysis of revenue from contract with customer and other income by major counterparties is detailed as follows:
For the three months | For the six months | |||||||
ended June 30, | ended June 30, | |||||||
| 2023 |
| 2022 |
| 2023 |
| 2022 | |
Indivior PLC |
| |
| | | | ||
Other counterparties |
| |
| | | | ||
Total |
| |
| | | |
For more detail, refer to note 15, “Revenue from contract with customer” and note 16 “Other income”.
The geographical allocation of long-lived assets is detailed as follows:
| June 30, |
| December 31, | |
2023 | 2022 | |||
Switzerland |
| |
| |
France |
| |
| |
Total |
| |
| |
The geographical analysis of operating costs is as follows:
For the three months | For the six months | |||||||
ended June 30, | ended June 30, | |||||||
| 2023 |
| 2022 |
| 2023 |
| 2022 | |
Switzerland |
| |
| | | | ||
United States of America | ( |
| | | | |||
France |
| |
| | | | ||
Total operating costs (note 17) |
| |
| | | |
The capital expenditure during the six-month period ended June 30, 2023 is CHF
11
6. Cash and cash equivalents
| June 30, |
| December 31, | |
2023 | 2022 | |||
Cash at bank and on hand |
| |
| |
Total cash and cash equivalents |
| |
| |
Split by currency:
| June 30, |
| December 31, |
| |
2023 | 2022 |
| |||
CHF |
| % | % | ||
USD |
| % | % | ||
EUR |
| % | % | ||
GBP |
| % | % | ||
Total |
| % | % |
The Group no longer pays interest on CHF cash and cash equivalents from the third quarter of 2022 whilst it earns interests on USD cash and cash equivalents. The Group invests its cash balances into a variety of current and deposit accounts mainly with one Swiss bank whose external credit rating is P- 1/A-1.
All cash and cash equivalents were held either at banks or on hand as of June 30, 2023 and December 31, 2022.
7. Other current assets
| June 30, |
| December 31, | |
2023 | 2022 | |||
Other financial assets |
| |
| |
Trade and other receivables |
| |
| |
Contract asset (Indivior PLC) |
| |
| |
Prepayments | | | ||
Total other current assets |
| |
| |
Other current assets increased by CHF
12
8. Right-of-use assets
Year ended December 31, 2022 |
| Properties |
| Equipment |
| Total |
Opening net book amount |
| |
| |
| |
Depreciation charge |
| ( |
| ( |
| ( |
Effect of lease modifications | | | | |||
Closing net book amount |
| |
| |
| |
As of December 31, 2022 |
| Properties |
| Equipment |
| Total |
Cost |
| |
| |
| |
Accumulated depreciation |
| ( |
| ( |
| ( |
Net book value |
| |
| |
| |
Period ended June 30, 2023 |
| Properties |
| Equipment |
| Total |
Opening net book amount | | | | |||
Depreciation charge | ( | ( | ( | |||
Closing net book amount | | | | |||
As of June 30, 2023 |
| Properties |
| Equipment |
| Total |
Cost | | | | |||
Accumulated depreciation | ( | ( | ( | |||
Net book value | | | |
9. Property, plant and equipment
|
| Furniture & |
| Chemical |
| |||
Year ended December 31, 2022 | Equipment | fixtures | library | Total | ||||
Opening net book amount |
| |
| — |
| — |
| |
Additions |
| |
| — |
| — |
| |
Depreciation charge |
| ( |
| — |
| — |
| ( |
Closing net book amount |
| |
| — |
| — |
| |
|
| Furniture & |
| Chemical |
| |||
As of December 31, 2022 | Equipment | fixtures | library | Total | ||||
Cost |
| |
| |
| |
| |
Accumulated depreciation |
| ( |
| ( |
| ( |
| ( |
Net book value |
| |
| — |
| — |
| |
|
| Furniture & |
| Chemical |
| |||
Period ended June 30, 2023 | Equipment | fixtures | library | Total | ||||
Opening net book amount |
| |
| — |
| — |
| |
Additions |
| |
| — |
| — |
| |
Depreciation charge |
| ( |
| — |
| — |
| ( |
Closing net book amount |
| |
| — |
| — |
| |
|
| Furniture & |
| Chemical |
| |||
As of June 30, 2023 | Equipment | fixtures | library | Total | ||||
Cost |
| |
| |
| |
| |
Accumulated depreciation |
| ( |
| ( |
| ( |
| ( |
Net book value |
| | — |
| — |
| |
13
10. Non-current financial assets
| June 30, |
| December 31, | |
2023 | 2022 | |||
Security rental deposits |
| |
| |
Total non‑current financial assets |
| |
| |
11. Payables and accruals
| June 30, |
| December 31, | |
2023 | 2022 | |||
Trade payables |
| |
| |
Social security and other taxes |
| |
| |
Accrued expenses |
| |
| |
Total payables and accruals |
| |
| |
All payables mature within
12. Share capital
| Number of shares | |||||
Common shares | Treasury shares | Total | ||||
Balance as of January 1, 2022 |
| |
| ( |
| |
Issue of shares – treasury shares |
| |
| ( |
| — |
Net purchase of shares under liquidity agreement |
| — |
| ( |
| ( |
Balance as of June 30, 2022 |
| |
| ( |
| |
Number of shares | ||||||
| Common |
| Treasury |
| ||
shares | shares | Total | ||||
Balance as of January 1, 2023 |
| |
| ( |
| |
Issue of shares – treasury shares | | ( | — | |||
Sale of shares under shelf registration | — | | | |||
Exercise of pre-funded warrants (1) | | — | | |||
Sale of shares under sale agency agreement | — | | | |||
Net purchase of shares under liquidity agreement |
| — |
| ( |
| ( |
Acquisition of shares forfeited from DSPPP | — | ( | ( | |||
Balance as of June 30, 2023 | | ( | | |||
Shares reclassed as treasury shares under IFRS 2 |
| — |
| ( |
| ( |
Balance as of June 30, 2023 IFRS 2 |
| |
| ( |
| |
(1) | In accordance with Swiss corporate law, the issuance of |
As of June 30, 2023,
14
The Group maintains a liquidity agreement with Kepler Cheuvreux (“Kepler”). Under the agreement, the Group has provided Kepler with cash and shares to enable them to buy and sell the Company’s shares. As of June 30, 2023,
During the six-month period ended June 30, 2023, the Group sold
On June 14, 2023 the Company issued
On April 3, 2023, the Group entered into a securities purchase agreement with one institutional investor. The Group sold
On February 2, 2022, the Company issued
13. Share-based compensation
The total share-based compensation expense recognized in the statement of comprehensive loss for equity incentive units granted to directors, executives, employees and consultants for the three-month and six-month periods ended June 30, 2023 amounted to CHF
As of June 30, 2023,
As of June 30, 2023,
15
14. Retirement benefits obligations
The amounts recognized in the statement of comprehensive loss are as follows:
For the three months ended June 30, | For the six months ended June 30, | |||||||
2023 | 2022 | 2023 | 2022 | |||||
Current service cost |
| ( |
| ( |
| ( |
| ( |
Past service cost |
| — |
| |
| |
| |
Interest cost |
| ( |
| ( |
| ( |
| ( |
Interest income |
| |
| |
| |
| |
Company pension amount (note 18) |
| ( |
| ( |
| ( |
| ( |
Swiss Life communicated a decrease in conversion rate in the first quarter of 2023 and in the second quarter of 2022, which led to a positive past service cost for the six-month periods ended June 30, 2023 and June 30, 2022.
The amounts recognized in the balance sheet are determined as follows:
| June 30, 2023 |
| December 31, 2022 | |
Defined benefit obligation |
| ( |
| ( |
Fair value of plan assets |
| |
| |
Effect of asset ceiling |
| — |
| ( |
Funded status shortfall |
| ( |
| — |
As of June 30, 2023, the funded status has a shortfall of CHF
15. Revenue from contract with customer
License & research agreement with Indivior PLC
On January 2, 2018, the Group entered into an agreement with Indivior for the discovery, development and commercialization of novel GABAB PAM compounds for the treatment of addiction and other CNS diseases. This agreement included the selected clinical candidate, ADX71441. In addition, Indivior agreed to fund a research program at the Group to discover novel GABAB PAM compounds.
The contract contains
Indivior has sole responsibility, including funding liability, for development of selected compounds under the agreement through preclinical and clinical trials, as well as registration procedures and commercialization, if any, worldwide. Indivior has the right to design development programs for selected compounds under the agreement. Through the Group’s participation in a joint development committee, the Group reviews, in an advisory capacity, any development programs designed by Indivior. However, Indivior has authority over all aspects of the development of such selected compounds.
Under terms of the agreement, the Group granted Indivior an exclusive license to use relevant patents and know-how in relation to the development and commercialization of product candidates selected by Indivior. Subject to agreed conditions, the Group and Indivior jointly own all intellectual property rights that are jointly developed and the Group or Indivior individually own all intellectual property rights that the Group or Indivior develop individually. The Group has retained the right to select compounds from the research program for further development in areas outside the interest of Indivior including Charcot-Marie-Tooth type 1A neuropathy, or CMT1A, chronic cough and pain. Under certain conditions, but subject to certain consequences, Indivior may terminate the agreement.
16
In January 2018, the Group received, under the terms of the agreement, a non-refundable upfront fee of USD
On February 14, 2019, Indivior terminated the development of their selected compound, ADX71441. Separately, Indivior funds research at the Group, based on a research plan to be mutually agreed between the parties, to discover novel GABAB PAM compounds. These future novel GABAB PAM compounds, if selected by Indivior, become licensed compounds. The Group agreed with Indivior to an initial research term of
For the three-month and six-month periods ended June 30, 2023, the Group recognized CHF
Janssen Pharmaceuticals Inc. (formerly Ortho-McNeil-Janssen Pharmaceuticals Inc)
On December 31, 2004, the Group entered into a research collaboration and license agreement with Janssen Pharmaceuticals Inc. (JPI). In accordance with this agreement, JPI has acquired an exclusive worldwide license to develop mGlu2 PAM compounds for the treatment of human health. The Group is eligible to receive up to EUR
16. Other income
Under a grant agreement with Eurostars/Innosuisse the Group is required to complete specific research activities within a defined period of time. The Group’s funding is fixed and received based on the satisfactory completion of the agreed research activities and incurring the related costs. The Group was awarded a grant by Eurostars/Innosuisse in 2019 for CHF
The Group additionally recognized other income from IT consultancy agreements.
17
17. Operating costs
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
2023 |
| 2022 |
| 2023 |
| 2022 | ||
Staff costs (note 18) |
| |
| | | | ||
Depreciation (notes 8/9) |
| |
| | | | ||
External research and development costs |
| |
| | | | ||
Laboratory consumables |
| |
| | | | ||
Patent maintenance and registration costs |
| |
| | | | ||
Professional fees |
| |
| | | | ||
Short-term leases | | | | | ||||
D&O Insurance | | | | | ||||
Other operating costs |
| |
| | | | ||
Total operating costs |
| |
| | | |
The evolution of the total operating costs is mainly driven by staff costs, external research and development costs, professional fees, D&O insurance and other operating costs.
During the six-month period ended June 30, 2023, total operating costs decreased by CHF
During the three-month period ended June 30, 2023, total operating costs decreased by CHF
18. Staff costs
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
2023 |
| 2022 |
| 2023 |
| 2022 | ||
Wages and salaries |
| |
| | | | ||
Social charges and insurances |
| |
| | | | ||
Value of share-based services |
| |
| | | | ||
Retirement benefit (note 14) |
| |
| | | | ||
Total staff costs |
| |
| | | |
During the six-month period ended June 30, 2023, total staff costs decreased by CHF
19. Finance result, net
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
2023 |
| 2022 |
| 2023 |
| 2022 | ||
Interest income |
| |
| | | | ||
Interest cost | ( | ( | ( | ( | ||||
Interest expense on leases | ( | ( | ( | ( | ||||
Foreign exchange loss net |
| ( |
| ( | ( | ( | ||
Finance result, net |
| ( |
| ( | ( | ( |
18
20. Loss per share
Basic and diluted loss per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of shares in issue during the period excluding treasury shares.
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
2023 |
| 2022 |
| 2023 |
| 2022 | ||
Loss attributable to equity holders of the Company |
| ( |
| ( | ( | ( | ||
Weighted average number of shares in issue |
| |
| | | | ||
Basic and diluted loss per share |
| ( |
| ( | ( | ( |
The Company has
21. Related party transactions
Related parties include members of the Board of Directors and the Executive Management of the Group. The following transactions were carried out with related parties:
Key management compensation
| For the three months | For the six months | ||||||
ended June 30, | ended June 30, | |||||||
2023 |
| 2022 |
| 2023 |
| 2022 | ||
Salaries, other short‑term employee benefits and post-employment benefits |
| |
| | | | ||
Consulting fees |
| |
| | | | ||
Share‑based compensation |
| |
| | | | ||
Total |
| |
| | | |
Salaries, other short-term employee benefits and post-employment benefits relate to members of the Board of Directors and Executive Management who are employed by the Group. Consulting fees relate mainly to Roger Mills, a member of the Executive Management who delivers his services to the Group under a consulting contract. The Group has a net payable to the Board of Directors and Executive Management close to
22. Events after the balance sheet date
On July 28, 2023,
On August 2, 2023, the research agreement with Indivior has been extended until June 30, 2024 and Indivior committed additional research funding of CHF
19