EX-99.2 3 a20-30518_1ex99d2.htm EX-99.2

Exhibit 99.2

 

Centogene N.V.

Unaudited interim condensed consolidated statements of comprehensive loss

for the three and six months ended June 30, 2019 and 2020

(in EUR k)

 

 

 

 

 

For the three months ended Jun 30

 

For the six months ended June 30

 

 

 

Note

 

2019

 

2020

 

2019

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

4, 5

 

11,206

 

9,719

 

21,921

 

21,824

 

Cost of sales

 

 

 

6,114

 

6,815

 

12,858

 

13,833

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

 

5,092

 

2,904

 

9,063

 

7,991

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

 

 

2,407

 

3,119

 

4,108

 

5,810

 

General administrative expenses

 

 

 

5,693

 

7,767

 

11,603

 

15,665

 

Selling expenses

 

 

 

2,345

 

2,386

 

4,356

 

4,712

 

Other operating income

 

6.1

 

590

 

801

 

1,688

 

1,746

 

Other operating expenses

 

6.2

 

122

 

537

 

464

 

1,812

 

Real estate transfer tax expenses

 

7

 

1,200

 

 

1,200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

 

 

(6,085

)

(10,104

)

(10,980

)

(18,262

)

 

 

 

 

 

 

 

 

 

 

 

 

Interest and similar income

 

 

 

4

 

13

 

12

 

13

 

Interest and similar expense

 

 

 

211

 

269

 

431

 

718

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial costs, net

 

 

 

(207

)

(256

)

(419

)

(705

)

 

 

 

 

 

 

 

 

 

 

 

 

Loss before taxes

 

 

 

(6,292

)

(10,360

)

(11,399

)

(18,967

)

Income tax (benefits)/expenses

 

 

 

(11

)

 

163

 

129

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

 

 

(6,281

)

(10,360

)

(11,562

)

(19,096

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income/(loss), all attributable to equity holders of the parent

 

 

 

8

 

(6

)

10

 

70

 

Total comprehensive loss

 

 

 

(6,273

)

(10,366

)

(11,552

)

(19,026

)

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

Equity holders of the parent

 

 

 

(6,216

)

(10,364

)

(11,426

)

(18,963

)

Non-controlling interests

 

 

 

(57

)

(2

)

(126

)

(63

)

 

 

 

 

(6,273

)

(10,366

)

(11,552

)

(19,026

)

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share - Basic and diluted (in EUR)

 

 

 

(0.39

)

(0.52

)

(0.72

)

(0.95

)

 

The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements

 

1


 

Centogene N.V.

Unaudited interim condensed consolidated statements of financial position

as at December 31, 2019 and June 30, 2020

(in EUR k)

 

Assets

 

Note

 

Dec 31, 2019

 

Jun, 2020

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangible assets

 

 

 

14,145

 

16,452

 

Property, plant and equipment

 

 

 

8,376

 

10,784

 

Right-of-use assets

 

 

 

24,932

 

24,750

 

Other assets

 

8

 

1,948

 

2,003

 

 

 

 

 

 

 

 

 

 

 

 

 

49,401

 

53,989

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Inventories

 

 

 

1,809

 

8,061

 

Trade receivables and contract assets

 

8

 

16,593

 

14,983

 

Other assets

 

8

 

8,612

 

8,482

 

Cash and cash equivalents

 

9

 

41,095

 

17,400

 

 

 

 

 

 

 

 

 

 

 

 

 

68,109

 

48,926

 

 

 

 

 

 

 

 

 

 

 

 

 

117,510

 

102,915

 

 

Equity and liabilities

 

Note

 

Dec 31, 2019

 

Jun, 2020

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issued capital

 

10

 

2,383

 

2,383

 

Capital reserve

 

10

 

98,099

 

99,492

 

Retained earnings and other reserves

 

 

 

(40,622

)

(60,340

)

Non-controlling interests

 

 

 

(938

)

(53

)

 

 

 

 

 

 

 

 

 

 

 

 

58,922

 

41,482

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current loans

 

11.1

 

1,578

 

567

 

Lease liabilities

 

11.1

 

18,069

 

18,948

 

Deferred tax liabilities

 

 

 

 

121

 

Government grants

 

11.2

 

9,941

 

9,575

 

 

 

 

 

 

 

 

 

 

 

 

 

29,588

 

29,211

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government grants

 

11.2

 

1,348

 

1,384

 

Current loans

 

11.1

 

3,688

 

4,367

 

Lease liabilities

 

11.1

 

3,635

 

3,411

 

Trade payables

 

11.2

 

8,554

 

8,828

 

Other liabilities

 

11.2

 

11,775

 

14,232

 

 

 

 

 

 

 

 

 

 

 

 

 

29,000

 

32,222

 

 

 

 

 

 

 

 

 

 

 

 

 

117,510

 

102,915

 

 

The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements

 

2


 

Centogene N.V.

Unaudited interim condensed consolidated statements of cash flows

for the six months ended June 30, 2019 and 2020

(in EUR k)

 

 

 

Note

 

2019

 

2020

 

 

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before taxes

 

 

 

(11,399

)

(18,967

)

 

 

 

 

 

 

 

 

Adjustments to reconcile loss to cash flow from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization and depreciation

 

5

 

2,849

 

4,432

 

Interest income

 

 

 

(12

)

(13

)

Interest expense

 

 

 

431

 

718

 

Expected credit loss allowances on trade receivables and contract assets

 

6.2, 8

 

462

 

1,674

 

Share-based payment expenses

 

12

 

4,828

 

1,393

 

Real Estate transfer tax expenses

 

7

 

1,200

 

 

Other non-cash items

 

 

 

(147

)

(557

)

 

 

 

 

 

 

 

 

Changes in operating assets and liabilities

 

 

 

 

 

 

 

Inventories

 

 

 

(360

)

(6,252

)

Trade receivables and contract assets

 

8

 

(2,556

)

(64

)

Other assets

 

8

 

(244

)

269

 

Trade payables

 

11.2

 

2,095

 

274

 

Other liabilities

 

11.2

 

946

 

2,457

 

 

 

 

 

 

 

 

 

Cash flow used in operating activities

 

 

 

(1,907

)

(14,636

)

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for investments in intangible assets

 

5

 

(3,116

)

(3,965

)

Cash paid for investments in property, plant and equipment

 

 

 

(840

)

(3,072

)

Grants received for investment in property, plant and equipment

 

11.2

 

341

 

390

 

Interest received

 

 

 

12

 

13

 

 

 

 

 

 

 

 

 

Cash flow used in investing activities

 

 

 

(3,603

)

(6,634

)

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

Cash paid for acquisition of non-wholly owned subsidiary

 

 

 

 

(75

)

Cash received from loans

 

11.1

 

1,828

 

928

 

Cash repayments of loans

 

11.1

 

(896

)

(1,260

)

Cash repayments of lease liabilities

 

11.1

 

(649

)

(1,619

)

Interest paid

 

 

 

(431

)

(399

)

 

 

 

 

 

 

 

 

Cash flow used in financing activities

 

 

 

(148

)

(2,425

)

 

 

 

 

 

 

 

 

Changes in cash and cash equivalents

 

 

 

(5,658

)

(23,695

)

Cash and cash equivalents at the beginning of the period

 

 

 

9,222

 

41,095

 

Cash and cash equivalents at the end of the period

 

 

 

3,564

 

17,400

 

 

The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements

 

3


 

Centogene N.V.

Unaudited interim condensed consolidated statements of changes in equity

for the six months ended June 30, 2019 and 2020

 

 

 

 

 

Attributable to the owners of the parent

 

 

 

 

 

in EUR k

 

Note

 

Issued
capital

 

Capital
reserve

 

Currency
translation
reserve

 

Retained
earnings

 

Total

 

Non-
controlling
interests

 

Total equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of January 1, 2019

 

 

 

1,903

 

45,342

 

(16

)

(19,948

)

27,281

 

(757

)

26,524

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

 

 

 

 

 

(11,436

)

(11,436

)

(126

)

(11,562

)

Other comprehensive loss

 

 

 

 

 

10

 

 

10

 

 

10

 

Total comprehensive loss

 

 

 

 

 

10

 

(11,436

)

(11,426

)

(126

)

(11,552

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based payments

 

12

 

 

488

 

 

 

488

 

 

488

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2019

 

 

 

1,903

 

45,830

 

(6

)

(31,384

)

16,343

 

(883

)

15,460

 

 

 

 

 

 

Attributable to the owners of the parent

 

 

 

 

 

in EUR k

 

Note

 

Issued
capital

 

Capital
reserve

 

Currency
translation
reserve

 

Retained
earnings

 

Total

 

Non-
controlling
interests

 

Total equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of January 1, 2020

 

 

 

2,383

 

98,099

 

 

(40,622

)

59,860

 

(938

)

58,922

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

 

 

 

 

 

(19,033

)

(19,033

)

(63

)

(19,096

)

Other comprehensive loss

 

 

 

 

 

70

 

 

70

 

 

70

 

Total comprehensive loss

 

 

 

 

 

70

 

(19,033

)

(18,963

)

(63

)

(19,026

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based payments

 

12

 

 

1,393

 

 

 

1,393

 

 

1,393

 

Disposal of non-wholly owned subsidiary

 

6.2

 

 

 

 

 

 

268

 

268

 

Acquisition of non-wholly owned subsidiary

 

 

 

 

 

 

(755

)

(755

)

680

 

(75

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2020

 

 

 

2,383

 

99,492

 

70

 

(60,410

)

41,535

 

(53

)

41,482

 

 

The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements

 

4


 

GRAPHIC

 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

1                      General company information

 

Centogene N.V. (“the Company”) and its subsidiaries focus on rare diseases and seek to transform real-world clinical and genetic data into actionable information for patients, physicians and pharmaceutical companies. The mission of the Company is to bring rationality to treatment decisions and to accelerate the development of new orphan drugs by using our knowledge of the global rare disease market, including epidemiological and clinical data and innovative biomarkers.

 

On November 7, 2019, the Company completed an initial public offering (“IPO”) and has since been listed on Nasdaq Global Market under stock code “CNTG”. We have historically conducted our business through Centogene AG (which is now known as Centogene GmbH), and therefore our historical financial statements present the results of operations and financial condition of Centogene AG and its controlled subsidiaries. In connection with our initial public offering, Centogene N.V. became the holding company of Centogene AG on November 12, 2019, and the historical consolidated financial statements of Centogene AG became the historical consolidated financial statements of Centogene N.V.  Centogene N.V. is a public company with limited liability incorporated in the Netherlands, with registered office located at Am Strande 7 in 18055 Rostock, Germany and Dutch trade register number 72822872.

 

On March 5, 2020, the Company resolved that Centogene AG shall be converted into a German limited liability company and renamed Centogene GmbH. Such conversion became effective upon the registration in the German commercial register on June 29, 2020. Unless otherwise stated, “Centogene GmbH” also refers to the historical operations of Centogene AG throughout the notes.

 

In July 2020, the Company completed a follow-on public offering of 3,500,000 common shares of the Company (the “July 2020 Offering”), consisting of 2,000,000 common shares offered by the Company and 1,500,000 common shares offered by selling shareholders at a price to the public of USD 14.00 per common share (i.e. EUR 12.71 per share). Aggregate offering proceeds, net of underwriting discounts and commissions, were EUR 24 million to the Company and EUR 18 million to the selling shareholders.

 

5


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

2                      Basis of preparation

 

The interim condensed consolidated financial statements for the three and six months ended June 30, 2019 and 2020 have been prepared in accordance with IAS 34 Interim Financial Reporting.

 

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s annual consolidated financial statements as of December 31, 2018 and 2019 and for the three years ended December 31, 2019.  Unless otherwise specified, “the Company” refers to Centogene N.V. and Centogene GmbH throughout the remainder of these notes, while “the Group” refers to Centogene N.V., Centogene GmbH and its subsidiaries.

 

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group’s annual consolidated financial statements for the year ended December 31, 2019, except for the adoption of new standards effective as of January 1, 2020 (see note 2.1). The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

 

Several other amendments and interpretations apply for the first time in 2020, but do not have an impact on the interim condensed consolidated financial statements of the Group.

 

These interim condensed consolidated financial statements are presented in euro, which is the Group’s functional currency. Unless otherwise specified, all financial information presented in euro is rounded to the nearest thousand (EUR k) in line with customary commercial practice.

 

2.1                     Effects of new accounting standards

 

The following amendments and interpretations apply for the first time in 2020 and had no impact on the condensed consolidated financial statements of the Group:

 

·                  Amendments to IAS 1 and IAS 8: Definition of Material

 

·                  Amendments to IFRS 3: Definition of a Business

 

·                  Amendments to IFRS 7, IFRS 9 and IAS 39: Interest Rate Benchmark Reform

 

·                  References to the Conceptual Framework for Financial Reporting issued on 29 March 2018

 

6


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

3                      Effect of COVID-19 Pandemic

 

The COVID-19 pandemic, which began in December 2019, has spread worldwide and continues to cause many governments to maintain measures to slow the spread of the outbreak through quarantines, travel restrictions, closures of borders and requiring maintenance of physical distance between individuals.

 

The Company has commenced testing for COVID-19 since the end of March 2020.   Starting from the Mecklenburg-Western Pomerania region of Germany focusing on employees and essential workers in Rostock, the testing for COVID-19 was further expanded to nursing homes as well as to high school students in Germany, and made available to the rest of the world since May 2020. Some of the tests are offered free of charge by the Company, while others are offered in collaboration with the state government, educational institutions and other companies, as well as via the online marketplace.

 

Revenues are based on a negotiated price per test or on the basis of agreements covering tests to be performed over defined periods.  Given the short turnaround time for the COVID-19 tests, revenues from COVID-tests which are on a price per test basis are considered as recognized at a point in time.  Revenues from COVID-19 tests which are on the basis of agreements covering tests to be performed over defined periods are considered as recognized over time. Revenues generated from the testing for COVID-19 for the three and six months ended June 30, 2020 amounted to EUR 2,082k and EUR 2,095k, respectively, and are included in the revenues of the diagnostics segment.  Out of the total revenues from the testing for COVID-19, EUR 2,072k and EUR 2,085k were generated in Europe for the three and six months ended June 30, 2020, of which over 95% in Germany, which is the country of the registered office of the Company.  Total direct costs incurred for the COVID-19 tests in the three and six months ended June 30, 2020 amounted to EUR 1,283k and EUR 1,360k, respectively, of which EUR 424k and EUR 483k, respectively, are related to the tests offered free of charge and are included accordingly in general administrative expenses and research and development expenses, as appropriate.

 

7


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

To support the expansion of test offerings, the Company acquired laboratory facilities and equipment for a total consideration of EUR 1,800k and leased laboratory space in Hamburg, Germany, in April 2020.  In July 2020, the Company further leased laboratory space in Frankfurt, Germany.   Total investments in COVID-19 testing as of June 30, 2020 amounted to approximately EUR 2.5 million, of which approximately EUR 1.9 million and EUR 0.6 million, respectively, are included in property plant and equipment and right-of-use assets.

 

4                      Revenues from contracts with customers

 

Three months ended June 30

 

 

 

Three months ended June 30, 2019

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Total

 

Rendering of services

 

4,227

 

6,638

 

10,865

 

Sales of goods

 

341

 

 

341

 

Total Revenues from contracts with external customers

 

4,568

 

6,638

 

11,206

 

 

 

 

 

 

 

 

 

Recognized over time

 

3,996

 

6,638

 

10,634

 

Recognized at a point in time

 

572

 

 

572

 

Total Revenues from contracts with external customers

 

4,568

 

6,638

 

11,206

 

 

 

 

 

 

 

 

 

Geographical information

 

 

 

 

 

 

 

Europe

 

247

 

1,883

 

2,130

 

- Germany*

 

195

 

71

 

266

 

Middle East

 

29

 

3,189

 

3,218

 

- Saudi Arabia#

 

 

1,495

 

1,495

 

North America

 

4,292

 

644

 

4,936

 

- United States#

 

4,292

 

564

 

4,856

 

Latin America

 

 

681

 

681

 

Asia Pacific

 

 

241

 

241

 

Total Revenues from contracts with external customers

 

4,568

 

6,638

 

11,206

 

 


* country of the incorporation of Centogene GmbH

# countries contributing more than 10% of the Group’s  total consolidated revenues for the three months ended June 30, 2019

 

8


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

 

 

Three months ended June 30, 2020

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Total

 

Rendering of services

 

3,606

 

5,737

 

9,343

 

Sales of goods

 

334

 

42

 

376

 

Total Revenues from contracts with external customers

 

3,940

 

5,779

 

9,719

 

 

 

 

 

 

 

 

 

Recognized over time

 

3,606

 

4,206

 

7,812

 

Recognized at a point in time

 

334

 

1,573

 

1,907

 

Total Revenues from contracts with external customers

 

3,940

 

5,779

 

9,719

 

 

 

 

 

 

 

 

 

Geographical information

 

 

 

 

 

 

 

Europe

 

23

 

3,204

 

3,226

 

- Germany*

 

19

 

2,096

 

2,115

 

- Netherlands**

 

 

 

 

Middle East

 

45

 

1,789

 

1,834

 

- Saudi Arabia#

 

 

1,106

 

1,106

 

North America

 

3,872

 

501

 

4,374

 

- United States#

 

3,872

 

493

 

4,365

 

Latin America

 

 

219

 

219

 

Asia Pacific

 

 

66

 

66

 

Total Revenues from contracts with external customers

 

3,940

 

5,779

 

9,719

 

 


* country of the incorporation of Centogene GmbH

** country of the incorporation of Centogene N.V.

# countries contributing more than 10% of the Group’s  total consolidated revenues for the three months ended June 30, 2020

 

Six months ended June 30

 

 

 

Six months ended June 30, 2019

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Total

 

Rendering of services

 

8,033

 

13,223

 

21,256

 

Sales of goods

 

665

 

 

665

 

Total Revenues from contracts with external customers

 

8,698

 

13,223

 

21,921

 

 

 

 

 

 

 

 

 

Recognized over time

 

7,452

 

13,223

 

20,675

 

Recognized at a point in time

 

1,246

 

 

1,246

 

Total Revenues from contracts with external customers

 

8,698

 

13,223

 

21,921

 

 

 

 

 

 

 

 

 

Geographical information

 

 

 

 

 

 

 

Europe

 

280

 

3,411

 

3,691

 

- Germany*

 

195

 

133

 

328

 

Middle East

 

61

 

6,711

 

6,772

 

- Saudi Arabia#

 

 

3,182

 

3,182

 

North America

 

8,357

 

1,321

 

9,678

 

- United States#

 

8,357

 

972

 

9,329

 

Latin America

 

 

1,319

 

1,319

 

Asia Pacific

 

 

461

 

461

 

Total Revenues from contracts with external customers

 

8,698

 

13,223

 

21,921

 

 


* country of the incorporation of Centogene GmbH

# countries contributing more than 10% of the Group’s total consolidated revenues for the six months ended June 30, 2019

 

9


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

 

 

Six months ended June 30, 2020

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Total

 

Rendering of services

 

7,880

 

13,292

 

21,172

 

Sales of goods

 

610

 

42

 

652

 

Total Revenues from contracts with external customers

 

8,490

 

13,334

 

21,824

 

 

 

 

 

 

 

 

 

Recognized over time

 

7,880

 

11,761

 

19,641

 

Recognized at a point in time

 

610

 

1,573

 

2,183

 

Total Revenues from contracts with external customers

 

8,490

 

13,334

 

21,824

 

 

 

 

 

 

 

 

 

Geographical information

 

 

 

 

 

 

 

Europe

 

67

 

4,820

 

4,887

 

- Germany*

 

38

 

2,169

 

2,207

 

- Netherlands**

 

 

3

 

3

 

Middle East

 

48

 

6,204

 

6,252

 

- Saudi Arabia#

 

 

4,139

 

4,139

 

North America

 

8,375

 

1,122

 

9,497

 

- United States#

 

8,375

 

964

 

9,339

 

Latin America

 

 

965

 

965

 

Asia Pacific

 

 

223

 

223

 

Total Revenues from contracts with external customers

 

8,490

 

13,334

 

21,824

 

 


* country of the incorporation of Centogene GmbH

** country of the incorporation of Centogene N.V.

# countries contributing more than 10% of the Group’s total consolidated revenues for the six months ended June 30, 2020

 

10


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

The Group collaborated with the majority of our pharmaceutical partners on a worldwide basis in 2019 and 2020. In addition, in cases where our pharmaceutical partners are developing a new rare disease treatment, it is generally anticipated that the final approved treatment will be made available globally.  As a result, we allocate the revenues of our pharmaceutical segment by geographical region by reference to the location where each pharmaceutical partner mainly operates, which is based on the region from which most of their revenues are generated. The allocation of revenues in our diagnostics segment is based on the location of each customer.

 

Pharmaceutial segment

 

During the three and six months ended June 30, 2020, revenues from one pharmaceutical partner represented 26.2% and 26.4% respectively, of the Group’s total revenues (the three and six months ended June 30, 2019: 26.7% and 27.1%, respectively).

 

During the three and six months ended June 30, 2019, we have entered into two collaborations with an existing pharmaceutical partner, of which upfront fees totaling EUR 80k and EUR 430k, respectively, representing the transaction price allocated to the one-off transfer of the Group’s intellectual property were received and recognized as revenues.  No such revenues were recognized in the three and six months ended June 30, 2020.

 

The Group recognized impairment losses on receivables and contract assets arising from contracts with customers, included under Other operating expenses in the consolidated statement of comprehensive loss, amounting to EUR 500k and EUR 1,674k, respectively, for the three and six months ended June 30, 2020 (the three and six months ended June 30, 2019: EUR 122k and EUR 462k, respectively).

 

11


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

5                      Segment information

 

Three months ended June 30

 

 

 

Three months ended June 30, 2019

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Corporate

 

Total

 

Total Revenues from contracts with external customers

 

4,568

 

6,638

 

 

11,206

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

3,217

 

530

 

(6,185

)

(2,438

)

 

 

 

 

 

 

 

 

 

 

Capital Expenditures

 

 

 

 

 

 

 

 

 

Additions to property, plant and equipment and right-of-use assets

 

172

 

227

 

 

399

 

Additions to intangible assets

 

1,018

 

 

985

 

2,003

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

257

 

561

 

635

 

1,453

 

Research and development expenses

 

 

 

2,407

 

2,407

 

 

 

 

Three months ended June 30, 2020

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Corporate

 

Total

 

Total Revenues from contracts with external customers

 

3,940

 

5,779

 

 

9,719

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

1,799

 

(824

)

(8,395

)

(7,420

)

 

 

 

 

 

 

 

 

 

 

Capital Expenditures

 

 

 

 

 

 

 

 

 

Additions to property, plant and equipment and right-of-use assets

 

301

 

2,073

 

1,249

 

3,623

 

Additions to intangible assets

 

1,852

 

 

922

 

2,774

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

389

 

617

 

1,342

 

2,348

 

Research and development expenses

 

 

 

3,119

 

3,119

 

 

12


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

Six months ended June 30

 

 

 

Six months ended June 30, 2019

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Corporate

 

Total

 

Total Revenues from contracts with external customers

 

8,698

 

13,223

 

 

21,921

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

6,161

 

541

 

(10,005

)

(3,303

)

 

 

 

 

 

 

 

 

 

 

Capital Expenditures

 

 

 

 

 

 

 

 

 

Additions to property, plant and equipment and right-of-use assets

 

179

 

247

 

414

 

840

 

Additions to intangible assets

 

1,786

 

 

1,330

 

3,116

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

513

 

1,085

 

1,252

 

2,849

 

Research and development expenses

 

 

 

4,108

 

4,108

 

 

 

 

Six months ended June 30, 2020

 

in EUR k

 

Pharmaceutical

 

Diagnostics

 

Corporate

 

Total

 

Total Revenues from contracts with external customers

 

8,490

 

13,334

 

 

21,824

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

4,407

 

(737

)

(16,107

)

(12,437

)

 

 

 

 

 

 

 

 

 

 

Capital Expenditures

 

 

 

 

 

 

 

 

 

Additions to property, plant and equipment and right-of-use assets

 

301

 

2,890

 

1,836

 

5,027

 

Additions to intangible assets

 

2,854

 

 

1,111

 

3,965

 

 

 

 

 

 

 

 

 

 

 

Other segment information

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

1,071

 

1,161

 

2,200

 

4,432

 

Research and development expenses

 

 

 

5,810

 

5,810

 

 

Adjustments

 

Corporate expenses, depreciation and amortization, interest and similar income and expenses, as well as share-based payment expenses are not allocated to individual segments as the underlying instruments are managed on a group basis. Current taxes and deferred taxes are allocated to Corporate as they are also managed on a group basis.

 

13


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

Increases in corporate expenses for the three and six months ended June 30, 2020 are mainly due to our continued international growth and business expansion.  The increase is also due to the costs of operating as a public company, such as additional legal, accounting, corporate governance and investor relations expenses, and higher directors’ and officers’ insurance premiums.

 

Corporate expenses for the three and six months ended June 30, 2020 included expenses related to the July 2020 Offering as described in note 1 of EUR 173k and EUR 173k, respectively, while corporate expenses for the three and six months ended June 30, 2019  included expenses incurred in relation to the IPO as described in note 1 of EUR 109k and EUR 318k, respectively (included in General Administrative Expenses).  Corporate expenses for the three and six months ended June 30, 2019 also included real estate transfer tax of EUR 1,200k related to an intercompany sale of land and building.  No such expenses were incurred in the six months ended June 30, 2020 (see note 7).

 

Capital expenditure consists of additions of property, plant and equipment, right-of-use assets and intangible assets.  All of such assets are located in Germany, which is the country of the registered office of the Company, except for property, plant and equipment of EUR 368k (December 31, 2019: EUR 286k) and right-of-use assets of EUR 876k (December 31, 2019: EUR 1,042k), which is located in the United States.

 

Reconciliation of segment Adjusted EBITDA to Group loss for the period

 

For the three months ended June 30

 

2019

 

2020

 

Reported segment Adjusted EBITDA

 

3,747

 

975

 

Corporate expenses

 

(6,185

)

(8,395

)

 

 

(2,438

)

(7,420

)

Share-based payment expenses

 

(2,195

)

(336

)

Depreciation and amortization

 

(1,452

)

(2,348

)

Operating loss

 

(6,085

)

(10,104

)

Financial costs, net

 

(207

)

(256

)

Income taxes benefit

 

11

 

 

Loss for the three months ended June 30

 

(6,281

)

(10,360

)

 

14


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

For the six months ended June 30

 

2019

 

2020

 

Reported segment Adjusted EBITDA

 

6,702

 

3,670

 

Corporate expenses

 

(10,005

)

(16,107

)

 

 

(3,303

)

(12,437

)

Share-based payment expenses

 

(4,828

)

(1,393

)

Depreciation and amortization

 

(2,849

)

(4,432

)

Operating loss

 

(10,980

)

(18,262

)

Financial costs, net

 

(419

)

(705

)

Income taxes expenses

 

(163

)

(129

)

Loss for the the six months ended June 30

 

(11,562

)

(19,096

)

 

6                      Other income and expenses

 

6.1                     Other operating income

 

 

 

For the three months
ended June 30

 

For the six months
ended June 30

 

in EUR k

 

2019

 

2020

 

2019

 

2020

 

Government grants

 

503

 

703

 

1,470

 

1,405

 

Income from the reversal of provisions

 

 

 

89

 

 

Others

 

87

 

98

 

129

 

341

 

Total other operating income

 

590

 

801

 

1,688

 

1,746

 

 

Government grants contain performance-based grants to subsidize research, development and innovation in the state of Mecklenburg-Western Pomerania from funds granted by the European Regional Development Fund. Furthermore, government grants contain the release of deferred income from investment related grants.

 

6.2                     Other operating expenses

 

 

 

For the three months
ended June 30

 

For the six months
ended June 30

 

in EUR k

 

2019

 

2020

 

2019

 

2020

 

Currency losses

 

 

37

 

2

 

37

 

Expected credit loss allowances on trade receivables

 

122

 

500

 

462

 

1,674

 

Others

 

 

 

 

101

 

Total other operating expenses

 

122

 

537

 

464

 

1,812

 

 

15


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

Considering the impact of the COVID-19 pandemic on the global economy and the unforeseeable potential magnitude of the ultimate disruptions to different businesses, the Group has taken such new developments into consideration when assessing its credit risk, in particular regarding the MENA region for the diagnostic segment as it represents the majority of that segment’s revenue.  Such assessment resulted in the recognition of additional credit losses of EUR 500k and EUR 1,674k, respectively, for the three and six months ended June 30, 2020 (for the three and six months ended June 30, 2019: EUR 122k and EUR 462k, respectively).  See also note 8.

 

During the six months ended June 30, 2020, the Group disposed of its entire 51% interest in LPC GmbH (“LPC”) to the minority shareholders for a consideration of EUR 213k, of which EUR 200k is to be paid over a period of four years (and included in other assets, see note 8).   The related non-controlling interest of EUR 268k (accumulated share of loss) was debited to profit or loss, and the sale resulted in a loss of EUR 101k.

 

7                      Sale and Leaseback transaction

 

In June 2019, in preparation for a sale and leaseback transaction, the Company sold its land and building (the Rostock headquarters building) with a carrying value of EUR 22,778k to another subsidiary of the Group. Such intercompany transaction resulted in a real estate transfer tax expense of EUR 1,200k and was recognized in the three and six months period ended June 30, 2019.

 

8                      Trade receivables and contract assets and other assets

 

in EUR k

 

Dec 31, 2019

 

Jun 30, 2020

 

Non-current

 

 

 

 

 

Other assets — Rental deposits

 

1,948

 

1,853

 

Other assets — Others

 

 

150

 

 

 

1,948

 

2,003

 

Current

 

 

 

 

 

Trade receivables, net

 

12,709

 

12,473

 

Contract assets, net

 

3,884

 

2,510

 

Receivables due from shareholders

 

2,766

 

2,766

 

Other assets

 

5,846

 

5,716

 

 

 

25,205

 

23,465

 

 

 

 

 

 

 

Total non-current and current trade receivables and contract assets and other assets

 

27,153

 

25,468

 

 

16


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and

2020

 

Trade receivables and contract assets

 

Trade receivables are non-interest bearing and are generally due in 30 to 90 days.  In general, portfolio-based expected credit loss allowances are recognized on trade receivables and contract assets.

 

Considering the potential impact of the COVID-19 pandemic on the global economy, the Group has  re-assessed the credit loss rates in relation to the outstanding trade receivables and contract assets as follows:

 

in EUR k

 

Dec 31, 2019

 

Jun 30, 2020

 

Not past due

 

11,102

 

10,340

 

Past due 1-30 days

 

1,113

 

1,159

 

Past due 31-90 days

 

1,708

 

1,508

 

Past due more than 90 days

 

5,005

 

5,985

 

Total Gross amount of trade receivables and contract assets

 

18,928

 

18,992

 

 

 

 

 

 

 

Expected credit loss rate

 

 

 

 

 

Not past due

 

0.3

%

0.6

%

Past due 1-30 days

 

1.0

%

5.7

%

Past due 31-90 days

 

1.2

%

7.6

%

Past due more than 90 days

 

45.4

%

62.9

%

Expected credit loss rate on total gross trade receivables and contract assets

 

12.3

%

21.3

%

 

 

 

 

 

 

 Expected credit loss

 

2,335

 

4,009

 

 

Receivables due from shareholders

 

In 2016, the Group established a virtual share option program (“2016 VSOP”) under Centogene GmbH that entitled the management board to grant virtual share options to individuals, in regard to services they provide and their continuous commitment to the Group.  Upon completion of the IPO in November 2019, all options granted under the 2016 VSOP were vested immediately in full, and the holders of vested options were entitled to receive a direct cash payment from the Company according to the calculation as stipulated in the 2016 VSOP, which is determined based on the IPO price of the shares of Centogene N.V. and the exercise prices of the vested options.

 

The payables by the Group to the holders of vested options were recorded as a liability with a carrying amount of EUR 2,766k (December 31, 2019: EUR 2,766k) (see note 11.2).  As the payments to the option holders would be reimbursed by certain original shareholders to the Company, corresponding receivables against shareholders were recorded. 

 

17


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

Such receivables were considered as additional capital from shareholders and recorded against equity (capital reserve). Upon completion of the July 2020 Offering, the relevant payables to the holders of vested options were settled by the proceeds received from such original shareholders from the sale of their shares.

 

Other assets

 

The non-current portion of other assets mainly include cash deposit of EUR 1,500k (used to secure a bank guarantee of EUR 3,000k) relating to the leases of Rostock headquarters building, cash deposits of EUR 128k (used to secure a bank guarantee of EUR 257k) relating to the leases of Berlin office and EUR 191k for the leases of certain plant and machineries.   It also includes the consideration receivable for the sale of LPC of EUR 213k, among which EUR 150k is due after 1 year (see note 6.2).

 

The current portion of other assets also include VAT receivables of EUR 1,124k (December 31, 2019: EUR 1,311k), prepaid expenses of EUR 2,150k (December 31, 2019: EUR 3,481k) as well as receivables from grants of EUR 1,068k (December 31, 2019: EUR 409k).

 

Other assets also include costs relating to the July 2020 Offering of EUR 552k (December 31, 2019: EUR nil) which will be offset against capital reserve upon completion of the transaction in July 2020.

 

9                      Cash and short-term deposits

 

As of June 30, 2020, the Group has pledged its short-term deposits with carrying amount of EUR 1,500k (December 31, 2019: EUR 1,500k) and EUR 2,500k (December 31, 2019: EUR 2,500k) respectively, to fulfil collateral requirements in respect of existing secured bank loan and overdraft facility up to EUR 2,500k.

 

In addition, the Group has pledged its short-term deposits of EUR 500k (December 31, 2019: EUR nil) related to another overdraft facility up to EUR 500k.

 

The restriction applying to the collateral may be terminated at any time subject to the full amount of the relevant bank loans and the overdrafts being repaid.

 

18


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

10               Equity

 

As discussed in note 1, Centogene N.V. became the parent holding company of the Group on November 12, 2019 as part of the IPO process.  All share, per-share and related information presented in the financial statements and corresponding disclosure notes have been retrospectively adjusted, where applicable, to reflect the impact of the share split resulting from the reorganization.

 

Capital reserve

 

As of June 30, 2020, capital reserve included a share premium of EUR 90,297k, being amounts contributed by shareholders at the issuance of shares in excess of the par value of the shares issued, net of any transaction costs incurred for the share issuance.

 

In addition, it also included amounts recorded in respect of share-based payments. For additional information on the share-based payments, see note 12.

 

11               Financial liabilities

 

11.1              Interest-bearing liabilities

 

in EUR k

 

Dec 31, 2019

 

Jun 30, 2020

 

Non-current liabilities

 

 

 

 

 

Non-current portion of secured bank loans

 

968

 

567

 

Municipal loans

 

610

 

 

Total non-current loans

 

1,578

 

567

 

Lease liabilities

 

18,069

 

18,948

 

Total non-current liabilities

 

19,647

 

19,515

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

Current portion of secured bank loans

 

802

 

802

 

Other bank loans

 

 

438

 

Bank overdrafts

 

2,636

 

3,127

 

Municipal loans

 

250

 

 

Total current loans

 

3,688

 

4,367

 

Current portion of lease liabilities

 

3,635

 

3,411

 

Total current liabilities

 

7,323

 

7,778

 

 

 

 

 

 

 

Total non-current and current liabilities

 

26,970

 

27,293

 

 

19


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

As of June 30, 2020, short-term cash deposits of EUR 1,500k (December 31, 2019: EUR 1,500k) were used to secure the secured bank loan outstanding (see note 9).

 

Other bank loans outstanding as of June 30, 2020 represented bank loans granted under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) which was enacted in March 2020 in the United States, which was a stimulus bill intended to, among other things, bolster the U.S. economy, and provide assistance to qualifying businesses and individuals. The CARES Act included an infusion of funds into the healthcare system.  The loans were to be used for payment of payroll to employees in the United States, as well as rent and other utility payment obligations.  Subject to certain reporting and review requirements, the Company may apply for forgiveness of the amount during the 8-week period beginning on the date of first disbursement of the loans.  The Company is in the process of preparing the relevant application and anticipates the result of the forgiveness will be available in 2020.  The amount which is forgiven will be considered as government grant income, while any remaining amount not forgiven will be repaid by the Company.  Accordingly, the entire amount was classified as current.

 

The following table is based on the original terms and conditions:

 

Conditions and statement of liabilities

 

The outstanding interest-bearing liabilities as of June 30, 2020 and December 31, 2019 have the following conditions:

 

 

 

 

 

 

 

 

 

Dec 31, 2019

 

Jun 30, 2020

 

in EUR k

 

Currency

 

Nominal interest rate

 

Maturity

 

Nominal amount

 

Carrying amount

 

Nominal amount

 

Carrying amount

 

Secured bank loan

 

EUR

 

3.95%

 

2018-25

 

1,770

 

1,770

 

1,369

 

1,369

 

Other bank loan

 

USD

 

1%

 

2020-22

 

 

 

438

 

438

 

Municipal loan

 

EUR

 

8.25%; plus 1.5% profit-related; 0.75% on losses

 

2018-23

 

500

 

500

 

 

 

Municipal loan

 

EUR

 

8%; plus 1.5% profit-related; 0.75% on losses

 

2021

 

360

 

360

 

 

 

Bank overdrafts

 

EUR

 

4.46%

 

2022

 

476

 

476

 

478

 

478

 

Bank overdrafts

 

EUR

 

3.75%

 

Rollover

 

2,160

 

2,160

 

2,346

 

2,346

 

Bank overdrafts

 

EUR

 

3.59%

 

Rollover

 

 

 

303

 

303

 

Lease liabilities

 

EUR

 

2.1%-3.5%*,5.4%-8.9%

 

2017-31

 

21,704

 

21,704

 

22,359

 

22,359

 

Total interest-bearing financial liabilities

 

 

 

 

 

 

 

26,970

 

26,970

 

27,293

 

27,293

 

 


* represents the incremental borrowing rate of the Group at the commencement of the leases

 

20


 

Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

The bank overdrafts of EUR 2,346k as of June 30, 2020 (December 31, 2019: EUR 2,160k) were secured by short-term deposits with a carrying amount of EUR 2,500k (December 31, 2019: EUR 2,500k) (see note 9). The bank overdrafts of EUR 478k (December 31, 2019: EUR 476k) were secured by guarantees provided by certain of the Company’s shareholders as of December 31, 2019, and were released providing security over a short-term deposit with a carrying amount of EUR 500k subsequent to the year end (see note 9).

 

The municipal loan due to MBMV (Mittelständische Bürgschaftsbank Mecklenburg-Vorpommern) of EUR 860k outstanding as of December 31, 2019 was secured by guarantees provided by the Group’s shareholders, and were released upon full repayment in February 2020.

 

11.2              Trade payables and other liabilities

 

in EUR k

 

Dec 31, 2019

 

Jun 30, 2020

 

Trade payables

 

8,554

 

8,828

 

Government grants (deferred income)

 

11,289

 

10,959

 

Liability for Virtual Stock Option Program

 

2,769

 

2,766

 

Contract liabilities

 

3,748

 

3,800

 

Others

 

5,258

 

7,666

 

Trade payables and other liabilities

 

31,618

 

34,019

 

Non-current

 

9,941

 

9,575

 

Current

 

21,677

 

24,444

 

 

Government grants mainly include investment-related government grants. These were received for the purchase of certain items of property, plant and equipment for the research and development facilities in Mecklenburg-Western Pomerania, including the Rostock facility. The grants were issued in the form of investment subsidies as part of the joint federal and state program, “Verbesserung der regionalen Wirtschaftsstruktur” (improvement of the regional economic structure) in connection with funds from the European Regional Development Fund. Additional grants received during the six months ended June 30, 2020 are related to the purchase of certain items of property, plant and equipment amounted to EUR 390k (the six months ended June 30, 2019: EUR 341k).

 

In addition, other liabilities include personnel-related liabilities for vacation and bonuses totaling EUR 2,907k (December 31, 2019: EUR 2,264k) as well as liabilities for wage and church tax of EUR 527k (December 31, 2019: EUR 376k). Other liabilities as of June 30, 2020 include costs related to the July 2020 Offering of EUR 725k, while other liabilities as of December 31, 2019 included costs relating to the IPO of EUR 565k.

 

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Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

12               Share-based payments

 

At June 30, 2020 the Group had the following share-based payment arrangements.

 

(i)                                     Equity share option - Replacement (ESOP 2017)

 

In 2017, the Group established a second virtual share option program (“2017 VSOP”) that entitled the management board to grant virtual share options to individuals, in regard to services they provide and their continuous commitment to the Group.

 

In connection with the IPO (see note 1), a transfer agreement was entered into between the holders of the 2017 VSOP, Centogene GmbH and the Company in November 2019, under which the 2017 VSOP was terminated, and the option holders were granted new share options of Centogene N.V. (“ESOP 2017”).

 

The number of options granted to each holder under ESOP 2017 was based on the number of options granted to them under 2017 VSOP and the IPO price of Centogene N.V. Accordingly, 805,308 new share options were granted pursuant to Centogene N.V’s long-term incentive plan (the “Long-term Incentive Plan”), with each option representing one common share of Centogene N.V., and an exercise price equal to the nominal value of the share of Centogene N.V., which is EUR 0.12.

 

The options were considered vested upon the completion of the IPO, but were not exercisable in the first 180 days subsequent to the listing (lock-up period).

 

The contractual life for the share options as at June 30, 2020 is 9.5 years (December 31, 2019: 10 years).

 

The share options issued under ESOP 2017 are equity-settled and the fair value of the options were fully recognized in equity under capital reserve on the date of grant.

 

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Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

(ii)                                  Equity share option 2019 (ESOP 2019)

 

In 2019, an agreement was entered into between the Company and an individual of the Supervisory Board. According to this agreement, a total of 396,522 options, each option representing one common share, were granted pursuant to the Long-term Incentive Plan to the individual Supervisory Board member with exercise price equaling to the IPO price, which is EUR 12.58 per option, on the date of the IPO of the Company. The vesting period shall be three years commencing on the day of grant, where one-third of the granted options shall be vested at the end of each year of grant, and the first year ending on March 31, 2020.

 

The contractual life for the share options as at December 31, 2019 is ten years and the weighted average fair value of options outstanding was EUR 9.08. The share options issued under “ESOP 2019” will be equity-settled and the fair value of the options were recognized in equity under capital reserve, based on the fair value on the date of grant, and will be charged to profit or loss over the vesting period by using the graded vested approach.  For the three and six months ended June 30, 2020, the Group recognized EUR 336k and EUR 1,393k repectively, of share-based payment expense in the statement of comprehensive income.

 

For the six months ended June 30, 2019, the Group recognized EUR 4,828k of share-based payment expense in the statement of comprehensive income in relation to the cash-settled virtual share option programs of Centogene GmbH, which were cancelled upon completion of IPO.

 

13               Commitments

 

Future payments for non-cancellable leases

 

The Group has various lease contracts in relation to the expansion of the Rostock headquarters and leasing of the Frankfurt laboratory that have not yet commenced as at June 30, 2020. The future lease payments and utilities for these non-cancellable lease contracts are EUR 32k within one year, EUR 1,218k within five years and EUR 5,324k thereafter.

 

The Group has various non-cancellable lease contracts of office equipment and storage spaces which had a lease term of less than 12 months or were related to leases of low-value assets, and therefore the short-term lease recognition exemption was applied to these contracts. The future lease payments for these non-cancellable lease contracts are EUR 75k within one year (December 31, 2019: EUR 72k) and EUR 23k within five years (December 31, 2019: EUR 36k).

 

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Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

Future payment obligations

 

As of June 30, 2020, the Group concluded agreements with suppliers, for goods and services to be provided subsequent to June 30, 2020 with a total payment obligation of approximately EUR 6,172k (December 31, 2019: EUR 802k).

 

14               Contingent Liabilities

 

In May 2016, the Company was informed in writing by the Universitair Medisch Centrum Utrecht (‘‘UMCU’’) that a claim had been initiated against UMCU regarding a prenatal diagnostic test that the Company conducted at their request which failed to identify a specific mutation present in a patient. On November 8, 2018, the UMCU and Neon Underwriting Limited formally filed a legal claim in the local court in Rostock, Germany against the Company alleging that the Company’s negligence in performing the test resulted in the misdiagnosis of the patient. UMCU is seeking recovery for compensatory damages as a result of the alleged misdiagnosis. By court order of November 8, 2018 the Regional Court of Rostock set the amount in dispute at EUR 880k.

 

On November 12, 2018, the Company submitted a notice to the Regional Court of Rostock of the intention to defend against the claim. On January 3, 2019, the Company filed a motion to dismiss in which the Company denied the merits of the claim. UMCU and Neon Underwriting Limited responded to this motion on March 15, 2019 with a statement of reply, and the parties made several court filings setting out their arguments since. By order dated June 3, 2019, the Regional Court of Rostock provided a first set of questions to be answered by an expert witness. Following a request by the Court, the Director of the Institute of Genetics at the University of Bonn recommended a professor for human genetics from the University of Aachen be appointed as an expert witness in this case. The Company agreed to such recommendation.

 

During the 3 months ended June 30, 2020, the dispute amount was increased to EUR 1.3 million.  The claim was assigned to a new judge, due to an illness of the preceding judge, while the decision to appoint the recommended expert witness has not yet been finalized. 

 

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Notes to the unaudited interim condensed consolidated financial statements as of December 31, 2019 and June 30, 2020 and for the three months and six months ended June 30, 2019 and 2020

 

The Company intends to continue to rigorously defend its position and considers that it is not probable the legal claim towards the Company will be successful and as a result has not recognized a provision for this claim as of June 30, 2020. In addition, in case a settlement would be required, the Company believes that the corresponding liability will be fully covered by the respective existing insurance policies.

 

15               Subsequent Event

 

July 2020 Offering

 

On July 14, 2020, the Company completed a follow-on offering of 3,500,000 common shares of the Company, consisting of 2,000,000 common shares offered by the Company and 1,500,000 common shares offered by selling shareholders at a price to the public of USD 14.00 per common share (i.e. EUR 12.71 per share). Aggregate offering proceeds, net of underwriting discounts and commissions, were EUR 24 million to the Company and EUR 18 million to the selling shareholders.

 

Upon the completion of the offering, proceeds to certain selling holders, who are also the shareholders backing 2016 VSOP under Centogene GmbH, were received by the Company, which were then used to settle the payables to the vested option holders in July 2020.

 

These unaudited interim condensed consolidated financial statements were approved by management on September 23, 2020.

 

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