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Financial liabilities
12 Months Ended
Dec. 31, 2022
Financial liabilities  
Financial liabilities

20 Financial liabilities

20.1Interest-bearing loans

in EUR k

    

Dec 31, 2022

    

Dec 31, 2021

    

Jan 1, 2021

Noncurrent liabilities

 

  

 

  

  

Non‑current portion of secured bank loans

 

40,051

 

401

Total noncurrent loans

 

40,051

 

401

Lease liabilities*

 

13,125

 

15,394

17,677

Total noncurrent liabilities

 

53,176

 

15,394

18,078

Current liabilities

 

 

Current portion of secured bank loans

 

1,261

 

505

567

Other bank loans

387

Bank overdrafts

 

3,374

 

3,310

1,538

Total current loans

 

4,635

 

3,815

2,492

Current portion of lease liabilities*

 

2,311

 

3,330

3,528

Total current liabilities

 

6,946

 

7,145

6,020

Total noncurrent and current liabilities

 

60,122

 

22,539

24,098

* Lease liabilities as of December 31, 2021, have been restated. Refer to Note 2.4.

As of December 2022, short-term cash deposits of EUR 427k (2021: EUR 938k; 2020: EUR 1,500k) were used to secure the remaining bank loan outstanding (see Note 17).

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

Conditions and statement of liabilities

The outstanding interest-bearing loans as of December 31, 2022, 2021 and 2020 have the following conditions:

Dec 31, 2022

Dec 31, 2021

Jan 1, 2021

Nominal

Nominal

Carrying

Nominal

Carrying

Nominal

Carrying

in EUR k

Currency

interest rate

Maturity

amount

amount

amount

amount

amount

amount

Secured bank loan

 

EUR

 

2.95%

2017‑22

 

 

505

 

505

968

 

968

Secured bank loan

USD

7.93% (+0.07% for Tranche A; +4.13% for Tranche B)

2022-27

39,015

41,312

Other bank loan

USD

1%

2020-22

 

 

387

 

387

Bank overdrafts

 

EUR

 

4.75%

Rollover

 

499

499

 

499

 

499

498

 

498

Bank overdrafts

 

EUR

 

4.75%

Rollover

2,376

2,376

 

2,329

 

2,329

628

 

628

Bank overdrafts

EUR

4.31%

Rollover

499

499

 

482

 

482

412

 

412

Lease liabilities**

EUR

2.1%-7.20%*

2017-31

15,436

15,436

 

18,724

 

18,724

21,205

 

21,205

Total interestbearing financial liabilities

 

  

 

  

  

 

57,825

 

60,122

 

22,539

 

22,539

24,098

 

24,098

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

** Lease liabilities as of December 31, 2021 have been restated. Refer to Note 2.4.

Secured bank loan

On January 31, 2022 the Company, Centogene GmbH, CentoSafe B.V. and Centogene US, LLC (together, the “Borrowers”), entered into a debt financing agreement in the total amount of up to USD 45.0 million (EUR 40.2 million). Under the terms of the Loan Facility, the Company drew down USD 25.0 million (EUR 22.3 million) on January 31, 2022 and a second tranche of USD 20.0 million (EUR 18.6 million) upon achievement prior to July 31, 2023, of product revenue from our diagnostics and pharmaceutical segments of at least USD 50.0 million (EUR 44.3 million) calculated on a trailing twelve month basis as of the last day of any fiscal month. The Loan Facility also includes covenants such that the Group is required to maintain product revenue, calculated as of the last day of each fiscal quarter and on a trailing twelve-month basis as of such date, of at least EUR 30.0 million for any fiscal quarter prior to obtaining the second tranche and EUR 40.0 million for any fiscal quarter on or after obtaining the second tranche. Both tranches mature on January 29, 2027, with amortized repayments commencing March 1, 2025. The loans extended under the Loan Facility bear monthly interest payments at an interest rate of 7.93% per annum plus the 1-month CME Term SOFR reference rate as published by the CME Group Benchmark Administration Limited (the first tranche, “Tranche A”, subject to a floor of 0.07% and the second tranche, “Tranche B”, subject to a floor of 4.13%). As security for the Borrowers’ obligations under the Loan Facility, the Borrowers granted the lenders thereunder a first priority security interest on all of each Borrower’s assets.

The Loan Facility is initially recognized at fair value minus transaction costs and subsequently carried at amortized cost measured using the effective interest rate method. The transaction costs deducted from the fair value of the Loan Facility at initial recognition were EUR 1,403k. The effective interest rate used for amortized cost calculation of Tranche A is 11.36% and for the Tranche B is 17.11%.

Bank overdrafts

The bank overdrafts of EUR 2,376k as of December 31, 2022 (2021: 2,329k; 2020: EUR 628k) were secured by short-term deposits with a carrying amount of EUR 2,500k (2021: EUR 2,500k; 2020: EUR 2,500k) (see note 17). The other bank overdrafts of EUR 998k (2021: EUR 981k; 2020: EUR 910k) are secured over two short-term deposits with a carrying amount of EUR 500k each as at year end December 31, 2022 (see note 17).

20.2Trade payables and other liabilities

in EUR k

    

Dec 31, 2022

    

Dec 31, 2021

Jan 1, 2021

Trade payables

 

6,317

 

11,252

31,736

Government grants (deferred income)

 

7,950

 

9,396

10,292

Contract liabilities

651

4,842

4,479

Warrant liability

260

Derivative liabilities

376

Others*

 

9,601

 

15,592

14,123

Trade payables and other liabilities

 

25,155

 

41,082

60,630

Noncurrent

 

7,726

 

8,988

9,590

Current

 

17,429

 

32,094

51,040

* Other liabilities have been restated as of December 31, 2021, and January 1, 2021. Refer to Note 2.4.

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 year ended December 31, 2022, amounted to EUR 506k (2021: EUR 168k; 2020: EUR 390k).

Contract liabilities mainly contain the deferred revenues recognized for advance payments received by the customers, in case the revenue is recognized over time. The decrease of the period is mainly due to the release amounts to EUR 1,951k (2021: EUR 3,201k; 2020: EUR 3,088k), for the revenues recognized in 2022 based on the satisfaction of the related performance obligations.

On January 31, 2022, pursuant to a securities purchase agreement and a warrant agreement, each signed with certain investors, the Group received EUR 15.0 million in exchange for the issuance of an aggregate of 4,479,088 common shares at a price per share of USD 3.73 (EUR 3.35) and warrants initially exercisable for the purchase of up to an aggregate of 1,343,727 additional common shares at an initial exercise price per common share of USD 7.72. The warrants are exercisable immediately as of the date of issuance and will expire on December 31, 2026. Based on the fair value per share at the issuance date, the Group recognized the warrants as liabilities in the amount of USD 3.2 million (EUR 2.8 million). The fair value of warrants decreased from EUR 2.11 per warrant as of January 31, 2022, to EUR 0.19 per warrant as of December 31, 2022. The result is a decrease in fair value of warrant liabilities of EUR 2,574k for the period ended December 31, 2022.

The fair value of the warrants was estimated at the date of issuance date using the Black-Scholes-Merton option pricing model. The key assumptions used to derive the warrants value are set out below:

Dec 31, 2022

Jan 31, 2022

Exercise price (USD)

7.72

7.72

Share price (USD)

0.93

4.42

Volatility (%)

85.00

80.00

Risk-free interest rate (%)

4.15

1.65

Dividend yield (%)

nil

nil

Time to maturity

4.00

4.90

Other liabilities include an accrual for outstanding invoices of EUR 1,074k (2021: EUR 4,978k; 2020: EUR 1,245k), personnel-related liabilities for vacation and bonuses totaling EUR 3,717k (2021: EUR 4,812k; 2020: EUR 4,032k), a VAT payable of EUR nil (2021: EUR 905k; 2020: EUR 4,578k), an accrual for closings and audit of financial statements of EUR 1,648k (2021: EUR 932k; 2020: EUR 567k) as well as liabilities for wage and church tax of EUR 342k (2021: EUR 1,040k; 2020: EUR 1,988k).

Finally, other liabilities also contain a provision amounting to EUR 283k (2021: EUR nil; 2020: EUR nil) for expected claims regarding some US diagnostic revenues. It is expected that these costs will be incurred in the next financial year. Assumptions used to calculate the provision for these probable claims were based on current information available regarding the invoicing process for that kind of revenues.