TIDMAGI
RNS Number : 3145S
AGI Therapeutics plc
08 September 2010
AGI Therapeutics
Interim financial results for the six months ended 30 June 2010
Business review continues
Dublin, Ireland, 8 September 2010 - AGI Therapeutics plc ("AGI" or "the
Company") (AIM, ESM: AGI), a speciality pharmaceutical development company,
today announces interim financial results for the six months ended 30 June 2010.
Financial summary
· Cash and short-term deposits at 30 June 2010 of $10.4 million (31 December
2009: $12.0 million)
· R&D spend $0.9 million (2009: $7.8 million)
· G&A spend $0.6 million (2009: $1.5 million)
· Loss per ordinary share $0.05 (2009: $0.14)
Operational summary
· During the first six months of 2010 the restructuring of AGI's business
continued. The Company has reset its cost base to more closely align it with
that of an early-stage development company. AGI closed its US office in January
as the Company no longer requires a clinical group to support a near term Phase
III development programme. However, former US President of Operations, Dr David
Young, has remained on AGI's Board of Directors and continues to advise on
regulatory strategy and participate in key FDA meetings.
· As previously reported, AGI embarked on an investigation of it's lead
product Rezular(TM), in other GI indications. During the first half of 2010 a
number of possibilities were explored in detail. AGI met with the US Food and
Drug Administration (FDA) to discuss the possibility of developing Rezular as a
therapy for chronic diarrhoea. However, a risk reward analysis does not support
further development by AGI.
· The Company also determined that, based on its unique serotonin related
pharmacology, Rezular may have clinical utility in a new indication, namely,
pulmonary arterial hypertension. Following extensive discussions with both
clinical and academic leaders in the field, a number of pre-clinical experiments
were conducted in an established experimental model of this disease. The
preliminary results, while interesting, require further review and discussion
with clinical experts. However, they do not support advancing this product into
clinical development at this stage.
· The AGI management team has carried out a review of other earlier stage
programmes in the AGI pipeline with the objective of securing development
partners for these programmes. This review included in some cases detailed due
diligence by potential partners and performance of experimental work under a
materials transfer agreement (MTA). The Company continues to pursue potential
commercial arrangements.
· In addition to the continuing evaluation of an internal project, the
management team's efforts are now focused primarily on finding other
opportunities for the business. All such opportunities are being evaluated from
the perspective of enhancing shareholder value.
Cash position and intangible asset impairment charge
· At 30 June 2010 the Company had $10.4 million in cash. Following extensive
cost reduction measures undertaken late in 2009 and continuing during the first
half of the this year AGI has limited the amount of cash resources needed to
fund the day to day operations of the business. These steps are designed to
maximize the availability of funds for investment in new business opportunities.
· As referred to above, the Company has made considerable efforts to develop
new indications for Rezular and to partner other programmes in its pipeline. The
Company carries certain intangible assets and know-how on its balance sheet
associated with these programmes. At 31 December 2009, total intangible assets
amounted to $1.5 million. Because the ultimate success of these programmes is
uncertain, AGI wrote off the carrying value of its intangible assets associated
with Rezular and other programmes, which resulted in a non-cash impairment
charge of $1.1 million in the six-month period to 30 June 2010. The remaining
intangible assets, associated with ongoing early stage development programmes,
amounted to $0.3 million at 30 June 2010.
Commenting on the announcement today, John Devane, CEO of AGI stated; "We are
now focusing our efforts on identifying external opportunities which will serve
as the future foundation for our business."
- Ends -
Contact Information:
+-----------------------------------+------------------------------+
| AGI Therapeutics plc. | Tel: +353 1 449 3254 |
+-----------------------------------+------------------------------+
| David Kelly, Chief Financial | |
| Officer | |
+-----------------------------------+------------------------------+
| | |
+-----------------------------------+------------------------------+
| Davy | Tel: +353 1 614 8761 |
| John Frain | |
+-----------------------------------+------------------------------+
| | |
+-----------------------------------+------------------------------+
About AGI Therapeutics plc
AGI is a specialty pharmaceutical company which is focused on the development
and commercialisation of differentiated specialty drug products to treat unmet
medical needs, including conditions which qualify for Orphan drug status.
AGI's common shares are listed on the Alternative Investment Market of the
London Stock Exchange (AIM) and on the Irish Enterprise Exchange of the Irish
Stock Market (IEX) as AGI.
For further information please see www.agitherapeutics.com.
Statements contained within this press release may contain forward-looking
comments which involve risks and uncertainties that may cause actual results to
vary from those contained in the forward-looking statements. In some cases, you
can identify such forward-looking statements by terminology such as 'may',
'will', 'could', 'forecasts', 'expects', 'plans', 'anticipates', 'believes',
'estimates', 'predicts', 'potential', or 'continue'. Predictions and
forward-looking references in this press release are subject to the satisfactory
progress of research which is, by nature, unpredictable. Forward projections
reflect management's best estimates based on information available at the time
of issue.
Financial review
For the six months ended 30 June 2010
Basis of preparation and International Financial Reporting Standards (IFRS)
The financial information for the six months ended 30 June 2010 has been
prepared in accordance with IFRS as adopted by the European Union.
Operating performance
Revenue
In the six months ended 30 June 2010, AGI recognised $67,200 relating to license
fees for access to certain of our intellectual property. For the six months to
30 June 2009, a total of $288,000 was recognised as revenue, relating to a
license agreement with Axcan Pharma Inc. This agreement was terminated in 2009.
Research and development expenses
Total Research and Development (R&D) expenses for the six months to 30 June
2010, were $0.9 million (2009: $7.8 million). R&D costs in this period arose
primarily on the pre-clinical investigation of Rezular in pulmonary arterial
hypertension. R&D costs in 2009 were dominated by the ARDIS Phase III clinical
programmes associated with Rezular. As a result of the Company's decision to
discontinue ARDIS in May 2009, all significant remaining costs associated with
ARDIS had been incurred in the period to 30 June 2009.
General and administrative expenses
General and Administrative (G&A) expenses in the first six months of 2009 were
$0.6 million (2009: $1.5 million). This decrease is attributable to a cost
reduction exercise and reorganisation of the business activities of AGI in late
2009, which continued through the first half of 2010. Specifically, the
Company's US office was closed, clinical programmes were cancelled and other
costs were reduced.
Interest income and other income / (expense)
The Company earned interest on its cash balances amounting to $0.03 million in
the first six months of 2010 (2009: $0.1 million). Interest income has fallen
as cash balances have reduced and interest rates for cash deposits declined in
2010 compared to 2009. Other income / (expense) relates to an unrealised loss
of $546,000 in 2010 (2009: $19,000) arising from the translation of cash
balances, which AGI still holds in euro, into dollars at the period end.
Intangible asset impairment charge
A charge of $1.1 million has been recognised in the first half of 2010 (2009:
$0.4 million), primarily relating to the write off of intellectual property
associated with Rezular. The Company has made considerable efforts to develop
new indications for Rezular and to partner other programmes in its pipeline. The
Company carries certain intangible assets and know-how on its balance sheet
associated with these programmes. Because the ultimate success of these
programmes is uncertain, AGI wrote off the carrying value of its intangible
assets associated with Rezular and other programmes, which resulted in a
non-cash impairment charge of $1.1 million in the six-month period to 30 June
2010. The remaining intangible assets, associated with ongoing early stage
development programmes, amounted to $0.3 million at 30 June 2010.
Taxation
The Company has had a loss to date and continues to incur losses. Because of
these losses no charge for tax arose in the first six months of 2010 or 2009.
Share based compensation expense
During 2010, the Company issued 4.2 million (2009: 3.8 million) share
options to certain employees. The Company accounts for the fair value of option
grants as a charge in the income statement, using the Black-Scholes
option-pricing model. A charge of $0.3 million was expensed during the first
half of 2010 (2009: $0.6 million) in respect of share based compensation
expense, divided between R&D and G&A expenses.
Operating cash flow
Net cash outflow from operating activities in the six-month period ended 30 June
2010, was $1.1 million (2009: $8.5 million), which consisted principally of the
loss from operations and changes in working capital balances. At 30 June 2010,
AGI had cash and short-term deposits of $10.4 million, (31 December 2009: $12.0
million). The Directors have considered the Company's cash position and are
satisfied that it is sufficient to meet the Company's financial obligations for
at least the coming twelve months.
UNAUDITED CONDENSED CONSOLIDATED INTERIM INCOME STATEMENT
For the six months ended 30 June 2010
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| | | | | Notes | | Period | Period |
| | | | | | | ended | ended |
| | | | | | | 30 June | 30 June |
| | | | | | | 2010 | 2009 |
| | | | | | | $'000 | $'000 |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Revenue - continuing | | | | | | 67 | 288 |
| operations | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Operating expenses | | | | | | 891 | 7,824 |
| Research and development | | | | | | | |
| expenses | | | | | | | |
| (share based payment | | | | | | | |
| charge of $148,000 (2009: | | | | | | | |
| $322,000)) | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| General and | | | | | | 618 | 1,467 |
| administrative expenses | | | | | | | |
| (share based payment | | | | | | | |
| charge of $131,000 (2009: | | | | | | | |
| $242,000)) | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Impairment and other | | | | 3 | | 1,129 | 380 |
| restructuring charges | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Total operating expenses | | | | | | (2,638) | (9,671) |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Loss from operating | | | | | | (2,571) | (9,383) |
| activities - continuing | | | | | | | |
| operations | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Finance income and | | | | | | (513) | 100 |
| expense | | | | | | | |
| Interest income and other | | | | | | | |
| income/(expense) | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Loss before income tax | | | | | | (3,084) | (9,283) |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Income tax | | | | | | - | - |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Net loss for the period - | | | | | | (3,084) | (9,283) |
| all attributable to | | | | | | | |
| equity holders of the | | | | | | | |
| company | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Basic and diluted loss | | | | | | | |
| per ordinary share: | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
| Basic and diluted loss | | | | 4 | | (4.6) | (13.8) |
| per share (US$ cents) | | | | | | | |
+---------------------------+----------+----------+----------+-------+----------+----------+-----------+
The accompanying notes are an integral part of these interim financial
statements
UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 30 June 2010
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
| | | | | | | Period | Period |
| | | | | | | ended | ended |
| | | | | | | 30 June | 30 June |
| | | | | | | 2010 | 2009 |
| | | | | | | $'000 | $'000 |
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
| Net loss for the period | | | | | | (3,084) | (9,283) |
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
| | | | | | | (3,084) | (9,283) |
| Total comprehensive loss | | | | | | | |
| for the period - all | | | | | | | |
| attributable to equity | | | | | | | |
| holders of the company | | | | | | | |
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
| | | | | | | | |
+---------------------------+----------+----------+----------+------+----------+----------+-----------+
The accompanying notes are an integral part of these interim financial
statements
UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEET
As at 30 June 2010
+------------------------------+-------+--+----------+-----------+
| | | | 30 June | 31 |
| | | | 2010 | December |
| | | | $'000 | 2009 |
| | | | | $'000 |
+------------------------------+-------+--+----------+-----------+
| Non-current assets | | | | |
+------------------------------+-------+--+----------+-----------+
| Property, plant and | | | 1 | 2 |
| equipment | | | | |
+------------------------------+-------+--+----------+-----------+
| Intangible assets | | 3| 302 | 1,549 |
+------------------------------+-------+--+----------+-----------+
| Total non-current assets | | | 303 | 1,551 |
+------------------------------+-------+--+----------+-----------+
| | | | | |
+------------------------------+-------+--+----------+-----------+
| Current assets | | | | |
+------------------------------+-------+--+----------+-----------+
| Other current assets | | | 70 | 75 |
+------------------------------+-------+--+----------+-----------+
| Cash and cash equivalents | | | 10,375 | 11,972 |
+------------------------------+-------+--+----------+-----------+
| Total current assets | | | 10,445 | 12,047 |
+------------------------------+-------+--+----------+-----------+
| Total assets | | | 10,748 | 13,598 |
+------------------------------+-------+--+----------+-----------+
| | | | | |
+------------------------------+-------+--+----------+-----------+
| Current liabilities | | | | |
+------------------------------+-------+--+----------+-----------+
| Trade and other payables | | | 439 | 484 |
+------------------------------+-------+--+----------+-----------+
| Total current liabilities | | | 439 | 484 |
+------------------------------+-------+--+----------+-----------+
| Total liabilities | | | 439 | 484 |
+------------------------------+-------+--+----------+-----------+
| | | | | |
+------------------------------+-------+--+----------+-----------+
| Shareholders' equity | | | | |
+------------------------------+-------+--+----------+-----------+
| Share capital | | | 992 | 992 |
+------------------------------+-------+--+----------+-----------+
| Share premium | | | 75,194 | 75,194 |
+------------------------------+-------+--+----------+-----------+
| Share-based compensation | | | 5,273 | 4,994 |
| reserve | | | | |
+------------------------------+-------+--+----------+-----------+
| Retained deficit | | | (71,150) | (68,066) |
+------------------------------+-------+--+----------+-----------+
| Total shareholders' equity | | | 10,309 | 13,114 |
+------------------------------+-------+--+----------+-----------+
| Total shareholders' equity | | | 10,748 | 13,598 |
| and liabilities | | | | |
+------------------------------+-------+--+----------+-----------+
| | | | | |
+------------------------------+-------+--+----------+-----------+
The accompanying notes are an integral part of these interim financial
statements
UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
+---------------------------------------+---+----------+----------+
| For the six months ended 30 June 2010 | | | |
| | | | |
+---------------------------------------+---+----------+----------+
| | | Period | Period |
| | | ended | ended |
| | | 30 June | 30 June |
| | | 2010 | 2009 |
| | | $'000 | $'000 |
+---------------------------------------+---+----------+----------+
| Loss for the period | | (3,084) | (9,283) |
+---------------------------------------+---+----------+----------+
| Adjustments to reconcile loss to net | | | |
| cash used in operating activities: | | | |
+---------------------------------------+---+----------+----------+
| Depreciation of property, plant and | | 1 | 13 |
| equipment | | | |
+---------------------------------------+---+----------+----------+
| Amortisation and write off of | | 1,249 | 175 |
| intangibles | | | |
+---------------------------------------+---+----------+----------+
| Interest income | | (33) | (100) |
+---------------------------------------+---+----------+----------+
| Foreign currency (gain)/loss | | 546 | 19 |
+---------------------------------------+---+----------+----------+
| Share-based payment expense | | 280 | 564 |
+---------------------------------------+---+----------+----------+
| Operating cash outflow before changes | | (1,044) | (8,612) |
| in working capital | | | |
+---------------------------------------+---+----------+----------+
| Increase in other current assets | | (7) | (36) |
+---------------------------------------+---+----------+----------+
| (Decrease)/increase in trade and | | (44) | 51 |
| other payables | | | |
+---------------------------------------+---+----------+----------+
| Cash absorbed by operations | | (1,095) | (8,597) |
+---------------------------------------+---+----------+----------+
| Interest received | | 44 | 110 |
+---------------------------------------+---+----------+----------+
| Tax refunded | | - | 2 |
+---------------------------------------+---+----------+----------+
| Net cash outflow from operating | | (1,051) | (8,485) |
| activities | | | |
+---------------------------------------+---+----------+----------+
| Cash and cash equivalents at the | | 11,972 | 23,577 |
| beginning of period | | | |
+---------------------------------------+---+----------+----------+
| Effect of foreign exchange rate | | (546) | (19) |
| changes | | | |
+---------------------------------------+---+----------+----------+
| Cash and cash equivalents at the end | | 10,375 | 15,073 |
| of the period | | | |
+---------------------------------------+---+----------+----------+
| | | | |
+---------------------------------------+---+----------+----------+
The accompanying notes are an integral part of these interim financial
statements
UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN SHAREHOLDERS'
EQUITY
For the six months ended 30 June 2010
+---------------+------------+----------+---------+--------------+----------+---------+
| | Number | | | Share | Retained | Total |
| | of | Ordinary | | Based | Deficit | Amount |
| | Shares | Share | Share | Compensation | $'000 | $'000 |
| | | Capital | Premium | Reserve | | |
| | | $'000 | $'000 | $'000 | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Balance | 67,412,783 | 992 | 75,194 | 4,187 | (57,428) | 22,945 |
| at 31 | | | | | | |
| December | | | | | | |
| 2008 | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Comprehensive | - | - | - | - | (9,283) | (9,283) |
| income: | | | | | | |
| Loss for | | | | | | |
| the period | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | - | - | - | - | (9,283) | (9,283) |
| Total | | | | | | |
| comprehensive | | | | | | |
| loss | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Share-based | - | - | - | 564 | - | 564 |
| compensation | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Balance | 67,412,783 | 992 | 75,194 | 4,751 | (66,711) | 14,226 |
| at 30 | | | | | | |
| June | | | | | | |
| 2009 | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Comprehensive | - | - | - | - | (1,355) | (1,355) |
| income: | | | | | | |
| Loss for | | | | | | |
| the period | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | - | - | - | - | (1,355) | (1,355) |
| Total | | | | | | |
| comprehensive | | | | | | |
| loss | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Share-based | - | - | - | 243 | - | 243 |
| compensation | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Balance | 67,412,783 | 992 | 75,194 | 4,994 | (68,066) | 13,114 |
| at 31 | | | | | | |
| December | | | | | | |
| 2009 | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Comprehensive | - | - | - | - | (3,084) | (3,084) |
| income: | | | | | | |
| Loss for | | | | | | |
| the period | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | - | - | - | - | (3,084) | (3,084) |
| Total | | | | | | |
| comprehensive | | | | | | |
| loss | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | - | - | - | 279 | - | 279 |
| Share-based | | | | | | |
| compensation | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| Balance | 67,412,783 | 992 | 75,194 | 5,273 | (71,150) | 10,309 |
| at 30 | | | | | | |
| June | | | | | | |
| 2010 | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
| | | | | | | |
+---------------+------------+----------+---------+--------------+----------+---------+
The accompanying notes are an integral part of these interim financial
statements
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS
For the six months ended 30 June 2010
1 BASIS OF PREPARATION
These unaudited condensed consolidated interim financial statements (the interim
financial statements) have been prepared in accordance with IFRS that are
adopted by the European Union (EU) and effective at 30 June 2010. The interim
financial statements do not include all of the information required for full
annual financial statements.
These interim financial statements are presented in US dollars rounded to the
nearest thousand, being the functional currency of the parent company and the
group companies. They are prepared on the historical cost basis, except for
share based payments, which are stated at fair value.
The accounting policies applied by AGI in these interim financial statements are
the same as those applied by AGI in its consolidated financial statements as at
and for the year ended 31 December 2009.
The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of policies
and reported amounts of assets and liabilities, income and expenses. Actual
results could differ materially from these estimates. In preparing these interim
financial statements, the significant judgements made by management in applying
our accounting policies and the key sources of estimation uncertainty were the
same as those that applied to the consolidated financial statements as at and
for the year ended 31 December 2009.
These interim financial statements do not constitute Statutory Financial
Statements of the Company within the meaning of Regulation 40 of the European
Communities (Companies: Group Accounts) Regulations, 1992. Statutory Financial
Statements for the year ended 31 December 2009 have been filed with the
Companies Office. The auditor's report on those financial statements was
unqualified.
2 SIGNIFICANT ACCOUNTING POLICIES
The accounting policies applied in these interim financial statements are the
same as those applied in the consolidated financial statements as at and for the
year ended 31 December 2009, as set out on pages 29 to 33 of the 2009 Annual
Report, except for the impact of the standards described below.
The following new interpretations and amendments to standards are mandatory for
the first time for the financial year beginning 1 January 2010.
· Improvements to IFRSs (issued April 2009)
· IFRS 3 (Revised), "Business Combinations",
· IAS 27 (Revised), "Consolidated and Separate Financial Statements",
· IFRIC 17, "Distribution of Non-Cash Assets to Owners",
· Amendments to IAS 39, "Financial Instruments: Recognition and Measurement:
Eligible Hedged Items", (effective for annual periods beginning on or after 1
July 2009), and
· Amendments to IFRS 2: Group Cash-settled Share-based Payment Transactions,
effective on 1 January 2010.
The adoption of these amendments to standards and interpretations did not impact
on our financial position or results from operations.
We have considered all EU endorsed IFRS standards, amendments to these standards
and IFRIC interpretations that have been issued, but which are not yet effective
and these have not been early adopted in these financial statements. These
future requirements are as follows:
· IFRIC 19: Extinguishing Financial Liabilities with Equity Instruments,
effective on 1 July 2010;
· Revised IAS 24: Related Party Disclosures, effective on 1 January 2011;
· Amendment to IFRIC 14: Prepayments of a Minimum Funding Requirement,
effective on 1 January 2011;
· Amendment to IAS 32: Financial Instruments: Presentation: Classification
of Rights Issues, effective on 1 February 2010.
The above new or revised standards and interpretations will be adopted in future
financial statements, if applicable. The Company does not anticipate that the
adoption of these new or revised standards and interpretations will have a
material impact on the Company's overall results from operation and financial
position.
3 IMPAIRMENT AND OTHER RESTRUCTURING CHARGES
A charge of $1.1 million has been recognised in the first half of 2010 (2009:
$0.4 million), primarily relating to the write off of intellectual property
associated with Rezular. The Company has made considerable efforts to develop
new indications for Rezular and to partner other programmes in its pipeline. The
Company carries certain intangible assets and know-how on its balance sheet
associated with these programmes. Because the ultimate success of these
programmes is uncertain, AGI wrote off the carrying value of its intangible
assets associated with Rezular and other programmes, which resulted in a
non-cash impairment charge of $1.1 million in the six-month period to 30 June
2010. The remaining intangible assets, associated with ongoing early stage
development programmes, amounted to $0.3 million at 30 June 2010.
+------------------------------------------+-+------------+----------+----------+
| | | 30 June | | 30 June |
| | | 2010 | | 2009 |
| | | $000 | | $000 |
+------------------------------------------+-+------------+----------+----------+
| | | | | |
+------------------------------------------+-+------------+----------+----------+
| Impairment of intangible assets | | 1,129 | | 101 |
+------------------------------------------+-+------------+----------+----------+
| Severance and other expenses | | - | | 279 |
+------------------------------------------+-+------------+----------+----------+
| | | | | |
+------------------------------------------+-+------------+----------+----------+
| Total impairment and other restructuring | | 1,129 | | 380 |
| charges | | | | |
+------------------------------------------+-+------------+----------+----------+
| | | | | |
+------------------------------------------+-+------------+----------+----------+
4 LOSS PER SHARE
Basic loss per share is computed by dividing the loss for the period available
to ordinary shareholders by the weighted average number of ordinary shares
outstanding during the period. Diluted loss per share is computed by dividing
the loss for the period, by the weighted average number of ordinary shares
outstanding and, when dilutive, adjusted for the effect of all potentially
dilutive shares, including stock options, warrants, and convertible debt
securities on an as-if-converted basis.
The following table sets forth the computation for basic and diluted loss per
share for the six months ended 30 June 2010 and 2009:
+-----------------------------------------------+-+--------------+----------+------------+
| | | 30 June 2010 | | 30 June |
| | | $000 | | 2009 |
| | | | | $000 |
+-----------------------------------------------+-+--------------+----------+------------+
| Numerator: | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| Loss attributable to ordinary shareholders | | (3,084) | | (9,283) |
+-----------------------------------------------+-+--------------+----------+------------+
| | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| Denominator: | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| Denominator for basic-weighted average number | | 67,412,783 | | 67,412,783 |
| of shares | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| Basic and diluted loss per share: | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| Basic and diluted loss per share (US$ cents) | | (4.6) | | (13.8) |
| | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
| | | | | |
+-----------------------------------------------+-+--------------+----------+------------+
Potentially dilutive instruments, such as share options have not been treated as
dilutive as the Company made a loss in both periods.
5 RELATED PARTY TRANSACTIONS
Transactions with founding members and shareholders
Frank Kenny, John O'Sullivan and Peter Sandys are Directors of the Company and
are board nominees of Delta Partners, ACT Venture Capital and Seroba Bioventures
respectively. Fees of $11,000 annually are paid by the Company to each of
Delta, ACT and Seroba in respect of their nominees' appointments.
6 SUBSEQUENT EVENTS
There were no significant events after the balance sheet date which would
require the adjustment of, or disclosure in, the financial statements.
7 APPROVAL
The unaudited condensed consolidated interim financial statements were approved
by the directors on 7 September 2010.
Directors' Responsibility Statement
For the six months ended 30 June 2010
Statement of the directors in respect of the interim financial report:
Each of the directors, whose names and functions are listed on page 12 of our
2009 Annual Report, confirms that, to the best of our knowledge and belief:
+----+-----+-+------------------------+------------------+------------+-------+
| a) | the unaudited condensed consolidated interim financial statements, |
| | comprising the condensed consolidated interim income statement, the |
| | condensed consolidated interim statement of comprehensive income, |
| | the condensed consolidated interim balance sheet, the condensed |
| | consolidated interim statement of cash flows, the condensed |
| | consolidated interim statement of changes in shareholders' equity |
| | and the related notes thereto, have been prepared in accordance |
| | with IAS 34 - Interim Financial Reporting ("IAS 34"), as adopted by |
| | the EU. |
| | |
+----+------------------------------------------------------------------------+
| b) | the interim management report includes a fair review of the |
| | following information: |
| | |
+----+------------------------------------------------------------------------+
| | (i) | an indication of important events that have occurred | |
| | | during the six months ended 30 June 2010 and their | |
| | | impact on the condensed consolidated interim financial | |
| | | statements; and a description of the principal risks | |
| | | and uncertainties for the remaining six months of the | |
| | | year; and | |
| | | | |
+----+-------+--------------------------------------------------------+-------+
| | (ii) | related party transactions that have taken place in | |
| | | the six months ended 30 June 2010 and that have | |
| | | materially affected the financial position or | |
| | | performance of the company during that period; and any | |
| | | changes in the related party transactions described in | |
| | | the 2009 Annual Report that could do so. | |
| | | | |
+----+-------+--------------------------------------------------------+-------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| On behalf of the Board |
+-----------------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| | | |
+----+-----+------------------------------------------------------------------+
| Dr. John Devane | David Kelly |
+-------------------------------------+---------------------------------------+
| Director | Director | 7 September 2010 |
+-------------------------------------+------------------+--------------------+
| | | | | | | |
+----+-----+-+------------------------+------------------+------------+-------+
Independent Auditor's Review Report to AGI Therapeutics, plc
Introduction
We have been engaged by AGI Therapeutics, plc (the "company") to review the
condensed consolidated interim financial statements for the six months ended 30
June 2010, which comprises the condensed consolidated interim income statement,
the condensed consolidated interim statement of comprehensive income, the
condensed consolidated interim balance sheet, the condensed consolidated interim
statement of cash flows, the condensed consolidated interim statement of
changes in shareholders' equity and the related notes thereto. We have read the
other information contained in the half-yearly financial report and considered
whether it contains any apparent misstatements or material inconsistencies with
the information in the condensed consolidated interim financial statements.
This report is made solely to the company in accordance with the terms of our
engagement. Our review has been undertaken so that we might state to the company
those matters we are required to state to it in this report and for no other
purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company for our review work, for this
report, or for the conclusions we have reached.
Directors' responsibilities
The half-yearly financial report, including the condensed consolidated interim
financial statements contained therein, is the responsibility of, and has been
approved by, the directors. The directors are responsible for preparing the half
yearly financial report in accordance with the ESM Rules for Companies as issued
by the Irish Stock Exchange and the AIM Rules for Companies as issued by the
London Stock Exchange.
As disclosed in note 1 - basis of preparation, the annual consolidated financial
statements of the company are prepared in accordance with International
Financial Reporting Standards ("IFRSs") as adopted by the European Union ("EU").
The directors are responsible for ensuring that the condensed consolidated
interim financial statements included in this half-yearly financial report have
been prepared in accordance with IAS 34 - Interim Financial Reporting, ("IAS
34"), as adopted by the EU.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed
consolidated interim financial statements in the half-yearly financial report,
based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410 - Review of Interim Financial Information
Performed by the Independent Auditor of the Entity issued by the Auditing
Practices Board for use in Ireland and the UK. A review of interim financial
information consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK and Ireland) and
consequently, does not enable us to obtain assurance that we would not become
aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe
that the condensed consolidated interim financial statements in the half-yearly
financial report for the six months ended 30 June 2010 are not prepared, in all
material respects, in accordance with IAS 34 as adopted by the EU and the ESM
Rules for Companies as issued by the Irish Stock Exchange and the AIM Rules for
Companies as issued by the London Stock Exchange.
KPMG
Chartered Accountants
Dublin
7 September 2010
This information is provided by RNS
The company news service from the London Stock Exchange
END
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