Interim Results
Ardana PLC
13 December 2005
Ardana: Interim Results for the
six months ended 30 September 2005
Ardana plc (LSE: ARA) the emerging pharmaceutical company focused on improving
human reproductive health, today announces its Interim Results for the six
months ended 30 September 2005.
Highlights Year to Date
• Teverelix Long Acting (LA) - prostate cancer
- Positive results in Phase II trial
- Pre-Investigational New Drug (IND) application meeting with the United
States Food & Drug Administration (FDA)
• Teverelix LA - benign prostatic hyperplasia
- Positive results in Phase II trial
- Pre-Investigational New Drug (IND) application meeting with the FDA
- Projected development time reduced by up to two years with potential
launch in 2010
• Oral Growth Hormone Secretagogue
- Positive results in Phase I trial
• StriantTM SR
- Launch in Germany through Cytochemia AG
- Launch in Republic of Ireland through Mode Medical
- Agreement with Pharmacuro ApS for marketing in Scandinavia
Key Financials
• Operating loss for the six months ended 30 September 2005 of £4,185,000
(2004: £4,094,000)
• Total cash and available-for-sale investments of £24.8 million (2004:
£13.5 million)
Dr Maureen Lindsay, CEO, commented 'During the first half of the financial year
we have made significant progress across all aspects of Ardana's business. In
addition to the UK, StriantTM SR has now been launched in Germany and the
Republic of Ireland and a marketing partner has been appointed in Scandinavia.
Our second commercial-stage product, InvicorpTM, an injectable treatment for
erectile dysfunction, is proceeding well towards an anticipated launch in the
second half of 2006. In clinical development, our compounds are advancing and,
in particular, we are pleased with the positive outcomes of our discussions with
the US Food and Drug Administration in relation to Teverelix LA for both
prostate cancer and BPH. We are also progressing our development of Teverelix
LA for the indication of endometriosis. We are confident that we will be able
to continue to deliver good news on a number of fronts during the remainder of
the financial year.'
Enquiries
For more information contact:
Maureen Lindsay + 44 (0) 131 226 8550
Ardana
Julia Phillips/Davina Langdale +44 (0)20 7831 3113
Financial Dynamics
(corporate and financial media relations):
Nicki Brimicombe + 44 (0)1883 732353
NB Public Relations
(trade and technical media relations):
About Ardana
Ardana plc is a pharmaceutical company focused on the discovery, development and
marketing of innovative products to improve human reproductive health, a $23.8
billion market*.
Since its foundation, Ardana has maintained a broad and balanced portfolio to
manage risk and actively pursues product and technology in-licensing and
out-licensing to maintain a robust pipeline.
Ardana's four lead products are summarised below:
• StriantTM SR, a testosterone replacement therapy that has already been
launched by Ardana through its own sales force in the UK as a treatment for
men with hypogonadism and for which Ardana has marketing rights in Europe;
• Teverelix LA, in development for three initial indications (prostate
cancer, benign prostatic hyperplasia and endometriosis);
• Testosterone cream, a trans dermal testosterone delivery system in
development for the treatment of male hypogonadism, has now commenced Phase
II trials;
• Invicorp, an injectable combination drug treatment for erectile
dysfunction, for which Ardana has marketing and manufacturing rights in
Europe.
In addition, Ardana has a strong portfolio of follow-on products in development.
Ardana completed its IPO on the London Stock Exchange in March 2005 raising £21
million.
For further information please see www.ardana.co.uk
*Source: IMS Retail Drug Monitor October 2004: key drug purchases in the 12
months to October 2004 for the Genito-Urinary and Hormone classes
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.
CHIEF EXECUTIVE'S STATEMENT
Introduction
I have great pleasure in presenting Ardana's first interim report for the six
months to 30 September 2005.
During the first half of the financial year we have made progress across all
aspects of Ardana's business. In addition to the UK, StriantTM SR has now been
launched in Germany and the Republic of Ireland and a marketing partner has been
appointed in Scandinavia. The commercial development of InvicorpTM, our
injectable treatment for erectile dysfunction, is proceeding towards our
anticipated launch in the second half of 2006. Our compounds in clinical
development are advancing well and, in particular, we are pleased with the
outcome of our discussions with the FDA in relation to Teverelix LA for both
prostate cancer and BPH. We are also progressing our development of Teverelix
LA for the indication of endometriosis.
Operational Review
Product Portfolio
StriantTM SR
During June 2005 we announced that Ardana had signed an agreement granting
Cytochemia AG exclusive rights to market StriantTM SR in Germany, and in October
we announced that Cytochemia had commenced marketing the product. Ardana
received initial revenues during the period and will receive future revenues for
the supply of StriantTM SR to Cytochemia.
The German launch of StriantTM SR was announced at the 57th Congress of the
German Society of Urology meeting in Dusseldorf, which was attended by
approximately 3,000 urologists. StriantTM SR is now available on prescription
in Germany which, with an estimated market size of €15.2 million per annum, is
the largest market for testosterone replacement therapies in Europe. Cytochemia
will target all 3,500 urologists plus andrologists in the country.
StriantTM SR is a mucoadhesive buccal (gum surface) testosterone replacement
therapy for confirmed male hypogonadism (i.e. those suffering from a deficiency
or absence of testosterone). StriantTM SR is the first-to-market buccal adhesive
tablet and marketing to urologists and endocrinologists in the UK by Ardana's
own sales force continues to progress. Cytochemia has considerable experience in
Germany selling to the same specialists through their targeted sales force,
which has a strong track record in the education of physicians on product usage.
Cytochemia has a very complementary portfolio to Ardana and its product
ImmuCyst, which has been on the market for 13 years, is an established agent for
the treatment and prevention of superficial bladder cancer. StriantTM SR
represents an excellent fit with Cytochemia's product portfolio and will be an
important addition.
As the biggest and most developed market in Europe for testosterone replacement,
Germany is key for StriantTM SR. In partnering with Cytochemia we believe that
the product is in the best hands to ensure a successful introduction there.
Striant's novel and effective delivery of testosterone has received high levels
of acceptance from both patients and prescribers.
We continue to develop our distribution capability around Europe with the
granting of exclusive rights to market StriantTM SR in the Nordic region to
Pharmacuro ApS.
Pharmacuro, established in 2003, is a young, dynamic, pharmaceutical marketing
and distribution company that provides the medical communities of Denmark,
Sweden, Norway and Finland with a range of products.
Pharmacuro is an excellent strategic partner for Ardana: its focused sales and
marketing force targets endocrinologists and it has already established strong
relationships in the Nordic region. The market size for testosterone
replacement in the Nordic region is estimated at approximately €3 million per
annum.
Pharmacuro expects to launch StriantTM SR in the Nordic market in H1 2006.
Testosterone Cream
Testosterone Cream is a transdermal testosterone delivery system based on our
Bi-Gel technology, which is in development for the treatment of male
hypogonadism. On 31 October 2005 we announced positive results of a second
Phase I study.
The study was in healthy female subjects to provide a control group equivalent
to hypogonadal men with low testosterone levels. The study not only provided
proof of concept on the delivery technology but also clear evidence that
testosterone can be effectively delivered through the skin to bring testosterone
levels to within the normal range observed in healthy males, using this cream.
These Phase I results are very encouraging. A Phase II dose-finding study in
hypogonadal men has recently been initiated.
We expect the Testosterone Cream to have high patient acceptability. The cream
is fast drying, has low alcohol content, and only requires application to a
small area of the body.
The new formulation of testosterone as a cream complements our current portfolio
and will offer additional choice for the patient. Also, based upon the knowledge
we have gained on the technology, Ardana can develop not only additional
compounds to market ourselves but also offer this to other companies and thereby
generate licensing income.
In 2004, the testosterone replacement market in Europe and in the US was
estimated to be approximately $600 million. The US market is by far the most
attractive with sales of $537million, growing at 40%, of which $422 million were
sales of testosterone gels (IMS Health).
Other therapies for male hypogonadism include injectable formulations of
testosterone, oral preparations, transdermal patches, topical gels and
sub-cutaneous implants.
InvicorpTM
InvicorpTM is an injectable treatment for erectile dysfunction. Marketing
authorisation for InvicorpTM has been granted in Denmark and we intend to
initiate European Mutual Recognition proceedings in the first half of 2006 with
a view to launching the product in the second half of 2006.
Teverelix LA - Prostate Cancer
Recent results from two Phase II studies in patients with prostate cancer were
outlined in our last Annual Report. In these studies Teverelix LA, a
gonadotrophin releasing hormone antagonist, successfully suppressed serum
testosterone to the required levels for treatment.
On 7 September we announced that Ardana had a pre-Investigative New Drug
application meeting with the FDA to discuss the development for prostate cancer
of our lead compound Teverelix LA.
The FDA has confirmed that serum testosterone levels can serve as a reliable
surrogate marker for efficacy in the treatment of prostate cancer. The meeting
reached agreement on the path forward for the development of Teverelix LA for
the treatment of prostate cancer, which should allow us to meet our registration
timelines and previously announced launch target of the end of 2009. We are
planning to submit to the FDA the first study to be performed under an IND in
the pursuit of this indication within the next few months.
An additional Phase II study has commenced, and results from this study should
be available in the first half of 2006.
Teverelix LA - Benign Prostatic Hyperplasia (BPH)
On 21 September 2005 we announced that the launch of Teverelix LA in BPH could
be advanced by up to two years, following a pre-IND application meeting with the
FDA at which consensus on the company's development plan for the therapy was
reached. We now expect that Teverelix LA in BPH could reach the market by 2010.
In a recent Phase II study in patients with BPH, Teverelix LA demonstrated a
statistically significant improvement in symptoms of BPH as measured by the
International Prostate Symptom Score (IPSS). The FDA has confirmed that
improvements in symptoms according to IPSS can serve as a single endpoint for
therapeutic and regulatory review.
We are planning to submit the first study under this IND to the FDA within the
next few months. Another European Phase II study in patients with BPH has
commenced. If all future development goes to plan, we anticipate that Teverelix
LA may now be launched up to two years earlier than previously anticipated.
Other compounds
Our other compounds in earlier stage development continue to make progress; of
which the following are key:
• Oral Growth Hormone Secretagogue (GHS), which is potentially useful as a
treatment for growth hormone deficiency disorders and metabolic
complications associated with critical illness; and
• Terbutaline, a bio-adhesive vaginal gel for use as a treatment for
infertility linked to endometriosis.
Financial Review
Key financials
Total product sales of StriantTM SR for the six months ended 30 September 2005
were £164,000 (2004: £22,000). Operating loss for the six months ended 30
September 2005 was £4,185,000 (2004: £4,094,000). On 30 September 2005, Ardana
had available cash and cash equivalents of £14.7 million (2004: £13.5 million)
and an available-for-sale investment (see note 4) of £10.1 million (2004: £nil).
International Financial Reporting Standards ('IFRS')
Recent years have seen considerable momentum towards establishing common
international accounting standards, intended to benefit companies, shareholders
and analysts alike. Following the European Union's adoption of IFRS, companies
listed within member states are required to prepare financial statements under
IFRS for all accounting periods commencing on or after 1 January 2005.
Previously, and in the 2005 Annual Report, we reported our financial results
under UK GAAP. This interim statement, which is unaudited, has been prepared on
a basis that is consistent with the accounting policies and presentation
expected to be used in the Group's annual report and financial statements for
the year ending 31 March 2006, which will comply with IFRS as required by
International Accounting Standard (IAS) 1.
IFRS 2 (Share-based payment) has the most significant impact on the financial
results reported.
The comparative financial information for the six months ended 30 September 2004
and the year ended 31 March 2005 have been restated in accordance with the basis
of preparation as set out in note 1 to the interim financial information.
Outlook
We are very encouraged by the feedback we have received from the FDA for
Teverelix LA in the treatment of both prostate cancer and BPH. The clinical
development and launch for prostate cancer is on track according to our original
schedule in this multi-billion dollar prostate cancer market, and the
opportunity to bring forward the launch date for BPH is very exciting for
ourselves and potential partners. We look forward to announcing further
progress with the Teverelix programme including the development of a third
indication for the treatment of endometriosis.
Operationally we continue to manage risk in the business by looking for a
significant co-development partner for Teverelix, through our flexible and low
cost business model, and by developing a mix of products in our pipeline. We
intend actively to pursue product and technology in-licensing and acquisition
opportunities, and look to create value by out-licensing other compounds we own
which are not core to our strategy. By these activities we aim to retain and
increase maximum value for our shareholders.
I am pleased to report that all our plans continue to progress on schedule and
we expect to announce significant future newsflow.
Group income statement (unaudited)
6 months ended 30 September 2005
Notes 6 months ended 6 months ended Year ended
30 September 30 September 31 March
2005 2004* 2005*
£'000 £'000 £'000
Revenue
Product revenue 164 22 60
Revenue from sale of services 106 51 75
_____ _____ _____
Total revenue 270 73 135
Cost of product sales (66) (5) (11)
Research and development expenses (2,363) (1,672) (3,977)
Other operating expenses (2,026) (2,490) (5,163)
_____ _____ _____
Total operating expenses (4,455) (4,167) (9,151)
_____ _____ _____
Operating loss 5 (4,185) (4,094) (9,016)
Interest received 623 241 523
_____ _____ _____
Loss before tax (3,562) (3,853) (8,493)
Tax 254 221 479
_____ _____ _____
Loss for the period (3,308) (3,632) (8,014)
_____ _____ _____
Basic loss per share 3 (5.9p) (22.0p) (20.7p)
_____ _____ _____
All of the revenue and loss for the period above is derived from continuing
operations.
* During the year ended 31 March 2005, the Group carried out a corporate
restructuring including the introduction of a new holding company. The income
statement has been prepared using merger accounting and the comparative
financial information is presented on a proforma basis as if the new holding
company had been in existence and had been the parent of all group subsidiaries
throughout the comparator periods.
Group balance sheet (unaudited)
At 30 September 2005
Notes 30 September 30 September 31 March
2005 2004* 2005
£'000 £'000 £'000
Non-current assets
Property, plant and equipment 26 39 33
_____ _____ _____
Current assets
Inventories 38 112 107
Trade and other receivables 1,522 1,564 1,308
Available-for-sale investment 4 10,118 - -
Cash and cash equivalents 14,721 13,465 29,182
_____ _____ _____
26,399 15,141 30,597
_____ _____ _____
Total assets 26,425 15,180 30,630
_____ _____ _____
Current liabilities
Trade and other payables (2,750) (3,654) (3,841)
_____ _____ _____
Non-current liabilities
Trade and other payables (1,363) (3,089) (1,373)
_____ _____ _____
Total liabilities (4,113) (6,743) (5,214)
_____ _____ _____
Net assets 22,312 8,437 25,416
_____ _____ _____
Equity
Share capital 556 182 556
Other equity 173 44 93
Share premium account 26,949 5,954 26,949
Merger reserve 34,451 34,451 34,451
Own shares (95) (44) (101)
Retained earnings (39,722) (32,150) (36,532)
_____ _____ _____
Total equity 22,312 8,437 25,416
_____ _____ _____
* During the year ended 31 March 2005, the Group carried out a corporate
restructuring including the introduction of a new holding company. This balance
sheet has been prepared using merger accounting and is presented as if the new
holding company had been in existence and had been the parent of all group
subsidiaries throughout the current and prior periods. As such, the balance
sheet as at 30 September 2004 is presented on a proforma basis.
Group cash flow statement (unaudited)
6 months ended 30 September 2005
Notes 6 months 6 months Year
ended 30 ended 30 ended 31
September September March
2005 2004* 2005*
£'000 £'000 £'000
Cash flows from operating activities
Net cash used by operations 5 (5,271) (4,437) (10,305)
Corporation tax received 267 383 384
_____ _____ _____
Net cash used by operating activities (5,004) (4,054) (9,921)
_____ _____ _____
Investing activities
Interest received 546 241 523
Proceeds on disposal of property, plant and
equipment
- 9 8
Purchases of property, plant and equipment (9) (27) (36)
Investment in available-for-sale investment 4 (10,000) - -
_____ _____ _____
Net cash (used in)/from investing activities (9,463) 223 495
_____ _____ _____
Financing activities
Issue of shares - 5,980 27,349
Purchase of own shares 6 162 105
_____ _____ _____
Net cash from financing activities 6 6,142 27,454
_____ _____ _____
Net (decrease)/increase in cash and cash
equivalents (14,461) 2,311 18,028
Cash and cash equivalents at beginning of period 29,182 11,154 11,154
_____ _____ _____
Cash and cash equivalents at end of period 14,721 13,465 29,182
_____ _____ _____
* During the year ended 31 March 2005, the Group carried out a corporate
restructuring including the introduction of a new holding company. The cash
flow statement has been prepared using merger accounting and the comparative
financial information is presented on a proforma basis as if the new holding
company had been in existence and had been the parent of all group subsidiaries
throughout the comparator periods.
Group statement of recognised income and expense (unaudited)
6 months ended 30 September 2005
£'000
Loss for the period (3,308)
Unrealised gain on revaluation of available-for-sale investment 118
_____
Total recognised income and expense (3,190)
_____
There was no recognised income or expense in either the 6 months ended 30
September 2004 or the year ended 31 March 2005 other than the loss for these
periods and so no proforma group statement of recognised income and expense is
presented for those periods.
Group reconciliation of shareholders' equity (unaudited)
6 months ended 30 September 2005
Share Other Share Merger Retained Own Total
Capital Equity Premium Reserve Earnings Shares £'000
£'000 £'000 £'000 £'000 £'000 £'000
Opening balances 556 93 26,949 34,451 (36,532) (101) 25,416
_____ _____ _____ _____ _____ _____ _____
Recognised directly in
equity
Movement in own shares - - - - - 6 6
Share-based payment - 80 - - - - 80
_____ _____ _____ _____ _____ _____ _____
Net change directly in - 80 - - - 6 86
equity
_____ _____ _____ _____ _____ _____ _____
Total recognised income and - - - - (3,190) - (3,190)
expense
_____ _____ _____ _____ _____ _____ _____
Total movements - 80 - - (3,190) 6 (3,104)
_____ _____ _____ _____ _____ _____ _____
Equity at the end of the 556 173 26,949 34,451 (39,722) (95) 22,312
period
_____ _____ _____ _____ _____ _____ _____
Group reconciliation of shareholders' equity (unaudited)
6 months ended 30 September 2004 *
Share Other Share Merger Retained Own Total
Capital Equity Premium Reserve Earnings Shares £'000
£'000 £'000 £'000 £'000 £'000 £'000
Opening balances 156 25 - 34,451 (28,588) (135) 5,909
_____ _____ _____ _____ _____ _____ _____
Recognised directly in
equity
New share capital subscribed 26 - 5,954 - - - 5,980
Movement in own shares - - - - - 91 91
Gain on sale of EBT shares - - - - 70 - 70
Share-based payment - 19 - - - - 19
_____ _____ _____ _____ _____ _____ _____
Net change directly in 26 19 5,954 - 70 91 6,160
equity
_____ _____ _____ _____ _____ _____ _____
Total recognised income and - - - - (3,632) - (3,632)
expense
_____ _____ _____ _____ _____ _____ _____
Total movements 26 19 5,954 - (3,562) 91 2,528
_____ _____ _____ _____ _____ _____ _____
Equity at the end of the 182 44 5,954 34,451 (32,150) (44) 8,437
period
_____ _____ _____ _____ _____ _____ _____
* During the 6 months ended 30 September 2004, the Group carried out a corporate
restructuring including the introduction of a new holding company. This
reconciliation of shareholders' equity has been prepared using merger accounting
and is presented on a proforma basis as if the new holding company had been in
existence and had been the parent of all group subsidiaries throughout the
period.
Group reconciliation of shareholders' equity (unaudited)
Year ended 31 March 2005*
Share Other Share Merger Retained Own Total
Capital Equity Premium Reserve Earnings Shares £'000
£'000 £'000 £'000 £'000 £'000 £'000
Opening balances 156 25 - 34,451 (28,588) (135) 5,909
_____ _____ _____ _____ _____ _____ _____
Recognised directly in
equity
New share capital subscribed 400 - 26,949 - - - 27,349
Movement in own shares - - - - - 34 34
Gain on sale of EBT shares - - - - 70 - 70
Share-based payment - 68 - - - - 68
_____ _____ _____ _____ _____ _____ _____
Net change directly in 400 68 26,949 - 70 34 27,521
equity
_____ _____ _____ _____ _____ _____ _____
Total recognised income and - - - - (8,014) - (8,014)
expense
_____ _____ _____ _____ _____ _____ _____
Total movements 400 68 26,949 - (7,944) 34 19,507
_____ _____ _____ _____ _____ _____ _____
Equity at the end of the 556 93 26,949 34,451 (36,532) (101) 25,416
period
_____ _____ _____ _____ _____ _____ _____
* During the year ended 31 March 2005, the Group carried out a corporate
restructuring including the introduction of a new holding company. This
reconciliation of shareholders' equity has been prepared using merger accounting
and is presented on a proforma basis as if the new holding company had been in
existence and had been the parent of all group subsidiaries throughout the
period.
Notes to the Interim Financial Information (unaudited)
6 months ended 30 September 2005
1. Basis of Preparation
The financial information for the 6 months ended 30 September 2005 does not
constitute statutory accounts for the purposes of Section 240 of the Companies
Act 1985 and has not been audited. No statutory accounts for the period have
been delivered to the Registrar of Companies.
The financial information in respect of the year ended 31 March 2005 has been
produced using extracts from the statutory accounts under UK GAAP for this
period and amended by adjustments arising from the implementation of
International Financial Reporting Standards (IFRS). Consequently, this does not
constitute the statutory information for the year ended 31 March 2005 which was
audited. The statutory accounts for this period have been filed with the
Registrar of Companies. The auditors' report on these accounts was unqualified
and did not contain a statement under Sections 237 (2) or (3) of the Companies
Act 1985.
The interim financial information has been prepared on the basis of IFRS and
International Accounting Standards (IAS) as set out in note 2 and, where
appropriate, standing interpretations issued by the International Accounting
Standards Board (IASB) and its committees expected to be effective for the year
ending 31 March 2006. It is possible that the IFRS, IAS and related
interpretations will be subject to amendment by the IASB and subsequent
endorsement by the European Commission. As a result the accounting policies
used to prepare the interim financial information may need to be updated and
amended for any subsequent changes or new standards that are effective or
applied by the Group in the year ending 31 March 2006. The Group has opted not
to prepare the interim financial information under IAS 34 'Interim Financial
Reporting'.
The interim financial information has been prepared on the historical cost
basis, except for the revaluation of certain financial instruments. The
principal accounting policies are set out below.
2. Accounting Policies
The Group's consolidated financial statements were prepared in accordance with
UK Generally Accepted Accounting Principles (UK GAAP) until 1 April 2005. UK
GAAP differs in some respects to IFRS. In preparing the 2005 consolidated
interim financial information, management has made certain amendments to the UK
GAAP basis to comply with the recognition and measurement criteria of IFRS. The
2004 comparative figures have been restated to reflect these adjustments.
The accounting policies set out below have been applied consistently to all of
the periods covered in the interim financial information.
Application of IFRS 1
The Group's financial statements for the year ending 31 March 2006 will be the
first financial statements to be prepared in accordance with IFRS. The interim
financial information has been prepared as described above including the
principles set out in IFRS 1.
Under the first time adoption procedures set out in IFRS 1, the Group is
required to establish its IFRS accounting policies as at 1 April 2005 and to
apply these retrospectively in the determination of prior period comparatives to
1 April 2004, the date of transition. There are a number of optional exemptions
to this general principle, the most significant of which are set out below.
• IFRS 2, Share-based Payment
The Group has elected to apply IFRS 2 to all share-based awards and options
granted post 7 November 2002 but not vested at 1 January 2005.
• IFRS 3, Business Combinations
The Group has elected not to restate business combinations prior to the
date of transition.
• IAS 16, Property, Plant and Equipment
The Group has elected, where appropriate, to use fair value at the date of
transition as the 'deemed' cost of plant, property and equipment.
Consequently any historic asset revaluations will not be updated.
• IAS 32, Financial Instruments: Disclosure and Presentation and IAS 39,
Financial Instruments: Recognition and Measurement
The Group has elected to adopt IAS 32 and IAS 39 from 1 April 2005 and not to
restate prior period comparatives. Consequently the comparative financial
information in respect of financial instruments is presented in accordance with
UK GAAP.
Tables setting out the reconciliation of opening UK GAAP balances to IFRS,
together with the effect on the Group's equity, net income and cash flows, are
provided in note 6.
Basis of consolidation
During the year ended 31 March 2005, the Group carried out a corporate
restructuring consisting of the introduction of a new holding company. The
restructuring represented a change in identity of the holding company rather
than an acquisition of the business. Consequently, the restructuring has been
accounted for using merger accounting principles. Therefore, although Ardana
plc did not become the parent company of the Group until May 2004, the financial
information is presented as if the Company and its subsidiaries had always been
part of the same group. As such, the comparative financial information for the
periods ended 30 September 2004 and 31 March 2005 is presented on a proforma
basis.
The results and cash flows of the entities are combined from the beginning of
the year in which the merger occurred and their assets and liabilities are
combined at the amounts at which they were previously recorded. In accordance
with sections 131 and 133 of the Companies Act 1985, the Company has taken no
account of any premium on the shares issued and has recorded the cost of the
investment at the nominal value of the shares issued. The resulting difference
arising on consolidation has been credited to a merger reserve.
The interim financial information incorporates the results, cashflows and
financial position of the Company and its subsidiaries for the 6 months ended 30
September 2005.
On acquisition, the assets and liabilities of a subsidiary are measured at their
fair value at the date of acquisition. Any excess of the cost of acquisition
over the fair value of the identifiable net assets acquired is recorded as
goodwill. Goodwill is reviewed for impairment at least annually and any
impairment is recognised immediately in the income statement. Any deficiency of
cost of acquisition below the fair value of the identifiable net assets acquired
is credited to the income statement on acquisition. Goodwill recorded on
business combinations prior to IFRS transition has not been restated and has
been written off to reserves according to the UK GAAP accounting standards then
in force. On disposal or closure of a previously acquired business, the
attributable amount of goodwill previously written off to reserves is not
included in determining the profit or loss on disposal. All intra-group
transactions, balances, income and expenses are eliminated on consolidation.
Fixed asset investments
Fixed asset investments are shown at cost less provisions for impairment.
Revenue recognition
Revenue is measured at the fair value of the consideration received or
receivable from the sale of goods and services provided in the normal course of
business, net of value added tax and discounts, and is recognised as follows:
i) Product revenue
Product revenue is recognised when the significant risks and rewards of
ownership of the product have been transferred to a third party.
ii) Revenue from sale of services
Revenue from sale of services is recognised in the period in which the
services are rendered.
Interest income is recognised on an accruals basis.
Research and development
Research expenditure is charged against income in the period in which it is
incurred.
Development expenditure is charged to income in the period in which it is
incurred unless it meets the recognition criteria of IAS 38 'Intangible Assets'.
Regulatory and other uncertainties generally mean that such criteria are not
met. Where, however, the recognition criteria are met, intangible assets are
capitalised and amortised over their useful economic lives from product launch.
Payments to in-license products and compounds from external third parties,
generally taking the form of up-front payments and milestones, are capitalised
and amortised over their economic lives from launch.
Property, plant and equipment
Property, plant and equipment are shown at cost, net of depreciation and any
provision for impairment. Depreciation is provided on all property, plant and
equipment at varying rates calculated to write-off cost over the useful lives.
The principal rates employed are:
Plant and machinery 10% - 50% straight line basis
Leases
Rentals under leases classified as operating leases are charged to the income
statement on a straight-line basis over the lease term.
Operating loss
Operating loss is stated after charging research and development and other
operating costs but before finance costs.
Trade receivables
Trade receivables do not carry any interest and are stated at their nominal
value as reduced by appropriate allowance for estimated irrecoverable amounts.
Trade payables
Trade payables are not interest-bearing and are stated at their nominal value.
Taxation
The tax expense represents the sum of the tax currently payable and deferred
tax.
The tax currently payable is based on the taxable loss for the period. Taxable
loss differs from net loss as reported in the income statement because it
excludes items of income or expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates that have been
enacted or substantively enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability method. Deferred
tax liabilities are generally recognised for all taxable temporary differences
and deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against which deductible temporary differences
can be utilised. Such assets and liabilities are not recognised if the
temporary difference arises from goodwill or from the initial recognition (other
than in a business combination) of other assets and liabilities in a transaction
that affects neither the tax loss nor the accounting loss.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
charged or credited directly to equity, in which case the deferred tax is also
dealt with in equity.
Share-based payment
The Group issues equity-settled share-based benefits to certain employees.
Subject to the transition arrangements set out above, these share-based payments
are measured at their fair value at the date of grant and the fair value of
expected shares is expensed to the income statement on a straight-line basis
over the vesting period. Fair value is measured by use of the Black-Scholes
model, as amended to take account of management's best estimate of probable
share vesting and exercise.
Foreign currencies
Transactions in currencies other than Sterling are recorded at the rates of
exchange prevailing on the dates of the transactions. At each balance sheet
date, monetary assets and liabilities that are denominated in foreign currencies
are retranslated at the rates prevailing on the balance sheet date. Gains and
losses arising on retranslation are included in net profit or loss for the
period.
On consolidation, the assets and liabilities of the Group's overseas operations
are translated at exchange rates prevailing on the balance sheet date. Income
and expense items are translated at the average exchange rates for the period
unless exchange rates fluctuate significantly. Exchange differences arising, if
any, are classified as equity and transferred to the Group's translation
reserve. Such translation differences are recognised as income or as expenses
in the period in which the operation is disposed of.
Inventories
Inventories are stated at the lower of cost and net realisable value. Provision
is made for obsolete and slow-moving items where appropriate.
Available-for-sale investment
The available-for-sale investment is measured at cost and is revalued at fair
value at subsequent reporting dates. Gains and losses arising from changes in
fair value are recognised directly in equity until the investment is disposed of
or is determined to be impaired at which time the cumulative gain or loss
previously recognised in equity is included in the net profit or loss for the
period. Interest receivable is credited to the income statement in the period
in which it is earned.
3. Loss per Share
Basic loss per share is calculated by dividing the loss for the financial period
after taxation by the weighted average number of ordinary shares in issue during
the period.
The basic loss per share is calculated as follows:-
6 months ended 6 months ended 30 Year ended 31
30 September September March
2005 2004 2005
Loss after taxation (£'000) (3,308) (3,632) (8,014)
Weighted average number of ordinary shares in issue 55,562,806 16,528,038 38,717,240
_____ _____ _____
Basic loss per share (pence) (5.9) (22.0) (20.7)
_____ _____ _____
4. Available-for-sale investment
On 15 August 2005, Ardana invested £10 million in a corporate bond fund.
Interest is received quarterly in arrears. The capital value of this investment
is subject to market fluctuations. The funds can be withdrawn, in whole or in
part, at any time.
5. Reconciliation of operating loss to net cash used by operations
6 months 6 months Year
ended 30 ended 30 ended 31
September September March
2005 2004 2005
£'000 £'000 £'000
Operating loss (4,185) (4,094) (9,016)
Depreciation 16 14 29
Decrease/(increase) in stock 69 (112) (107)
Increase in debtors (150) (698) (184)
(Decrease)/increase in creditors (1,101) 434 (1,095)
Share-based payment 80 19 68
_____ _____ _____
Net cash used by operations (5,271) (4,437) (10,305)
_____ _____ _____
6. Explanation of transition to IFRS
Cash flow
The cash flow differences between UK GAAP and IFRS, for each financial period,
are presentational. There is no impact on the final cash position nor the
movement in the period. The IFRS cash flow statement with comparative
information is presented on page 10.
a) Effect on proforma group income statement for the 6 months to 30 September
2004
The effect of the changes to the Group's accounting policies on the proforma
group income statement was as follows:-
UK GAAP in Effect of IFRS
IFRS transition to £'000
format IFRS (i)
£'000 £'000
Revenue
Product revenue 22 - 22
Revenue from sale of services 51 - 51
_____ _____ _____
Total revenue 73 - 73
Cost of product sales (5) - (5)
Research and development expenses (1,672) - (1,672)
Other operating expenses (2,471) (19) (2,490)
_____ _____ _____
Total operating expenses (4,148) (19) (4,167)
_____ _____ _____
Operating loss (4,075) (19) (4,094)
Interest received 241 - 241
_____ _____ _____
Loss before tax (3,834) (19) (3,853)
Tax 221 - 221
_____ _____ _____
Loss for the period (3,613) (19) (3,632)
_____ _____ _____
b) Effect on proforma group income statement for the year ended 31 March 2005
The effect of the changes to the Group's accounting policies on the proforma
group income statement was as follows:-
UK GAAP in Effect of IFRS
IFRS transition to £'000
format IFRS (i)
£'000 £'000
Revenue
Product revenue 60 - 60
Revenue from sale of services 75 - 75
_____ _____ _____
Total revenue 135 - 135
Cost of product sales (11) - (11)
Research and development expenses (3,977) - (3,977)
Other operating expenses (5,095) (68) (5,163)
_____ _____ _____
Total operating expenses (9,083) (68) (9,151)
_____ _____ _____
Operating loss (8,948) (68) (9,016)
Interest received 523 - 523
_____ _____ _____
Loss before tax (8,425) (68) (8,493)
Tax 479 - 479
_____ _____ _____
Loss for the period (7,946) (68) (8,014)
_____ _____ _____
c) Effect on proforma group balance sheet as at 1 April 2004 (date of
transition to IFRS)
The effect of the changes to the Group's accounting policies on the equity of
the Group at 1 April 2004 was as follows:-
UK GAAP in Effect of IFRS
IFRS transition to £'000
format IFRS (i)
£'000 £'000
Non-current assets
Property, plant and equipment 34 - 34
_____ _____ _____
Current assets
Trade and other receivables 1,029 - 1,029
Cash and cash equivalents 11,154 - 11,154
_____ _____ _____
12,183 - 12,183
_____ _____ _____
Total assets 12,217 - 12,217
_____ _____ _____
Current liabilities
Trade and other payables (3,302) - (3,302)
_____ _____ _____
Non-current liabilities
Long term provisions (3,006) - (3,006)
_____ _____ _____
Total liabilities (6,308) - (6,308)
_____ _____ _____
Net assets 5,909 - 5,909
_____ _____ _____
Equity
Share capital 156 - 156
Other equity - 25 25
Merger reserve 34,451 - 34,451
Own shares (135) - (135)
Retained earnings (28,563) (25) (28,588)
_____ _____ _____
Total equity 5,909 - 5,909
_____ _____ _____
d) Effect on group balance sheet as at 30 September 2004
The effect of the changes to the Group's accounting policies on the equity of
the Group at 30 September 2004 was as follows:-
UK GAAP in Effect of IFRS
IFRS transition to £'000
Format IFRS(i)
£'000 £'000
Non-current assets
Property, plant and equipment 39 - 39
_____ _____ _____
Current assets
Inventories 112 - 112
Trade and other receivables 1,564 - 1,564
Cash and cash equivalents 13,465 - 13,465
_____ _____ _____
15,141 - 15,141
_____ _____ _____
Total assets 15,180 - 15,180
_____ _____ _____
Current liabilities
Trade and other payables (3,654) - (3,654)
_____ _____ _____
Non-current liabilities
Long term provisions (3,089) - (3,089)
_____ _____ _____
Total liabilities (6,743) - (6,743)
_____ _____ _____
Net assets 8,437 - 8,437
_____ _____ _____
Equity
Share capital 182 - 182
Other equity - 44 44
Share premium account 5,954 - 5,954
Merger reserve 34,451 - 34,451
Own shares (44) - (44)
Retained earnings (32,106) (44) (32,150)
_____ _____ _____
Total equity 8,437 - 8,437
_____ _____ _____
e) Effect on group balance sheet as at 31 March 2005 (date of last UK GAAP
financial statements)
The effect of the changes to the Group's accounting policies on the equity of
the Group at 31 March 2005 was as follows:-
UK GAAP in Effect of IFRS
IFRS transition to £'000
Format IFRS (i)
£'000 £'000
Non-current assets
Property, plant and equipment 33 - 33
_____ _____ _____
Current assets
Inventories 107 - 107
Trade and other receivables 1,308 - 1,308
Cash and cash equivalents 29,182 - 29,182
_____ _____ _____
30,597 - 30,597
_____ _____ _____
Total assets 30,630 - 30,630
_____ _____ _____
Current liabilities
Trade and other payables (3,841) - (3,841)
_____ _____ _____
Non-current liabilities
Long term provisions (1,373) - (1,373)
_____ _____ _____
Total liabilities (5,214) - (5,214)
_____ _____ _____
Net assets 25,416 - 25,416
_____ _____ _____
Equity
Share capital 556 - 556
Other equity - 93 93
Share premium account 26,949 - 26,949
Merger reserve 34,451 - 34,451
Own shares (101) - (101)
Retained earnings (36,439) (93) (36,532)
_____ _____ _____
Total equity 25,416 - 25,416
_____ _____ _____
Footnote:
(i) Charge for share-based payment
Under IFRS 2 a charge must be recognised for any share-based payment including
awards under the Group's share option schemes. The cost of the option is based
on the fair value of the option at the date of grant and is charged to the
income statement over the vesting period. A charge has been recognised in the
income statement for all the awards granted since 7 November 2002. An
equivalent amount is credited to reserves in the balance sheet, resulting in a
nil effect on net assets.
7. Interim Results
Copies of this statement are being circulated to shareholders and are available
at the offices of Ardana plc, 38 Melville Street, Edinburgh, EH3 7HA. They will
also be available on our website, www.ardana.co.uk.
This information is provided by RNS
The company news service from the London Stock Exchange