Final Results
INTERNATIONAL BIOTECHNOLOGY TRUST PLC
14 October 1999
At a Board Meeting of International Biotechnology Trust Plc held on Wednesday
13th October 1999, the Directors noted and approved the results for the year
ended 31st August 1999. As indicated last year, the Directors do not propose a
dividend for the year under review.
The Annual General Meeting will be held at 3.00 p.m., on Thursday 11th
November, at The Royal College of Physicians, 11 St. Andrews Place, Regent's
Park, London, NW1 4LE.
Chairman's comments, highlights, the Statement of Total Return for the year
under review and the Balance Sheet as at 31st August 1999 are attached.
Per pro Rothschild Asset Management Limited (Secretary)
IBT PRELIMINARY RESULTS
A year of significant progress
International Biotechnology Trust ('IBT'), managed by the Rothschild
Bioscience Unit, today announced its preliminary results for the year ending
31st August 1999.
Highlights of the year
Investment over the financial year has focused on follow-on investments in
existing portfolio companies.
Total follow-on investment of £2.4 million was made in 5 companies:
£415,952 in Biocompatibles International plc, the international healthcare
group engaged in the research, development and commercialisation of
biocompatible materials.
$750,000 in Californian drug design and development company, Corvas
International Inc.
$500,000 in Cubist Pharmaceuticals Inc., who discovers, develops and
commercialises novel anti-infectives to combat infections caused by drug
resistant bacteria and fungi.
$517,450 in NetGenics Inc., a company developing software and services to
manage pharmaceutical research information.
$997,500 in Ribozyme Pharmaceuticals Inc., who leads the world in the field
of therapeutic ribozymes.
Significant return realised from SUGEN Inc. Californian-based investee
company SUGEN was acquired by Pharmacia & Upjohn, with SUGEN shares being
valued at $31 (£19.40) per share. The proceeds for IBT's holding are some
$22.8 million (£14.3 million), the consideration being received in the form of
Pharmacia & Upjohn shares. This represented a 194% increase in the value of
IBT's investment in SUGEN and an internal rate of return over the five years
of 34% per annum. Pharmacia & Upjohn shares represent approximately 21% of
IBT's Net Asset Value.
IBT's German investee company MorphoSys AG completed a successful public
offering on the German Neuer Markt. Share trading was opened at EUR 25
(£17.00).
IBT's share price rose from 33.5 pence to 56 pence over the reporting period,
an increase of 67.2%.
Net Asset Value per share increased by 45.1% over the reporting period with
the discount decreasing from 38.2% to 28.8%.
IBT's quoted investments generated a return of 59.4% over the financial year
while the unquoted investments returned 33.7%, boosted by MorphoSys' IPO.
Taken together, these represent a return on actual investment of 53.9%.
In comparison, the Bloomberg UK Biotech Index showed a more modest
improvement over the year of 28.1%, and the FT-SE350 Investment Trust Index
increased by 32.7%.
John Green-Armytage, Chairman of International Biotechnology Trust, commented:
'In last year's statement, I commented on the volatility seen in the
biotechnology sector in 1998. This year, I am happy to report that confidence
appears to be returning to the sector on both sides of the Atlantic.
'Following this year's commercial achievements and growth in market
capitalisation, we believe that the negative market sentiment of 1997/98 has
turned around, with a renewed sense of realism in place for the new
millennium. Against this backdrop, IBT will focus on the management of its
diverse portfolio to ensure long term growth of its investee companies, while
maintaining value for its shareholders through timely divestment, and
selective and strategic reinvestment.
'Your Board intends to ensure continuity of management by assuring the
participation of the key members of the RBU who have been instrumental in the
management of IBT to date.'
Jeremy Curnock Cook, Director of International Biotechnology Trust, commented:
'During the year the biotech sector has moved toward consolidation as a means
to realise value and achieve critical mass. The return of optimism to the
sector has been concurrent with an upturn in merger and acquisition activity.
Such M&A activity can be seen as an indication of maturation in the sector; an
example of this was seen in Pharmacia & Upjohn's acquisition of SUGEN in a
deal valuing SUGEN at £455 million, representing a 194% uplift in the value of
IBT's investment.
'The year has also seen the continued development of alternative financial
European exchanges, in particular in Germany, where an IBT investee company,
MorphoSys, was the first R&D focussed biotech company to enter the Neuer
Markt.
'The performance of IBT this year, in particular the underlying performance of
its investee companies, is an endorsement of our investment and management
approach - an approach that I am convinced will continue to pay off for
investors over the coming years.'
For more information please contact:
Jeremy Curnock Cook, Director
International Biotechnology Trust plc Tel: 0171 634 2881
E-mail:jeremy.curnock-cook@ramasset.co.uk
Sue Charles, Chief Executive Officer
HCC De Facto Group plc
Tel: 0171 496 3300
E-mail: s.charles@hccdf.co.uk
Issued by International Biotechnology Trust plc and approved by Rothschild
Asset Management, which is regulated by IMRO.
NOTES TO EDITORS
1. Financials
The year-end balance sheet and statement of total return are attached.
2. AGM
The Annual General Meeting will be held at The Royal College of Physicians, 11
St. Andrews Place, Regent's Park, London NW1 4LE on 11th November 1999 at
3.00pm.
3. Full report and accounts
Copy of the full report and accounts is available on request. Please contact:
Tanneke Zeeuw, Information Manager, Rothschild Bioscience Unit
Tel: 0171 634 2883; E-mail: tanneke@zeeuw.ramasset.co.uk
4. International Biotechnology Trust plc
International Biotechnology Trust plc (IBT) was launched to take advantage of
the investment opportunities arising in mid-stage life-science companies,
involving a close working relationship with investee companies through the
provision of strategic management support and sector expertise.
International Biotechnology Trust Key Data
Founded in 1994
£69.2 million Net Asset Value at 31st August 1999
Listed on the London Stock Exchange
Invests in mid-stage life science companies
Investment criteria
- sound technology platform
- under-resourced
- good prospects for commercialisation
Further financing may be invested where appropriate
Strategic support and management development provided
18 core investments
- 13 in US, 3 in UK, 1 in Germany, 1 in Canada
5. IBT Management Company
The RBU, led by Jeremy Curnock Cook, was established in 1981 within RAM to act
in an advisory capacity to Biotechnology Investments Limited. In 1994, RBU
also became responsible for the management of IBT. The RBU team is
multidisciplinary, with backgrounds in science, industry, finance and
management, enabling it to provide comprehensive advice and support to
investee companies. The investment team works with a number of
internationally renowned scientific and industry consultants who help assess
new technologies and investment proposals as well as supporting investee
companies.
IBT CHAIRMAN'S STATEMENT
The year under review:
a return to optimism
Dear Shareholder
In last year's statement, I commented on the volatility seen in the
biotechnology sector in 1998. This year, I am happy to report that confidence
appears to be returning to the sector on both sides of the Atlantic.
With the IBT portfolio standing at 18 core investments, the Manager's focus
this year has been on investment management and return maximisation. I am
pleased to report successes within IBT's portfolio, with significant
validations of your Company's investment strategy, particularly as a result of
the acquisition of SUGEN by Pharmacia & Upjohn, and the public offering of
MorphoSys on Germany's Neuer Markt.
The Biotechnology Sector
Following a difficult period during 1997 and 1998, when investor confidence in
the sector was affected by disappointing results and management issues, there
are signs that the sector is recovering. For example, in the US, the NASDAQ
Biotech Index rose 146.6% during the reporting period under review.
The return of modest investor interest in the sector was concurrent with an
upturn in merger and acquisition activities in the biotechnology industry.
This year saw the formation of Europe's largest biotechnology company through
Celltech's £700 million merger with Chiroscience. There have been many other
mergers and acquisitions throughout the biotechnology sector in a drive to
increase market capitalisation, and this is expected to continue throughout
the forthcoming year. Similarly, pharmaceutical companies' interest in
acquiring attractive biotechnology companies has increased. For example, Bayer
AG acquired Chiron Diagnostics for $1.1 billion in November 1998, and
Warner-Lambert completed a $2.1 billion acquisition of Agouron Pharmaceuticals
in May 1999. More recently, Johnson & Johnson announced it is to acquire
Centocor for $4.9 billion, and in September MedImmune announced its proposed
acquisition of US Bioscience for $492 million.
The year has also seen the continued development of alternative financial
European exchanges, in particular in Germany. The Neuer Markt now accounts for
87.5% of the total market capitalisation of the EuroNM markets (Belgium,
France, Germany) and has the highest liquidity of all the new European Growth
markets offering a genuine opportunity to build value.
The IBT Portfolio - a process of maturity
Merger and acquisition activity can be seen as an indication of maturation
within the biotechnology sector and this is evident within the IBT portfolio;
with, for example, Corixa acquiring Anergen in a stock-for-stock deal worth
$8.1 million. Generating realisable value in IBT's portfolio resulted from
Pharmacia & Upjohn's acquisition of SUGEN in a deal valuing SUGEN at £455
million. The proceeds from IBT's holding in SUGEN was $22.8 million (£14.3
million), the consideration to be received in the form of Pharmacia & Upjohn
shares. This represented a 194% uplift in the value of IBT's investment in
SUGEN and an internal rate of return of 34% per annum.
The past year has also seen increasing numbers of biotechnology products
entering the market, another sign that the industry is maturing. Within the
IBT portfolio, GelTex Pharmaceuticals received marketing approval for Renagel
capsules for treating patients with end-stage renal disease. It also filed a
New Drug Application (NDA) for launching its Cholestagel product, a
non-absorbed cholesterol reducer. Similarly, Vanguard Medica received
notification that the US Food and Drug Administration (FDA) had accepted the
NDA for the migraine drug frovatriptan for review.
MorphoSys was the first R&D focused biotechnology company to enter the Neuer
Markt, completing a successful public offering of its shares at EUR 25
(£17.00) per share on 9 March 1999. IBT invested £2.8 million (EUR 4.6m) in
MorphoSys in July 1997, acquiring a 9.74% holding at EUR 16.52 (£11.15) per
share. Trading opened at EUR 31 (£21) per share. The share price has dropped,
post-flotation, to EUR 19.10 (£12.48) as at 31 August - a phenomenon seen in
the past with UK biotech stocks. However, this still represents a gain for IBT
of 15.6% on its initial investment. It is the Board's view that the potential
exists for substantial future gain as the company achieves its development
goals.
All these developments have contributed positively to IBT's share price, which
rose from 33.5 pence to 56 pence, an increase of 67.2% compared to last year's
decrease of 66.7%. Net Asset Value has also has also risen by 45.1% over the
reporting period, with the discount decreasing from 38.2% to 28.8%.
The performance of both the unquoted and quoted sections of IBT's portfolio
have contributed to this increase in share price and Net Asset Value. IBT's
quoted investments generated a return of 59.4% over the financial year while
the unquoted investments returned 33.7%, boosted by Morphosys' IPO. Taken
together, these represent a return on actual investment of 53.9%. In
comparison, the Bloomberg UK Biotech Index showed a more modest improvement
over the year of 28.1%, and the FT-SE350 Investment Trust Index increased by
32.7%.
Investment Activities
With the focus of the Trust currently on portfolio management, investment over
the past year has concentrated on follow-on investments in existing portfolio
companies. Specifically, follow-on investments were made in Biocompatibles
International (£415,952), Corvas International ($750,000), Cubist
Pharmaceuticals ($500,000), NetGenics ($517,450) and Ribozyme Pharmaceuticals
($997,500).
As part of IBT's current portfolio management strategy, we will be looking for
divestment opportunities, strategically timed to ensure the maximum return and
value for our shareholders. It is intended that such divestments will generate
the cash required to make new investments in the new year. The acquisition of
SUGEN by Pharmacia & Upjohn has given us the ability to translate some of the
portfolio into cash.
The importance of spreading risk, when investing in the biotechnology sector,
was shown in November 1998 when LocalMed was unsuccessful in commercialising
its product. The carrying value of this investment was £1.3 million and has
been written off during the period. This event has not impacted significantly
on the performance of the fund.
Many investee companies are continuing to contribute to the constant
progression of IBT's virtual pipeline, as products advance through the
clinical trial process.
Management
The year was important for the development of the future management of your
company. The Board announced, on the 26 March 1999, that merger discussions
with Biotechnology Investments Limited had been terminated and that, as
Rothschild Asset Management (RAM) had indicated that they wished to withdraw
from bioscience fund management in the United Kingdom, the Board was
considering proposals from third parties seeking to replace RAM as IBT's
investment manager.
The proposed change of management arrangements for IBT, which was announced
earlier in the year, and which depended on the merger of key individuals of
the Rothschild Bioscience Unit (RBU) and Merlin Ventures, has been delayed by
Rothschild Asset Management's continuing obligation to provide investment
advice to another client via the RBU. As a result RAM continues to provide
investment management services to IBT, as called for under the current
management agreement. When it becomes possible to finalise future management
arrangements, your Board intends to ensure continuity of management by
assuring the participation of the key members of the RBU who have been
instrumental in the management of IBT to date.
Revenue and Dividends
Your Company's policy is to pay out by way of dividend only those earnings
available for distribution. It remains the view of your Directors that the
best long-term returns are likely to come from capital appreciation of assets.
For the year under review, therefore, the Board proposes not to pay a
dividend.
Summary
In summary, your Board believes that the negative market sentiment of 1997/98
has turned around, with a renewed sense of realism in place for the new
millennium, following this year's commercial achievements and growth in market
capitalisation. IBT will continue to focus on the management of its diverse
portfolio to ensure long term growth of its investee companies, while
maintaining value for its shareholders through timely divestment, and
selective and strategic reinvestment.
Annual General Meeting
The Annual General Meeting will be held at The Royal College of Physicians, 11
St. Andrews Place, Regent's Park, London NW1 4LE on 11 November 1999 at
3.00pm.
Stephen Duzan, who has served as a Director of the Company since its
formation, will be retiring at this year's Annual General Meeting. I would
like to place on record the Board's appreciation of the valuable help and
advice which we have received from him over the past six years.
John Green-Armytage
13th October 1999
Financial Statements
Statement of total return (incorporating the revenue account)
for the year ended 31 August 1999
1999
Revenue Capital Total
Notes £ £ £
Realised (loss)/gains
on investments 13 - (1,749,044) (1,749,044)
Incentive fee payable 9 - - -
Increase/(decrease) in
unrealised appreciation
on investments 14 - 24,678,159 24,678,159
Dividend income - - -
Interest from current
asset investments 227,963 - 227,963
Deposit interest 6,029 - 6,029
Underwriting commission 2,589 - 2,589
236,581 22,929,115 23,165,696
Administrative expenses 3 (1,780,801) - (1,780,801)
Net return/(loss) before
finance costs and
taxation (1,544,220) 22,929,115 21,384,895
Interest payable 4 (5,705) - (5,705)
(Loss)/return on ordinary
activities before
taxation (1,549,925) 22,929,115 21,379,190
Taxation on ordinary
activities 5 - - -
(Loss)/return on
ordinary activities
after taxation (1,549,925) 22,929,115 21,379,190
Realised reserve on
lapse of warrants - 5,013,255 5,013,255
Dividend in respect of
equity shares - - -
Transfer to/(from)
reserves (1,549,925) 27,942,370 26,392,445
Return/(loss) per
ordinary share
Basic 6 (1.76)p 26.06p 24.30p
Fully diluted* n/a n/a n/a
Return/(loss) per second
'C' Share
Basic 6 n/a n/a n/a
Fully diluted* n/a n/a n/a
1998
Revenue Capital Total
£ £ £
Notes
Realised (loss)/gains 13
on investments - 4,122,493 4,122,493
Incentive fee payable 9 - - -
Increase/(decrease) in
unrealised appreciation
on investments 14 - (55,402,295) (55,402,295)
Dividend income 53,381 - 53,381
Interest from current
asset investments 871,295 - 871,295
Deposit interest 10,421 - 10,421
Underwriting commission 69,735 - 69,735
1,004,832 (51,279,802) (50,274,970)
Administrative expenses 3 (1,745,537) - (1,745,537)
Net return/(loss) before finance
costs and taxation (740,705) (51,279,802) (52,020,507)
Interest payable 4 (8,690) - (8,690)
(Loss)/return on ordinary
activities before taxation (749,395) (51,279,802) (53,029,197)
Taxation on ordinary activities 5 13,763 - 13,763
(Loss)/return on ordinary activities
after taxation (735,632) (51,279,802) (52,015,434)
Realised reserve on
lapse of warrants - - -
Dividend in respect of
equity shares - - -
Transfer to/(from) reserves (735,632) (51,279,802) (52,015,434)
Return/(loss) per
ordinary share
Basic (1.25)p (71.19)p (72.44)p
Fully diluted* n/a (60.29)p (60.29)p
Return/(loss) per second 'C' Share
Basic 0.30p (31.08)p (30.78)p
Fully diluted* n/a n/a n/a
*There were no warrants in issue at 31 August 1999
Financial Statements
Balance Sheet
as at 31 August 1999
1999 1998
Notes £ £ £ £
Fixed Assets
Investments 1(b)&7 67,247,880 42,238,583
Current Assets
Debtors
Prepayments and
accrued income 38,595 44,644
Sales awaiting
settlement 256,139 -
Taxation
recoverable 46,232 111,377
340,966 156,021
Investments 1(b)&8 2,295,189 5,883,366
Cash at bank 18 19,618 16,714
2,655,773 6,056,101
Creditors: amounts falling
due within
one year
Incentive fee payable 9 - -
Accruals 713,404 484,677
713,404 484,677
Net current assets 1,942,369 5,571,424
Net assets 69,190,249 47,810,007
Capital and Reserves
Called up share
capital 10 22,000,544 22,000,281
Share premium
account 11 55,432,967 55,432,178
Warrant reserve 12 0 5,013,255
Capital reserve -
realised 13 13,605,034 10,340,823
Capital reserve -
unrealised 14 (18,309,312) (42,987,471)
Revenue reserves 15 (3,538,984) (1,989,059)
Equity shareholders'
funds 69,190,249 47,810,007
Net asset value
per share 19
- basic:
Ordinary Shares 78.62p 54.33p
- fully diluted:
Ordinary Share n/a* 61.29p
*There were no warrants in issue at 31 August 1999
John Green-Armytage, Director
Peter Collacott, Director
Approved by the Board of Directors on 13 October 1999