Ad-hoc | 15 October 2011 00:22
WILEX AG / Key word(s): Miscellaneous
15.10.2011 00:22
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Ad-hoc release pursuant to § 15 Wertpapierhandelsgesetz (German Securities
Trading Act)
WILEX reports an adjustment of the goodwill of Heidelberg Pharma AG
according to IFRS
Munich, 14 October 2011 - WILEX AG (ISIN DE0006614720 / Frankfurt Stock
Exchange / Prime Standard) today announced that it has made an adjustment
in its balance sheet to the provisional goodwill it recognised for
Heidelberg Pharma AG, which was taken over by means of a capital increase
in kind pursuant to International Financial Reporting Standards (IFRS).
This does not at all affect the Company's financial statements under the
German Commercial Code (Handelsgesetzbuch). There will be no adjustment to
the booked value of Heidelberg Pharma AG totalling EUR 19.2 million and the
equity recognised in the balance sheet prepared under the German Commercial
Code.
The Extraordinary General Meeting of WILEX AG on 15 December 2010 approved
the acquisition of Heidelberg Pharma AG. Upon recording the capital
increase in kind in the Commercial Register on 17 March 2011, the
transaction was completed and Heidelberg Pharma AG was consolidated into
the WILEX Group's accounts.
This adjustment came up during the current purchase price allocation
process, which must be carried out for all business combinations in
accordance with IFRS 3. In contrast to accounting pursuant to the German
Commercial Code (HGB), IRFS 3.37 does not consider the purchase price for
Heidelberg Pharma of EUR 19.2 million, but instead is based on the fair
value of the consideration transferred, i.e. 3.2 million shares, as of the
17 March 2011 acquisition date.
Contrary to prior balance sheet reporting, which was based on the agreed
purchase price from the contract of 3 November 2010 and a value of EUR 6
per share, according to IFRS the closing price of WILEX's share on 17 March
2011 in Xetra trading (EUR 3.39) must be applied. Thus, an amount of EUR
10.8 million (EUR 3.39 x 3.2 million shares) are recognised in the IFRS
financial statements and not EUR 19.2 million (EUR 6.00 x 3.2 million
shares), which is a difference of EUR 8.4 million.
This adjustment affects the interim consolidated financial statements of
WILEX AG pursuant to IFRS for the first half (31 May 2011) and the third
quarter (31 August 2011), reducing the balance sheet total by EUR 8.4
million. Under assets the mathematical goodwill reduced to EUR 8.9 million
in non-current assets. Under equity and liabilities the capital reserves
also reduced by EUR 8.4 million. As a result, equity was EUR -3.7 million
as at 31 August 2011 (previously: EUR 4.6 million) and EUR -1.0 million as
at 31 May 2011 (previously: EUR 7.4 million). These amounts and the
mathematical goodwill are still preliminary and will not be final until the
purchase price allocation has been completed.
The valuation adjustments in WILEX's IFRS financial statements do not have
a negative impact on the Company's liquidity, financial outlook for 2011 or
existence as a going concern.
+++ End of the ad-hoc release +++
About WILEX AG
WILEX AG is a biopharmaceutical company based in Munich, Germany. Focused
on oncology, the company has a broad portfolio of near-to-market
therapeutic and diagnostic products for the targeted treatment and specific
detection of various types of cancer. The company's therapeutic product
candidates are based on antibodies and small molecules. Through its US
subsidiary WILEX Inc. in Cambridge, MA, WILEX markets a portfolio of
research use only and in vitro diagnostic tests under the brand Oncogene
Science(R). These diagnostic tests could be developed as companion
diagnostics in clinical trials and for therapy monitoring. The wholly owned
subsidiary Heidelberg Pharma AG gives WILEX access to an attractive and
highly promising antibody drug conjugate technology platform and a
pre-clinical service business. The business model of WILEX covers the
entire value chain in the oncology market and comprises research,
technology, development collaboration as well as sales and marketing.
WILEX's customers and partners include leading international pharmaceutical
companies. ISIN DE0006614720 / WKN 661472 / Symbol WL6
Contact
Katja Arnold (CIRO)
Manager Investor Relations & Public Relations
WILEX AG
Grillparzerstrasse 10
81675 Munich
Germany
Tel.: +49 (0)89-41 31 38-126
Fax: +49 (0)89-41 31 38-99
E-mail: investors@WILEX.com
Website: http://www.WILEX.com
This communication contains certain forward-looking statements relating to
the Company's business, which can be identified by the use of
forward-looking terminology such as 'estimates', 'believes', 'expects',
'may', 'will', 'should', 'future', 'potential' or similar expressions or by
a general discussion of the Company's strategy, plans or intentions. Such
forward-looking statements involve known and unknown risks, uncertainties
and other factors, which may cause our actual results of operations,
financial position, earnings, achievements, or industry results, to be
materially different from any future results, earnings or achievements
expressed or implied by such forward-looking statements. Given these
uncertainties, prospective investors and partners are cautioned not to
place undue reliance on such forward-looking statements. We disclaim any
obligation to update any such forward-looking statements to reflect future
events or developments.
15.10.2011 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: WILEX AG
Grillparzerstr. 10
81675 München
Germany
Phone: +49 (0)89 41 31 38 - 0
Fax: +49 (0)89 41 31 38 - 99
E-mail: info@wilex.com
Internet: www.wilex.com
ISIN: DE0006614720
WKN: 661472
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, München, Stuttgart
End of Announcement DGAP News-Service
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