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Financial Assets and Financial Liabilities
12 Months Ended
Dec. 31, 2022
Subclassifications of assets, liabilities and equities [abstract]  
Financial Assets and Financial Liabilities

Note 15—Financial Assets and Liabilities

Financial assets and liabilities comprise the following:

 

 

2022

 

 

2021

 

 

 

(EUR’000)

 

Financial assets by category

 

 

 

 

 

 

Trade receivables

 

 

11,910

 

 

 

2,200

 

Other receivables (excluding income tax and indirect tax receivables)

 

 

3,884

 

 

 

12,276

 

Marketable securities

 

 

298,180

 

 

 

343,358

 

Cash and cash equivalents

 

 

444,767

 

 

 

446,267

 

Financial assets measured at amortized cost

 

 

758,741

 

 

 

804,101

 

Total financial assets

 

 

758,741

 

 

 

804,101

 

Classified in the statement of financial position

 

 

 

 

 

 

Non-current assets

 

 

9,412

 

 

 

109,369

 

Current assets

 

 

749,329

 

 

 

694,732

 

Total financial assets

 

 

758,741

 

 

 

804,101

 

 

 

 

 

 

 

 

Financial liabilities by category

 

 

 

 

 

 

Borrowings

 

 

 

 

 

 

Convertible senior notes

 

 

399,186

 

 

 

 

Lease liabilities

 

 

109,191

 

 

 

104,961

 

Trade payables and accrued expenses

 

 

101,032

 

 

 

59,417

 

Financial liabilities measured at amortized cost

 

 

609,409

 

 

 

164,378

 

Derivative liabilities

 

 

157,950

 

 

 

 

Financial liabilities measured at fair value through profit or loss

 

 

157,950

 

 

 

 

Total financial liabilities

 

 

767,359

 

 

 

164,378

 

Classified in the statement of financial position

 

 

 

 

 

 

Non-current liabilities

 

 

640,907

 

 

 

97,966

 

Current liabilities

 

 

126,452

 

 

 

66,412

 

Total financial liabilities

 

 

767,359

 

 

 

164,378

 

 

Finance income and expenses are specified below:

 

 

2022

 

 

2021

 

 

2020

 

 

 

(EUR’000)

 

Finance income

 

 

 

 

 

 

 

 

 

Interest income

 

 

7,426

 

 

 

692

 

 

 

1,812

 

Exchange rate gains (net)

 

 

44,755

 

 

 

59,026

 

 

 

 

Total finance income

 

 

52,181

 

 

 

59,718

 

 

 

1,812

 

 

 

 

 

 

 

 

 

 

 

Finance expenses

 

 

 

 

 

 

 

 

 

Interest expenses

 

 

30,682

 

 

 

3,911

 

 

 

1,918

 

Fair value loss, derivatives

 

 

15,483

 

 

 

 

 

 

 

Other financial expenses

 

 

4,322

 

 

 

 

 

 

 

Exchange rate losses (net)

 

 

 

 

 

 

 

 

78,924

 

Total finance expenses

 

 

50,487

 

 

 

3,911

 

 

 

80,842

 

Interest income and interest expenses relate to financial assets and liabilities measured at amortized cost. Net exchange rate gains and losses primarily relate to U.S. Dollar/Euro fluctuations pertaining to the Company’s cash, cash equivalents, marketable securities and convertible notes.

Borrowings

Convertible Senior Notes

In March 2022, the Company issued an aggregate principal amount of $575.0 million of fixed rate 2.25% convertible notes. The net proceeds from the offering of the convertible notes were $557.9 million (€503.3 million), after deducting the initial purchasers’ discounts and commissions, and transaction costs. The convertible notes rank equally in right of payment with all future senior unsecured indebtedness. Unless earlier converted or redeemed, the convertible notes will mature on April 1, 2028.

The convertible notes accrue interest at a rate of 2.25% per annum, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2022. At any time before the close of business on the second scheduled trading day immediately before the maturity date, noteholders may convert their convertible notes at their option into the Company’s ordinary shares represented by ADSs, together, if applicable, with cash in lieu of any fractional ADS, at the then-applicable conversion rate. The initial conversion rate is 6.0118 ADSs per $1,000 principal amount of convertible notes, which represents an initial conversion price of $166.34 per ADS. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events.

The convertible notes will be optionally redeemable, in whole or in part (subject to certain limitations), at the Company’s option at any time, and from time to time, on or after April 7, 2025, but only if the last reported sale price per ADS exceeds 130% of the conversion price on each of (i) at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related optional redemption notice; and (ii) the trading day immediately before the date the Company sends such notice.

Leases

The Company primarily leases office and laboratory facilities. Lease arrangements contain a range of different terms and conditions and are typically entered into for fixed periods. In order to improve flexibility to the Company’s operations, lease arrangements may provide the Company with option to extend the lease or terminate the lease within the enforceable lease term. In the Company’s current lease portfolio, extension and termination options range between six months to five years, in addition to the non-cancellable periods.

The following expenses relating to lease activities are recognized in the consolidated statements of profit or loss:

 

 

2022

 

2021

 

2020

 

 

(EUR’000)

Lease expenses

 

 

 

 

 

 

Depreciation

 

11,740

 

10,963

 

6,857

Short term leases and leases of low value assets

 

280

 

186

 

470

Lease interest

 

3,842

 

3,396

 

1,617

Total lease expenses

 

15,862

 

14,545

 

8,944

In February 2022, the Company entered into a facility lease in Germany with an enforceable lease term of 15 years, which is expected to commence in 2025 and comprise total lease cash-outflows of €70.3 million.

Financing Activities

Development in borrowings related to financing activities are specified below:

 

 

 

 

Cash payments

 

Non-cash items

 

 

 

 

Beginning
of period

 

Repayments

 

Proceeds

 

Additions/
(disposals)

 

Separation of embedded derivative

 

Accretion of
interest

 

Foreign
exchange
adjustment

 

End of
period

 

 

(EUR’000)

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible senior notes

 

 

(6,710)

 

503,281

 

 

(142,467)

 

30,216

 

14,866

 

399,186

Lease liabilities

 

104,961

 

(7,995)

 

 

3,194

 

 

3,842

 

5,189

 

109,191

Total financing activities

 

104,961

 

(14,705)

 

503,281

 

3,194

 

(142,467)

 

34,058

 

20,055

 

508,377

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease liabilities

 

91,975

 

(7,755)

 

 

10,812

 

 

3,396

 

6,533

 

104,961

Total financing activities

 

91,975

 

(7,755)

 

 

10,812

 

 

3,396

 

6,533

 

104,961

For December 31, 2022, "separation of embedded derivative" on convertible senior notes relates to derivative liabilities that is separated from convertible senior notes and presented separately in the consolidated statement of financial position, please refer to following section, “Derivative Liabilities”.

Derivative Liabilities

Derivative liabilities relate to the foreign currency conversion option embedded in the convertible notes. Fair value of derivative liabilities cannot be measured based on quoted prices in active markets, or other observable input, and accordingly, derivative liabilities are measured by using the Black-Scholes Option Pricing model (Level 3 in the fair value hierarchy). The fair value of the options is calculated, applying the following assumptions: (1) conversion price; (2) own share price; (3) maturity of the options; (4) a risk-free interest rate equaling the effective interest rate on a U.S. government bond with the same lifetime as the maturity of the options; (5) no payment of dividends; and (6) an expected volatility using the Company’s own share price (49.24% as of December 31, 2022).

Sensitivity Analysis

Derivative liabilities were recognized in March 2022 at the initial fair value of €142.5 million.

On December 31, 2022, all other inputs and assumptions held constant, a 10% increase in volatility, will increase the fair value of derivative liabilities by approximately €15.7 million and indicates a decrease in profit or loss and equity before tax. Similarly, a 10% decrease in volatility indicates the opposite impact.

Similarly, on December 31, 2022, all other inputs and assumptions held constant, a 10% increase in the share price, will increase the fair value of derivative liabilities by approximately €27.6 million and indicates a decrease in profit or loss and equity before tax. Similarly, a 10% decrease in the share price indicates the opposite impact.

Fair Value Measurement

Derivative liabilities are measured at fair value. All other financial assets and liabilities are measured at amortized cost.

Because of the short-term maturity for cash and cash equivalents, receivables and trade payables, their fair value approximate carrying amount. Fair value of marketable securities, convertible notes and derivatives and their level in the fair value hierarchy is summarized in following table, where

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3 inputs are unobservable inputs for the asset or liability.

 

 

2022

 

2021

 

 

 

 

Carrying amount

 

Fair value

 

Carrying amount

 

Fair value

 

Fair value level

 

 

(EUR’000)

 

(1-3)

Financial assets

 

 

 

 

 

 

 

 

 

 

Marketable securities

 

298,180

 

295,843

 

343,358

 

342,731

 

1

Financial assets measured at amortized cost

 

298,180

 

295,843

 

343,358

 

342,731

 

 

Total financial assets

 

298,180

 

295,843

 

343,358

 

342,731

 

 

Financial liabilities

 

 

 

 

 

 

 

 

 

 

Convertible senior notes

 

399,186

 

382,459

 

 

 

3

Financial liabilities measured at amortized cost

 

399,186

 

382,459

 

 

 

 

Derivative liabilities

 

157,950

 

157,950

 

 

 

3

Financial liabilities measured at fair value through profit or loss

 

157,950

 

157,950

 

 

 

 

Total financial liabilities

 

157,950

 

157,950

 

 

 

 

Movements in level 3 fair value measurements are specified below:

 

 

2022

 

2021

 

2020

 

 

(EUR’000)

Derivative liabilities

 

 

 

 

 

 

January 1

 

 

 

Additions

 

142,467

 

 

Remeasurement recognized in financial income or expense

 

15,483

 

 

December 31

 

157,950