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Financial Assets and Liabilities | 12 Months Ended
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Dec. 31, 2024
Subclassifications of assets, liabilities and equities [abstract] |
Financial Assets and Liabilities | Note 16—Financial Assets and Liabilities Financial assets and liabilities comprise the following:
|  | 2024 |  |  | 2023 |
|  | (EUR’000) |
Financial assets by category |  |  |  |  |  |
Trade receivables |  |  | 166,280 |  |  |  | 35,874 |
Other receivables (excluding indirect tax receivables) |  |  | 3,964 |  |  |  | 3,909 |
Marketable securities |  |  | — |  |  |  | 7,275 |
Cash and cash equivalents |  |  | 559,543 |  |  |  | 392,164 |
Financial assets measured at amortized cost |  |  | 729,787 |  |  |  | 439,222 |
Total financial assets |  |  | 729,787 |  |  |  | 439,222 |
Classified in the statement of financial position |  |  |  |  |  |
Non-current assets |  |  | 2,317 |  |  |  | 2,127 |
Current assets |  |  | 727,470 |  |  |  | 437,095 |
Total financial assets |  |  | 729,787 |  |  |  | 439,222 |
Financial liabilities by category |  |  |  |  |  |
Borrowings |  |  |  |  |  |
Convertible senior notes |  |  | 458,207 |  |  |  | 407,095 |
Royalty funding liabilities |  |  | 305,379 |  |  |  | 138,377 |
Lease liabilities |  |  | 93,030 |  |  |  | 98,793 |
Trade payables and accrued expenses |  |  | 96,394 |  |  |  | 94,566 |
Other liabilities (excluding indirect tax and employee related payables) |  |  | 311 |  |  |  | — |
Financial liabilities measured at amortized cost |  |  | 953,321 |  |  |  | 738,831 |
Derivative liabilities |  |  | 150,670 |  |  |  | 143,296 |
Financial liabilities measured at fair value through profit or loss |  |  | 150,670 |  |  |  | 143,296 |
Total financial liabilities |  |  | 1,103,991 |  |  |  | 882,127 |
Classified in the statement of financial position |  |  |  |  |  |
Non-current liabilities |  |  | 365,080 |  |  |  | 222,996 |
Current liabilities |  |  | 738,911 |  |  |  | 659,131 |
Total financial liabilities |  |  | 1,103,991 |  |  |  | 882,127 |
Finance income and expenses are specified below:
|  | 2024 |  |  | 2023 |  |  | 2022 |
|  | (EUR’000) |
Finance income |  |  |  |  |  |  |  |  |
Interest income |  |  | 14,361 |  |  |  | 16,857 |  |  |  | 7,426 |
Remeasurement gain of financial liabilities |  |  | 11,248 |  |  |  | 14,654 |  |  |  | — |
Foreign exchange translation (net) |  |  | — |  |  |  | 12,346 |  |  |  | 44,755 |
Total finance income |  |  | 25,609 |  |  |  | 43,857 |  |  |  | 52,181 |
Finance expenses |  |  |  |  |  |  |  |  |
Interest expenses |  |  | 65,504 |  |  |  | 44,065 |  |  |  | 30,682 |
Remeasurement loss of financial liabilities |  |  | 7,374 |  |  |  | — |  |  |  | 15,483 |
Foreign exchange translation (net) |  |  | 27,149 |  |  |  | — |  |  |  | 4,322 |
Total finance expenses |  |  | 100,027 |  |  |  | 44,065 |  |  |  | 50,487 |
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 borrowings. 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. Royalty Funding Liabilities The Company has entered into capped synthetic royalty funding agreements with Royalty Pharma (the “Purchaser”), which is presented as royalty funding liabilities, and represents the Company’s contractual obligations to pay a predetermined percentage of future commercial revenue until reaching a predetermined multiple of proceeds received, according to the detailed provisions of the synthetic royalty funding agreements. YORVIPATH Agreement In September 2024, the Company entered into a $150.0 million capped synthetic royalty funding agreement (the “Royalty Pharma Yorvipath Agreement”) with the Purchaser. The net proceeds were $148.2 million (€134.2 million) after deducting offering expenses. Under the terms of the Royalty Pharma Yorvipath Agreement, the Company received an upfront payment of $150.0 million (the “Yorvipath Purchase Price”) in exchange for a 3% royalty on net revenue from sales of YORVIPATH in the U.S. (the “Yorvipath Revenue Payments”). The Yorvipath Revenue Payments to the Purchaser will cease upon reaching a multiple of the Yorvipath Purchase Price of 2.0 times, or 1.65 times if the Purchaser receives Yorvipath Revenue Payments in that amount by December 31, 2029. The Royalty Pharma Yorvipath Agreement includes a buy-out option, which provides the Company with the right to settle all outstanding liabilities at any time by paying a buy-out amount equal to 2.0 times the Yorvipath Purchase Price minus the Yorvipath Revenue Payments paid to the Purchaser as of the effective date of the buy-out notice. However, if the buy-out notice is provided on or prior to September 30, 2028, and the Company has paid the Purchaser, Yorvipath Revenue Payments equal to the Yorvipath Purchase Price as of the date of the buy-out notice, then the buy-out amount is equal to 1.65 times the Yorvipath Purchase Price minus the Yorvipath Revenue Payments paid to the Purchaser as of the effective date of the buy-out notice. SKYTROFA Agreement In September 2023, the Company entered into a $150.0 million capped synthetic royalty funding agreement (the “Royalty Pharma Skytrofa Agreement”) with the Purchaser. The net proceeds were $146.3 million (€136.3 million) after deducting offering expenses. Under the terms of the Royalty Pharma Skytrofa Agreement, the Company received an upfront payment of $150.0 million (the “Skytrofa Purchase Price”) in exchange for a 9.15% royalty on net revenue from sales of SKYTROFA in the U.S., beginning on January 1, 2025 (the “Skytrofa Revenue Payments”). The Skytrofa Revenue Payments to the Purchaser will cease upon reaching a multiple of the Skytrofa Purchase Price of 1.925 times, or 1.65 times if the Purchaser receives Skytrofa Revenue Payments in that amount by December 31, 2031. The Royalty Pharma Skytrofa Agreement includes a buy-out option, which provides the Company with the right to settle all outstanding liabilities at any time by paying a buy-out amount equal to 1.925 times the Skytrofa Purchase Price minus the Skytrofa Revenue Payments paid to the Purchaser as of the effective date of the buy-out notice. However, if the buy-out notice is provided on or prior to December 31, 2028, and the Company has paid the Purchaser, Skytrofa Revenue Payments equal to the Skytrofa Purchase Price as of the date of the buy-out notice, then the buy-out amount is equal to 1.65 times the Skytrofa Purchase Price minus the Skytrofa Revenue Payments paid to the Purchaser as of the effective date of the buy-out 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 are up to five years, in addition to the non-cancellable periods. The following expenses related to lease activities were recognized in the consolidated statements of profit or loss:
|  | 2024 |  | 2023 |  | 2022
|  | (EUR’000)
Lease expenses |  |  |  |  |  |
Depreciation |  | 12,312 |  | 11,875 |  | 11,740
Short term leases and leases of low value assets |  | 285 |  | 353 |  | 280
Lease interest |  | 3,303 |  | 3,581 |  | 3,842
Total lease expenses |  | 15,900 |  | 15,809 |  | 15,862
In February 2022, the Company entered into a facility lease in Germany with an enforceable lease term of 15 years, and comprises total lease cash-outflows of €81.1 million. In addition, in December 2024, the Company entered into additional leases in Denmark with enforceable lease terms of 12 years with option to terminate earlier and comprise total lease cash-outflows of €16.2 million if not terminated earlier. The leases are expected to commence in 2025. Financing Activities The development in borrowings related to financing activities is specified below:
|  |  |  | Cash payments |  | Non-cash items |  |
|  | Beginning of year |  | Repay- ments |  | Net proceeds |  | Additions/ (disposals) |  | Remeasure- ments |  | Accretion of interest |  | Foreign exchange translation |  | End of year
|  | (EUR’000)
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2024 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Borrowings (excluding lease liabilities) |  | 545,472 |  | (11,819) |  | 134,158 |  | — |  | (11,248) |  | 62,116 |  | 44,907 |  | 763,586
Lease liabilities |  | 98,793 |  | (14,677) |  | — |  | 861 |  | — |  | 3,303 |  | 4,750 |  | 93,030
Total financing activities |  | 644,265 |  | (26,496) |  | 134,158 |  | 861 |  | (11,248) |  | 65,419 |  | 49,657 |  | 856,616
Financing activities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2023 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Borrowings (excluding lease liabilities) |  | 399,186 |  | (12,054) |  | 136,256 |  | — |  | — |  | 40,386 |  | (18,302) |  | 545,472
Lease liabilities |  | 109,191 |  | (14,006) |  | — |  | 2,973 |  | — |  | 3,581 |  | (2,946) |  | 98,793
Total financing activities |  | 508,377 |  | (26,060) |  | 136,256 |  | 2,973 |  | — |  | 43,967 |  | (21,248) |  | 644,265
Derivative Liabilities Derivative liabilities relate to the foreign currency conversion option embedded in the convertible notes. Fair value cannot be measured based on quoted prices in active markets or other observable inputs and accordingly, derivative liabilities are measured by using the Black-Scholes option-pricing model. Fair value of the option is calculated, applying the following assumptions: (1) conversion price; (2) the Company’s share price; (3) maturity of the option; (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 option; (5) no payment of dividends; and (6) an expected volatility using the Company’s share price (49.6% and 50.5% as of December 31, 2024 and December 31, 2023, respectively). For additional description of fair values, refer to the following section “Fair Value Measurement.” Sensitivity Analysis On December 31, 2024, all other inputs and assumptions held constant, a 10% relative increase in volatility, will increase the fair value of derivative liabilities by approximately €15.0 million and indicates a decrease in profit or loss and equity before tax. Similarly, a 10% relative decrease in volatility indicates the opposite impact. Similarly, on December 31, 2024, all other inputs and assumptions held constant, a 10% increase in the share price, will increase the fair value of derivative liabilities by approximately €30.8 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 Because of the short-term maturity for cash and cash equivalents, receivables and trade payables, their fair value approximate carrying amount. Fair value compared to carrying amount of marketable securities, convertible notes, royalty funding liabilities 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.
|  | 2024 |  | 2023 |  |
|  | Carrying amount |  | Fair value |  | Carrying amount |  | Fair value |  | Fair value level
|  | (EUR’000) |  | (1-3)
Financial assets |  |  |  |  |  |  |  |  |  |
Marketable securities |  | — |  | — |  | 7,275 |  | 7,266 |  | 1
Financial assets measured at amortized cost |  | — |  | — |  | 7,275 |  | 7,266 |  |
Financial liabilities |  |  |  |  |  |  |  |  |  |
Convertible senior notes |  | 458,207 |  | 438,288 |  | 407,095 |  | 385,410 |  | 3
Royalty funding liabilities |  | 305,379 |  | 305,673 |  | 138,377 |  | 143,975 |  | 3
Financial liabilities measured at amortized cost |  | 763,586 |  | 743,961 |  | 545,472 |  | 529,385 |  |
Derivative liabilities |  | 150,670 |  | 150,670 |  | 143,296 |  | 143,296 |  | 3
Financial liabilities measured at fair value through profit or loss |  | 150,670 |  | 150,670 |  | 143,296 |  | 143,296 |  |
The following table specifies movements in level 3 fair value measurements:
|  | 2024 |  | 2023 |  | 2022
|  | (EUR’000)
Derivative liabilities |  |  |  |  |  |
January 1 |  | 143,296 |  | 157,950 |  | —
Additions |  | — |  | — |  | 142,467
Remeasurement recognized in financial income or expense |  | 7,374 |  | (14,654) |  | 15,483
December 31 |  | 150,670 |  | 143,296 |  | 157,950

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