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| Consolidated Statements of Operations |
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| | | For the year ended | |
| | | December 31 | |
| (in CHF thousands, except share and per share amounts) | | Note | | 2004 | | 2003 | |
Net revenue: Products sales | | 2 | | 455,346 | | 300,315 | |
| Contract revenue | | 2 | | 16,534 | | 7,229 | |
| Total net revenue | | | | 471,880 | | 307,544 | |
Operating expenses | | | | | | | |
| Cost of sales | | | | 45,873 | | 31,816 | |
| Research and development | | | | 136,288 | | 79,173 | |
| Marketing and advertising | | | | 101,710 | | 79,828 | |
| Selling, general and administration | | | | 95,703 | | 69,645 | |
| Amortization of acquired intangible assets | | 13 | | 1,721 | | 1,756 | |
| Write-off of acquired in-process research and development | | 3/5 | | 5,000 | | 46,990 | |
| Total operating expense | | | | 386,295 | | 309,208 | |
| Operating income (loss) | | | | 85,585 | | (1,664) | |
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| Interest income | | | | 1,036 | | 946 | |
| Interest expense | | | | (405) | | (885) | |
| Amortization of debt discount and issuance costs | | | | (7,448) | | (1,500) | |
| Other financial income, net | | | | 3,079 | | 2,567 | |
| Income (loss) from continuing operations before income tax expense and share in loss of affiliate | | | | 81,847 | | (536) | |
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| Income tax expense | | 7 | | (4,276) | | (830) | |
| Income (loss) from continuing operations before share in loss of affiliate | | | | 77,571 | | (1,366) | |
| Share in loss of affiliate | | 3 | | – | | (1,089) | |
| Income (loss) from continuing operations | | | | 77,571 | | (2,455) | |
| Income (loss) from discontinued operations, net of tax and minority interest | | 4 | | 9,648 | | (7,461) | |
| Net income | | | | 87,219 | | (9,916) | |
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| Basic income per share: | | 8 | | | | | |
| Continuing Operations | | | | 3.52 | | (0.11) | |
| Discontinued Operations | | | | 0.44 | | (0.35) | |
| Net income (loss) | | | | 3.96 | | (0.46) | |
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| Diluted income per share: | | 8 | | | | | |
| Continuing operations | | | | 3.36 | | (0.11) | |
| Discontinued operations | | | | 0.42 | | (0.35) | |
| Net income (loss) | | | | 3.78 | | (0.46) | |
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| Consolidated Balance Sheets |
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| | | | | | | December 31 | |
| (in CHF thousands, except share and per share amounts) | | Note | | 2004 | | 2003 | |
Assets Current assets | | | | | | | |
| Cash and cash equivalents | | 9 | | 300,336 | | 258,770 | |
| Investments | | 10 | | 2,422 | | 2,199 | |
| Trade and other receivables, net | | 11 | | 109,649 | | 66,711 | |
| Inventories | | 12 | | 17,903 | | 21,455 | |
| Other current assets | | | | 5,992 | | 3,966 | |
| Current assets of discontinued operations | | 4 | | – | | 10,385 | |
| Total current assets | | | | 436,302 | | 363,486 | |
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| Property, plant and equipment, net | | 14 | | 35,221 | | 18,982 | |
| Other assets | | | | 7,014 | | 6,687 | |
| Intangible assets, net | | 13 | | 8,610 | | 8,813 | |
| Goodwill, net | | 3/13 | | 27,318 | | 3,784 | |
| Deferred tax asset | | 7 | | 5,256 | | – | |
| Non-current assets of discontinued operations | | 4 | | – | | 1,091 | |
| Total assets | | | | 519,721 | | 402,843 | |
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Liabilities and Shareholders’ Equity Current liabilities | | | | | | | |
| Trade and other payables | | | | 42,821 | | 27,535 | |
| Accrued expenses | | 15 | | 53,438 | | 37,601 | |
| Deferred revenue, current portion | | 6 | | 17,399 | | 10,821 | |
| Financial debt | | 16 | | – | | 41,161 | |
| Other current liabilities | | 10/23 | | 33,024 | | 2,019 | |
| Contingent consideration | | 3 | | – | | 6,641 | |
| Current liabilities of discontinued operations | | 4 | | – | | 8,758 | |
| Total current liabilities | | | | 146,682 | | 134,536 | |
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| Long-term financial debt, less current portion | | 16 | | 152,042 | | 145,147 | |
| Deferred revenue, less current portion | | 6 | | 60,233 | | 64,468 | |
| Other non-current liabilities | | | | 2,678 | | 1,963 | |
| Non-current liabilities of discontinued operations | | 4 | | – | | 1,785 | |
| Total liabilities | | | | 361,635 | | 347,899 | |
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| Minority interest of discontinued operations | | 4 | | – | | 517 | |
| Commitments and contingencies | | 17 | | | | | |
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Shareholders’ Equity Common shares (par value CHF 2.50 per share, authorized 33,406,640 and 30,506,640 shares; issued 22,209,953 and 21,751,148 shares in 2004 and 2003, respectively) | | | |
55,525 | |
54,378 | |
| Additional paid-in-capital | | | | 316,844 | | 302,817 | |
| Accumulated deficit | | | | (210,007) | | (297,226) | |
| Unearned compensation | | | | (2,256) | | (5,369) | |
| Treasury shares, at cost | | 19 | | (871) | | (1,018) | |
| Accumulated other comprehensive income (loss) | | 21 | | (1,149) | | 845 | |
| Total shareholders’ equity | | | | 158,086 | | 54,427 | |
| Total liabilities, minority interest and shareholders’ equity | | | | 519,721 | | 402,843 | |
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| Consolidated Statements of Cash Flows |
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| | | For the year ended | |
| | | | | December 31 | |
| (in CHF thousands) | | 2004 | | 2003 | |
Cash flows from operating activities Net income (loss) | | 87,219 | | (9,916) | |
| Income (loss) from discontinued operations, net of minority interest | | (9,648) | | 7,461 | |
| Income (loss) from continuing operations | | 77,571 | | (2,455) | |
| Adjustments to reconcile net income (loss) to net cash provided from operating activities: | | | | | |
| Depreciation and amortization | | 9,925 | | 7,549 | |
| Share in loss of affiliate | | – | | 1,089 | |
| Stock-based compensation | | 4,773 | | 4,819 | |
| Realized (gain) loss on sale of marketable securities | | – | | (602) | |
| Gain on derivative instruments | | 143 | | (937) | |
| Write-off of acquired in-process research and development | | 5,000 | | 46,990 | |
| Amortization of debt discount and issuance costs | | 7,448 | | 1,500 | |
| Increase in trade and other receivables | | (44,970) | | (44,837) | |
| Decrease (increase) in inventories | | 3,552 | | (7,633) | |
| Increase in other current assets | | (2,326) | | (951) | |
| Increase in other assets | | (4,086) | | (461) | |
| Increase in trade and other payables | | 16,032 | | 8,592 | |
| Increase in accrued expenses | | 17,366 | | 18,290 | |
| Increase in deferred revenue | | 2,342 | | 5,891 | |
| Increase (decrease) in other liabilities | | (1,090) | | 1,484 | |
| Net cash flow provided by operating activities | | 91,680 | | 38,328 | |
Cash flows from investing activities | | | | | |
| Proceeds from sale of marketable securities | | – | | 12,794 | |
| Purchase of property, plant and equipment | | (24,643) | | (7,114) | |
| Purchase of derivative instruments | | (1,287) | | (1,621) | |
| Proceeds from sale of derivative instruments | | 1,311 | | 1,477 | |
| Purchase of intangible assets | | (6,575) | | (7,101) | |
| Proceedes from sale of subsidiary | | 9,242 | | – | |
| Acquisition of subsidiary | | – | | (40,148) | |
| Net cash flow used in investing activities | | (21,952) | | (41,713) | |
Cash flows from financing activities | | | | | |
| Payments on capital leases | | (146) | | (607) | |
| Proceeds from issuance of financial debt | | – | | 141,677 | |
| Repayment of financial debt | | (41,119) | | – | |
| Proceeds from exercise of stock options | | 13,661 | | 7,553 | |
| Net cash flow provided by financing activities | | (27,604) | | 148,623 | |
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| Net effect of exchange rates on cash and cash equivalents | | (558) | | (993) | |
| Net effect of discontinued operations | | – | | (1,676) | |
| Net change in cash and cash equivalents | | 41,566 | | 142,569 | |
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| Cash and cash equivalents at beginning of year | | 258,770 | | 116,201 | |
| Cash and cash equivalents at end of year | | 300,336 | | 258,770 | |
Supplemental disclosures of cash flow information Cash paid during the year for: | | | | | |
| Interest | | 527 | | 972 | |
| Taxes | | 962 | | 168 | |
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| Consolidated Statement of Changes in Shareholders’ Equity |
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| | | Common Shares: | | | | | | | | | | | | | |
| | | Shares | | Amount | | Additional Paid-in-Capital | | Accumulated Deficit | | Unearned Compensation | | Treasury Shares | | Other Comprehensive Loss | | Shareholders’ Equity | |
(in CHF thousands, except share amounts) At January 1, 2003 | |
21,363,059 | |
53,441 | |
289,671 | |
(287,310) | |
(3,936) | |
(1,018) | |
(528) | |
50,320 | |
Comprehensive loss net of tax effect: Net loss | | | | | | | | (9,916) | | | | | | | | (9,916) | |
Other comprehensive income (loss): Currency translation adjustment | | | | | | | | | | | | | | 1,373 | | 1,373 | |
| Comprehensive loss | | | | | | | | | | | | | | | | (8,543) | |
| Changes in underlying equity of affiliate | | | | | | 93 | | | | | | | | | | 93 | |
| Exercise of stock options | | 374,589 | | 937 | | 6,616 | | | | | | | | | | 7,553 | |
| Stock-based compensation expense, net | | | | | | 653 | | | | 4,351 | | | | | | 5,004 | |
| Issuance of stock options | | | | | | 6,023 | | | | (6,023) | | | | | | – | |
| Stock option forfeitures and cancellations | | | | | | (239) | | | | 239 | | | | | | – | |
| At December 31, 2003 | | 21,737,648 | | 54,378 | | 302,817 | | (297,226) | | (5,369) | | (1,018) | | 845 | | 54,427 | |
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Comprehensive loss net of tax effect: Net income | | | | | | | | 87,219 | | | | | | | | 87,219 | |
| Other comprehensive income (loss): | | | | | | | | | | | | | | | | – | |
| Currency translation adjustment | | | | | | | | | | | | | | (1,994) | | (1,994) | |
| Comprehensive income | | | | | | | | | | | | | | | | 85,225 | |
| Exercise of stock options | | 458,805 | | 1,147 | | 12,514 | | | | | | | | | | 13,661 | |
| Transactions in treasury shares | | 1,950 | | | | 118 | | | | | | 147 | | | | 265 | |
| Stock-based compensation expense, net | | | | | | 1,556 | | | | 2,952 | | | | | | 4,508 | |
| Issuance of stock options | | | | | | 372 | | | | (372) | | | | | | – | |
| Stock option forfeitures and cancellations | | | | | | (533) | | | | 533 | | | | | | – | |
| At December 31, 2004 | | 22,198,403 | | 55,525 | | 316,844 | | (210,007) | | (2,256) | | (871) | | (1,149) | | 158,086 | |
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