Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2020shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | ProQR Therapeutics N.V. |
Entity Central Index Key | 0001612940 |
Document Type | 20-F |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Dec. 31, 2020 |
Entity Incorporation, State or Country Code | P7 |
Title of 12(b) Security | Ordinary Shares, nominal value € 0.04 per share |
Trading Symbol | PRQR |
Security Exchange Name | NASDAQ |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Accelerated Filer |
Entity Common Stock, Shares Outstanding | 54,131,553 |
Entity Emerging Growth Company | false |
Icfr Auditor Attestation Flag | true |
Entity Shell Company | false |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | FY |
Consolidated Statement of Finan
Consolidated Statement of Financial Position - EUR (€) € in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Assets | ||
Property, plant and equipment | € 18,601 | € 2,440 |
Investments in associates | 107 | 429 |
Non-current assets | 18,708 | 2,869 |
Social security and other taxes | 421 | 850 |
Prepayments and other receivables | 3,762 | 1,866 |
Cash and cash equivalents | 75,838 | 111,950 |
Current assets | 80,021 | 114,666 |
Total assets | 98,729 | 117,535 |
Shareholders’ equity | ||
Share capital | 2,165 | 2,159 |
Share premium | 288,757 | 287,214 |
Reserves | 23,916 | 16,702 |
Accumulated deficit | (257,747) | (211,746) |
Equity attributable to owners of the Company | 57,091 | 94,329 |
Non-controlling interests. | (545) | (496) |
Total equity | 56,546 | 93,833 |
Liabilities | ||
Borrowings | 16,189 | 12,709 |
Lease liabilities | 15,693 | |
Non-current liabilities | 31,882 | 12,709 |
Borrowings | 1,135 | 343 |
Lease liabilities | 1,260 | 508 |
Derivative financial instruments | 839 | |
Trade payables | 221 | 445 |
Current income tax liability | 64 | |
Social security and other taxes | 22 | 108 |
Pension premiums | 6 | 2 |
Deferred income | 700 | 711 |
Other current liabilities | 6,118 | 8,812 |
Current liabilities | 10,301 | 10,993 |
Total liabilities | 42,183 | 23,702 |
Total equity and liabilities | € 98,729 | € 117,535 |
Consolidated Statement of Profi
Consolidated Statement of Profit or Loss and Comprehensive Income - EUR (€) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Consolidated Statement of Profit or Loss and Comprehensive Income | |||
Other income | € 9,452,000 | € 1,933,000 | € 5,761,000 |
Research and development costs | (38,135,000) | (46,491,000) | (29,514,000) |
General and administrative costs | (13,685,000) | (12,887,000) | (12,540,000) |
Total operating costs | (51,820,000) | (59,378,000) | (42,054,000) |
Operating result | (42,368,000) | (57,445,000) | (36,293,000) |
Financial (expense) and income | (3,716,000) | 402,000 | (792,000) |
Results related to financial liabilities measured at fair value through profit or loss | (84,000) | ||
Results related to associates | (322,000) | 429,000 | |
Result before corporate income taxes | (46,490,000) | (56,614,000) | (37,085,000) |
Corporate income taxes | (124,000) | (132,000) | (1,000) |
Result for the year | (46,614,000) | (56,746,000) | (37,086,000) |
Other comprehensive income | |||
Items that will never be reclassified to profit or loss | |||
Items that are or may be reclassified to profit or loss | |||
Foreign operations – foreign currency translation differences | (340,000) | 43,000 | (28,000) |
Total comprehensive loss (attributable to equity holders of the Company) | (46,954,000) | (56,703,000) | (37,114,000) |
Result attributable to | |||
Owners of the Company | (46,565,000) | (56,480,000) | (36,894,000) |
Non-controlling interests | (49,000) | (266,000) | (192,000) |
Result for the year | € (46,614,000) | € (56,746,000) | € (37,086,000) |
Share information | |||
Weighted average number of shares outstanding | 50,060,565 | 41,037,244 | 34,052,520 |
Earnings per share for result attributable to the equity holders of the Company (expressed in Euro per share) | |||
Basic and diluted loss per share | € (0.93) | € (1.38) | € (1.08) |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity - EUR (€) € in Thousands | Share capital | Share Premium | Equity Settled Employee Benefit Reserve | Option premium on convertible loan | Translation Reserve | Accumulated Deficit | Total | Non-controlling Interests | Total |
Balance at beginning of period at Dec. 31, 2017 | € 1,457 | € 148,763 | € 8,377 | € 136 | € (119,370) | € 39,363 | € (38) | € 39,325 | |
Result for the year | (36,894) | (36,894) | (192) | (37,086) | |||||
Other comprehensive income | (28) | (28) | (28) | ||||||
Recognition of share-based payments | 4 | 2,185 | 3,224 | 5,413 | 5,413 | ||||
Issue of ordinary shares | 265 | 83,926 | 84,191 | 84,191 | |||||
Shares options lapsed | (97) | 97 | |||||||
Shares options exercised | 870 | (724) | 724 | 870 | 870 | ||||
Balance at end of period at Dec. 31, 2018 | 1,726 | 235,744 | 10,780 | 108 | (155,443) | 92,915 | (230) | 92,685 | |
Result for the year | (56,480) | (56,480) | (266) | (56,746) | |||||
Other comprehensive income | 43 | 43 | 43 | ||||||
Recognition of share-based payments | 15 | 3,145 | 5,948 | 9,108 | 9,108 | ||||
Issue of ordinary shares | 418 | 48,132 | 48,550 | 48,550 | |||||
Shares options lapsed | (44) | 44 | |||||||
Shares options exercised | 193 | (133) | 133 | 193 | 193 | ||||
Balance at end of period at Dec. 31, 2019 | 2,159 | 287,214 | 16,551 | 151 | (211,746) | 94,329 | (496) | 93,833 | |
Result for the year | (46,565) | (46,565) | (49) | (46,614) | |||||
Other comprehensive income | (340) | (340) | (340) | ||||||
Recognition of share-based payments | 4 | 538 | 7,838 | 8,380 | 8,380 | ||||
Issue of ordinary shares | 2 | 270 | 272 | 272 | |||||
Recognition of equity component of convertible loan | € 280 | 280 | 280 | ||||||
Shares options lapsed | (91) | 91 | |||||||
Shares options exercised | 735 | (473) | 473 | 735 | 735 | ||||
Balance at end of period at Dec. 31, 2020 | € 2,165 | € 288,757 | € 23,825 | € 280 | € (189) | € (257,747) | € 57,091 | € (545) | € 56,546 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - EUR (€) € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flow from operating activities | |||
Result for the year | € (46,614) | € (56,746) | € (37,086) |
Adjustments for: | |||
Depreciation | 2,355 | 2,052 | 992 |
Results related to associates | 322 | (429) | |
Share-based compensation | 7,838 | 9,108 | 5,413 |
Other income | (8,423) | ||
Financial income and expense | 3,716 | (402) | 792 |
Results related to financial liabilities measured at fair value through profit or loss | 84 | ||
Net foreign exchange gain / (loss) | (340) | 43 | (28) |
Income tax expenses | 124 | 132 | 1 |
Changes in working capital | (5,134) | 1,651 | 1,294 |
Cash used in operations | (46,072) | (44,591) | (28,622) |
Corporate income tax paid | (188) | (64) | (1) |
Interest received | 313 | 758 | 130 |
Interest paid | (1,113) | (73) | |
Net cash used in operating activities | (47,060) | (43,970) | (28,493) |
Cash flow from investing activities | |||
Purchases of property, plant and equipment | (924) | (580) | (312) |
Net cash used in investing activities | (924) | (580) | (312) |
Cash flow from financing activities | |||
Proceeds from issuance of shares, net of transaction costs | 48,550 | 84,191 | |
Proceeds from exercise of share options | 735 | 193 | 870 |
Proceeds from borrowings | 579 | 2,027 | 264 |
Proceeds from convertible loans | 13,791 | 690 | 1,132 |
Repayment of lease liability | (605) | (1,261) | |
Net cash generated by financing activities | 14,500 | 50,199 | 86,457 |
Net increase/(decrease) in cash and cash equivalents | (33,484) | 5,649 | 57,652 |
Currency effect cash and cash equivalents | (2,628) | 721 | (171) |
Cash and cash equivalents at the beginning of the year | 111,950 | 105,580 | 48,099 |
Cash and cash equivalents at the end of the year | € 75,838 | € 111,950 | € 105,580 |
General Information
General Information | 12 Months Ended |
Dec. 31, 2020 | |
General Information | |
General Information | 1. General Information ProQR Therapeutics N.V. (“ProQR” or “the Company”), is a development stage company domiciled in the Netherlands that primarily focuses on the development and commercialization of novel therapeutic medicines. Since September 18, 2014, the Company’s ordinary shares are listed on the NASDAQ Global Market under ticker symbol PRQR. The Company was incorporated in the Netherlands, on February 21, 2012 and was reorganized from a private company with limited liability to a public company with limited liability on September 23, 2014. The Company has its statutory seat in Leiden, the Netherlands. The address of its headquarters and registered office is Zernikedreef 9, 2333 CK Leiden, the Netherlands. At December 31, 2020, ProQR Therapeutics N.V. is the ultimate parent company of the following entities: · ProQR Therapeutics Holding B.V. (the Netherlands, 100%); · ProQR Therapeutics I B.V. (the Netherlands, 100%); · ProQR Therapeutics II B.V. (the Netherlands, 100%); · ProQR Therapeutics III B.V. (the Netherlands, 100%); · ProQR Therapeutics IV B.V. (the Netherlands, 100%); · ProQR Therapeutics VI B.V. (the Netherlands, 100%); · ProQR Therapeutics VII B.V. (the Netherlands, 100%); · ProQR Therapeutics VIII B.V. (the Netherlands, 100%); · ProQR Therapeutics IX B.V. (the Netherlands, 100%); · ProQR Therapeutics I Inc. (United States, 100%); · Amylon Therapeutics B.V. (the Netherlands, 80%); · Amylon Therapeutics, Inc. (Unites States, a 100% subsidiary of Amylon Therapeutics B.V.) ProQR Therapeutics N.V. is also statutory director of Stichting Bewaarneming Aandelen ProQR (ESOP Foundation) and has full control over this entity. At December 31, 2020, ProQR Therapeutics Holding B.V. holds a 20% minority shareholding in Wings Therapeutics Inc. As used in these consolidated financial statements, unless the context indicates otherwise, all references to “ProQR”, the “Company” or the “Group” refer to ProQR Therapeutics N.V. including its subsidiaries and the ESOP Foundation. |
Basis of Preparation
Basis of Preparation | 12 Months Ended |
Dec. 31, 2020 | |
Basis of Preparation | |
Basis of Preparation | 2. Basis of preparation (a) Statement of compliance These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). (b) Basis of measurement The financial statements have been prepared on the historical cost basis except for financial instruments and share-based payment obligations which have been based on fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets. (c) Functional and presentation currency These consolidated financial statements are presented in euro, which is the Company’s functional currency. All amounts have been rounded to the nearest thousand, unless otherwise indicated. (d) Going Concern The management board of ProQR has, upon preparing and finalizing the 2020 financial statements, assessed the Company’s ability to fund its operations for a period of at least one year after the date of signing these financial statements. The management board of the Company expects the Company to be a going concern based on its existing funding, taking into account the Company’s current cash position and the projected cash flows based on the activities under execution on the basis of ProQR’s business plan and budget. (e) Use of estimates and judgements In preparing these consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. Information about assumptions and estimation uncertainties that may have a significant risk of resulting in a material adjustment is included below. (i) Research and development expenditures Research expenditures are not capitalized. Development expenses are currently reflected in the income statement because the criteria for capitalization are not met. At each balance sheet date, the Company estimates the level of service performed by the vendors and the associated costs incurred for the services performed. Although we do not expect the estimates to be materially different from amounts actually incurred, the understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and could result in reporting amounts that are too high or too low in any particular period. (ii) Convertible debt The terms of our convertible debt agreements are evaluated to determine whether the convertible debt instruments contain both liability and equity components, in which case the instrument is a compound financial instrument. Convertible debt agreements are also evaluated to determine whether they contain embedded derivatives, in which case the instrument is a hybrid financial instrument. Judgement is required to determine the classification of such financial instruments based on the terms and conditions of the convertible debt agreements, the currencies in which the debt instruments are denominated and the Company’s functional currency. Estimation methods are used to determine the fair values of the liability and equity components of compound financial instruments and to determine the fair value of embedded derivatives included in hybrid financial instruments. The determination of the effective interest used for the host contracts of hybrid financial instruments and the liability components of compound financial instruments is dependent on the outcome of such estimations. Evaluating the reasonableness of these estimations and the assumptions and inputs used in the valuation methods requires a significant amount of judgement and is therefore subject to an inherent risk of error. (f) Changes in accounting policies The following Standards and Interpretations became effective for annual reporting periods beginning on or after January 1, 2020: · Interest Rate Benchmark Reform amendments to IFRS 9 and IFRS 7; · Covid-19-Related Rent Concessions Amendment to IFRS 16; · Amendments to References to the Conceptual Framework in IFRS Standards; · Amendments to IFRS 3 Definition of a business; · Amendments to IAS 1 and IAS 8 Definition of material. None of these new Standards and Interpretations had a material impact on our financial statements. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies | |
Significant Accounting Policies | 3. Significant Accounting Policies The Company has consistently applied the following accounting policies to all periods presented in these consolidated financial statements. (a) Basis of consolidation (i) Subsidiaries Subsidiaries are entities controlled by the Company. The Company controls an entity when it has power over the entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The Company reassesses whether or not it controls an entity if facts and circumstances indicate that there are changes to one or more of these elements. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. (ii) Non-controlling interests (“NCI”) NCI are measured at their proportionate share of the acquiree's identifiable net assets at the acquisition date. Changes in the Company's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. (iii) Loss of control When the Company loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any non-controlling interests and other components of equity. Any resulting gain or loss is recognized in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost. (iv) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated. Unrealized gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Company’s interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. (v) Associates Associates are entities over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting. Equity accounting involves recording the investment in associates initially at cost, and recognizing the Company’s share of the post-acquisition results of associates in the consolidated income statement and the Company’s share of post-acquisition other comprehensive income in consolidated other comprehensive income. The cumulative post-acquisition movements are adjusted against the carrying amount of the investments in associates in the consolidated statement of financial position. When the Company’s share of losses in an associate equals or exceeds its interest in the associate, the Company does not recognize further losses unless it has incurred or guaranteed obligations in respect of the associate. (b) Classes of financial instruments Financial instruments are both primary financial instruments, such as receivables and payables, and financial derivatives. For the Company’s primary financial instruments, reference is made to the treatment per the corresponding balance sheet item. Financial derivatives are valued at fair value. Upon first recognition, financial derivatives are recognized at fair value and then revalued as at balance sheet date. Changes in the fair value of derivatives are generally recognized in profit or loss. If the Company is involved with hybrid contracts, the Company applies the following with regard to the embedded derivatives in the hybrid contract. Embedded derivatives are separated from the host contract and accounted for separately if the host contract is not a financial asset and the following criteria are met: · the economic characteristics and risk of the embedded derivative are not closely related to the economic characteristics and risks of the host contract; · a separate instrument with the same terms as the embedded derivative would meet the definition of a derivate; and · the hybrid contract is not measured at fair value with changes in fair value recognized in profit or loss. If an embedded derivative is separated from the hybrid contract, the host contract is accounted for in accordance with the determined policies for such a contract. The embedded derivative is accounted for in accordance with the Company’s principles for the applicable derivatives. (c) Foreign currencies (i) Foreign currency transactions Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are translated into the functional currency at the exchange rate when the fair value was determined. Foreign currency differences are generally recognized in profit or loss. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate prevailing at the date of the transaction. (ii) Foreign operations The assets and liabilities of foreign operations are translated into euro at exchange rates at the reporting date. The income and expenses of foreign operations are translated into euros at the exchange rates at the dates of the transactions. Foreign currency differences are recognized in OCI and accumulated in the translation reserve, except to the extent that the translation difference is allocated to NCI. (d) Recognition of other income Other income includes amounts earned from third parties and is recognized when earned in accordance with the substance and under the terms of the related agreements and when it is probable that the economic benefits associated with the transaction will flow to the Company and the amount of the income can be measured reliably. The grants are recognized in other income on a systematic basis over the period the Company recognizes as expenses the related costs for which the grants are expected to compensate. (e) Government grants — WBSO The WBSO (“afdrachtvermindering speur- en ontwikkelingswerk”) is a Dutch fiscal facility that provides subsidies to companies, knowledge centers and self-employed people who perform research and development activities (as defined in the WBSO Act). Under this Act, a contribution is paid towards the labor costs of employees directly involved in research and development. The contribution is in the form of a reduction of payroll taxes and social security contributions recognized on a net basis within the labor costs. (Government) Grant income is not recognized until there is reasonable assurance that the Company will comply with the conditions attached to them. (Government) Grants are recognized in profit or loss on a systematic basis over the period the Company recognizes as expenses the related costs for which the grants are intended to compensate. (f) Employee benefits (i) Short-term employee benefits Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. (ii) Share-based payment transactions The grant-date fair value of equity-settled share-based payment awards granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes. (iii) Pension obligations The Company operates defined contribution pension plans for all employees funded through payments to insurance companies. The Company has no legal or constructive obligation to pay further contributions once the contributions have been paid. The contributions are recognized as employee benefit expense when employees have rendered the service entitling them to the contributions. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. (g) Taxation Income tax expense represents the sum of the tax currently payable and deferred tax. It is recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in equity or in OCI. (i) Current tax The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the income statement because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period. (ii) Deferred tax Deferred tax is recognized on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Since the Company does not expect to be profitable in the foreseeable future, its deferred tax assets are valued at nil. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. (h) Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss. (ii) Depreciation Depreciation is calculated to write off the cost of items of property, plant and equipment less their estimated residual values using the straight-line method over their estimated useful lives and is recognized in profit or loss. Right-of-use assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. The estimated useful lives of property, plant and equipment for current and comparative periods are as follows: Buildings and leasehold improvements: 5-10 years; laboratory equipment: years; other: 3-5 years. Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. (i) Impairment of assets At the end of each reporting period, the Company reviews the carrying amounts of its non-current assets, including right-of-use assets, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. The recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. (j) Financial assets All financial assets are recognized and derecognized on the trade date where the purchase or sale of a financial asset is under a contract whose terms require delivery of the financial asset within the timeframe established by the market concerned, and are initially measured at fair value and subsequently measured at amortized cost or fair value on the basis of the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. Specifically: · debt instruments that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, are measured subsequently at amortized cost, and · all other debt investments and equity investments are measured subsequently at fair value through profit or loss (FVTPL). The Company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the group, and a failure to make contractual payments for a period of greater than 120 days past due. Impairment losses on trade receivables and contract assets are presented as net impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited against the same line item. (k) Cash and cash equivalents Cash and cash equivalents include cash on hand and all highly liquid investments with original maturities of three months or less that are readily convertible to a known amount of cash and bear an insignificant risk of change in value. (l) Financial liabilities and equity instruments Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement. Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Compound financial instruments Compound financial instruments issued by the Company comprise convertible notes denominated in euro that can be converted to share capital at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value. The component parts of convertible loan notes issued by the Group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. A conversion option that will be settled by the exchange of a fixed amount of cash or another financial asset for a fixed number of the Company’s own equity instruments is an equity instrument. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or at the instrument’s maturity date. The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognized in equity will be transferred to share premium. Where the conversion option remains unexercised at the maturity date of the convertible loan note, the balance recognized in equity will be transferred to accumulated losses. No gain or loss is recognized in profit or loss upon conversion or expiration of the conversion option. Transaction costs that relate to the issue of the convertible loan notes are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortized over the lives of the convertible loan notes using the effective interest method. Interest related to the financial liability is recognized in profit or loss. Financial liabilities at fair value through profit or loss Financial liabilities held for trading are classified as at fair value through profit or loss (FVTPL). A financial liability is classified as held for trading if it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument). Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognized in profit or loss. The net gain or loss recognized is included in the ‘results related to financial liabilities measured at fair value through profit or loss’ line item in profit or loss. Fair value is determined in the manner described in note 5. Other financial liabilities Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs incurred, and are subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis. The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period. Borrowings and other financial liabilities are classified as ‘non-current liabilities,’ other than liabilities with maturities up to one year, which are classified as “current liabilities”. The Company derecognizes financial liabilities when the liability is discharged, cancelled or expired. For all financial liabilities, the fair value approximates its carrying amount. (m) Leases The Company has applied IFRS 16 as of January 1, 2019, using the modified retrospective approach. Therefore, comparative information for 2018 has not been restated and is presented applying IAS 17. The details of accounting policies under both IAS 17 and IFRS 16 are presented separately below. Policies applicable from January 1, 2019 At inception of the contract, the Company assesses whether a contract is or contains a lease. The Company recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). For these leases, the Company recognizes the lease payments in operating costs on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the interest rate implicit in the lease. When the interest rate implicit in the lease cannot be readily determined, the Company uses its incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise: · Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable; · Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date; · The amount expected to be payable by the Company under residual value guarantees; · The exercise price of purchase options, if the Company is reasonably certain to exercise the options; and · Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease. The lease liability is presented as a separate line in the consolidated statement of financial position. In the cash flow statement, repayments of the principal portion of the lease liability are included in financing activities. Payments relating to the interest component of the lease liability are included in operating activities. Short-term lease payments and payments for leases of low-value assets are included in operating activities. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made. The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever: · The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate. · The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used). · A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. The right-of-use asset comprises the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. It is subsequently measured at cost less accumulated depreciation and impairment losses. Whenever the Company incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognized and measured under IAS 37. To the extent that the costs relate to a right-of-use asset, the costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories. Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease. The right-of-use asset is presented under Property, Plant and Equipment in the consolidated statement of financial position, in the category Buildings and leasehold improvements. As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient. Policies applicable before January 1, 2019 (i) Determining whether an arrangement contains a lease At inception of an arrangement, the Company determines whether such an arrangement is or contains a lease. At inception or on reassessment of an arrangement that contains a lease, the Company separates payments and other consideration required by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Company concludes for a finance lease that it is impracticable to separate the payments reliably, then an asset and a liability are recognized at an amount equal to the fair value of the underlying asset. Subsequently, the liability is reduced as payments are made and an imputed finance cost on the liability is recognized using the Company’s incremental borrowing rate. (ii) Leased assets Assets held by the Company under leases that transfer to the Company substantially all of the risks and rewards of ownership are classified as finance leases. The leased assets are measured initially at an amount equal to the lower of their fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the assets are accounted for in accordance with the accounting policy applicable to that asset. Assets held under other leases are classified as operating leases and are not recognized in the Company’s statement of financial position. (iii) Lease payments Payments made under operating leases are recognized in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognized as an integral part of the total lease expense, over the term of the lease. Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. |
New standards and interpretatio
New standards and interpretations not yet adopted | 12 Months Ended |
Dec. 31, 2020 | |
New standards and interpretations not yet adopted | |
New standards and interpretations not yet adopted | 4. New standards and interpretations not yet adopted A number of new standards, amendments to standards and interpretations are effective for annual periods beginning after January 1, 2021 and have not been applied in preparing these consolidated financial statements. There are no standards that are not yet effective and that would be expected to have a material impact on the Company in the current or future reporting periods and on foreseeable future transactions. The Company does not plan to adopt these standards early. |
Financial Risk Management
Financial Risk Management | 12 Months Ended |
Dec. 31, 2020 | |
Financial Risk Management | |
Financial Risk Management | 5. Financial Risk Management 5.1 Financial risk factors The Company’s activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk. The Company’s overall financial risk management seeks to minimize potential adverse effects resulting from unpredictability of financial markets on the Company’s financial performance. Financial risk management is carried out by the finance department. The finance department identifies and evaluates financial risks and proposes mitigating actions if deemed appropriate. (a) Market risk Market risk is the risk that changes in market prices – such as foreign exchange rates, interest rates and equity prices – will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. Foreign exchange risk Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities in foreign currencies, primarily with respect to the U.S. dollar. The Company has an exposure associated with the time delay between entering into a contract, budget or forecast and the realization thereof. The Company operates a foreign exchange policy to manage the foreign exchange risk against the functional currency based on the Company’s cash balances and the projected future spend per major currency. At year-end, a substantial amount of our cash balances are denominated in U.S. Dollars. This amount reflects our current expectation of future expenditure in U.S. dollars. At December 31, 2020 there was a net asset in U.S. dollars of € 22,237,000 (2019: € 39,004,000. Foreign currency denominated receivables and trade payables are short term in nature (generally 30 to 45 days). As a result, the foreign exchange results recognized in 2020 and 2019 are mainly caused by the cash balance denominated in U.S. dollars. A reasonably possible weakening of the U.S. dollar by 10% against the functional currency of the Company at December 31, 2020 would have increased our net loss by € 2,224,000 (2019: € 3,900,000). A 10% strengthening of the U.S. dollar against the functional current of the Company would have an equal but opposite effect on our net loss. The analysis assumes that all other variables, in particular interest rates, remain constant. Price risk The market prices for the production of preclinical and clinical materials and services as well as external contracted research may vary over time. Currently, the commercial prices of any of the Company’s product candidates is uncertain. When the development products near the regulatory approval date or potential regulatory approval date, the uncertainty of the potential sales price decreases. The Company is not exposed to commodity price risk. Furthermore, the Company does not hold investments designated for sale, therefore are not exposed to equity securities price risk. Cash flow and fair value interest rate risk The Company’s exposure to interest rate risks is limited due to the use of loans with fixed rates. The Company has several loans with fixed interest rates, totaling € 17,324,000 at December 31, 2020 (2019: € 13,052,000). Details on the interest rates and maturities of these loans are provided in Note 13. (b) Credit risk Credit risk represents the risk of financial loss caused by default of the counterparty. The Company has no large receivables balances with external parties. The Company’s principal financial assets are cash and cash equivalents which are held at ABN Amro, Rabobank and Wells Fargo. Our cash management policy is focused on preserving capital, providing liquidity for operations and optimizing yield while accepting limited risk (Short-term credit ratings must be rated A‑1/P‑1/F1 at a minimum by at least one of the Nationally Recognized Statistical Rating Organizations (NRSROs) specifically Moody’s, Standard & Poor’s or Fitch. Long-term credit rating must be rated A2 or A at a minimum by at least one NRSRO). At December 31, 2020 and December 31, 2019, substantially all of our cash and cash equivalents were held at three large institutions, Rabobank, ABN Amro and Wells Fargo. All institutions are highly rated (ratings of Aa3, A1 and A2 for Rabobank, ABN Amro and Wells Fargo respectively) with sufficient capital adequacy and liquidity metrics. There are no financial assets past due date or impaired. No credit limits were exceeded during the reporting period. (c) Liquidity risk Liquidity risk represents the risk that an entity will encounter difficulty in meeting obligations associated with its financial liabilities. Prudent liquidity risk management implies ensuring sufficient availability of cash resources for funding of operations and planning to raise cash if and when needed, either through issue of shares or through credit facilities. Management monitors rolling forecasts of the Company’s liquidity reserve on the basis of expected cash flow. The table below analyzes ProQR’s undiscounted liabilities into relevant maturity groupings based on the remaining period at year-end until the contractual maturity date: Less than Between 1 Between 2 1 year and 2 years and 5 years Over 5 years (€ in thousands) At December 31, 2020 Borrowings 2,391 6,674 13,808 — Lease liabilities 2,079 2,079 6,235 11,432 Trade payables and other payables 7,067 — — — Total 11,537 8,753 20,043 11,432 At December 31, 2019 Borrowings 343 10,054 4,790 322 Lease liabilities 513 — — Trade payables and other payables 10,142 — — — Total 10,998 10,054 4,790 322 5.2 Capital risk management The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders, benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders (although at this time the Company does not have retained earnings and is therefore currently unable to pay dividends), return capital to shareholders, issue new shares or sell assets to reduce debt. The total amount of equity as recorded on the balance sheet is managed as capital by the Company. 5.3 Fair value measurement For financial instruments that are measured on the balance sheet at fair value, IFRS 13 requires disclosure of fair value measurements by level of the following fair value measurement hierarchy: · quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1); · inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2); and · inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3). Fair value of financial liabilities that are measured at fair value on a recurring basis Some of the Company’s financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial liabilities are determined (in particular, the valuation technique and inputs used). Relationship and sensitivity of significant unobservable inputs to fair value Valuation technique Significant unobservable Financial liabilities and key inputs inputs Warrants and conversion options Black-Scholes model. The following variables were taken into consideration: current underlying price of the Company's shares, options strike price, expected life, historical volatility of ProQR share returns over a period equal to the expected life, risk-free rate: based on the US Treasury yield curve rates per the valuation date (interpolated) for the expected life. None Not applicable Warrants and conversion options are measured using valuation methods based on so-called Level 2 inputs. Level 2 inputs are inputs other than quoted prices that are observable for the liability, either directly or indirectly. The carrying amount of all financial assets and financial liabilities is a reasonable approximation of the fair value and therefore information about the fair values of each class has not been disclosed. Share options granted to employees and consultants are measured at the fair value of the equity instruments granted. Fair value is determined through the use of an option-pricing model considering, among others, the following variables: · the exercise price of the option; · the expected life of the option; · the current value of the underlying shares; · the expected volatility of the share price; · the dividends expected on the shares; and · the risk-free interest rate for the life of the option. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2020 | |
Segment Information | |
Segment Information | 6. Segment Information The Company operates in one reportable segment, which comprises the discovery and development of innovative, RNA based therapeutics. The management board is identified as the chief operating decision maker. The management board reviews the operating results regularly to make decisions about resources and to assess overall performance. The Company has not generated any revenues since inception. Substantially all non-current assets of the Company are located in the Netherlands. The amounts provided to the management board with respect to total assets and liabilities are measured in a manner consistent with that of the financial statements. |
Property, Plant and Equipment (
Property, Plant and Equipment ('PP&E') | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment ('PP&E") | |
Property, Plant and Equipment ('PP&E') | 7. Property, plant and equipment (‘PP&E’) Buildings and leasehold Laboratory improvements equipment Other Total (€ in thousands) (€ in thousands) (€ in thousands) (€ in thousands) Balance at January 1, 2019 Cost 4,233 2,285 1,322 7,840 Accumulated depreciation (1,098) (1,488) (1,031) (3,617) Carrying amount 3,135 797 291 4,223 Additions 141 694 — 835 Depreciation (1,485) (433) (134) (2,052) Effect of lease modification (note 22) (566) — — (566) Disposals — — — — Movement for the period (1,910) 261 (134) (1,783) Balance at December 31, 2019 Cost 3,808 2,979 1,322 8,109 Accumulated depreciation (2,583) (1,921) (1,165) (5,669) Carrying amount 1,225 1,058 157 2,440 Balance at January 1, 2020 Cost 3,808 2,979 1,322 8,109 Accumulated depreciation (2,583) (1,921) (1,165) (5,669) Carrying amount 1,225 1,058 157 2,440 Additions 244 655 25 924 Depreciation (1,750) (498) (107) (2,355) Recognition of right-of-use asset 16,332 — — 16,332 Effect of lease modification (note 22) 1,260 — — 1,260 Disposals — — — — Movement for the period 16,086 157 (82) 16,161 Balance at December 31, 2020 Cost 21,644 3,634 1,347 26,625 Accumulated depreciation (4,333) (2,419) (1,272) (8,024) Carrying amount 17,311 1,215 75 18,601 The depreciation charge for 2020 is included in the research and development costs for an amount of € 1,789,000 (2019: €1,583,000) and in the general and administrative costs for an amount of € 566,000 (2019: € 469,000). Buildings and leasehold improvements include a right-of-use asset relating to the lease of our Leiden office and laboratory space, with a carrying amount of € 16,775,000 at December 31, 2020 (2019: € 606,000). |
Investments in associates
Investments in associates | 12 Months Ended |
Dec. 31, 2020 | |
Investments in associates | |
Investments in associates | 8. Investments in associates In May 2019, the Company acquired a non-controlling interest in Wings Therapeutics Inc. as part of the strategic spin out of the Dystrophic Epidermolysis Bullosa (DEB) activities. Wings Therapeutics Inc. was formed and financed by EB Research Partnership (EBRP), the largest global non-profit dedicating to treating and curing EB. Wings Therapeutics focuses on developing therapies for DEB and continues to conduct the ongoing clinical trial with QR-313 targeting exon 73 as well as progress other RNA molecules that are designed for other mutations that cause DEB. Investment in associate (€ in thousands) Balance at January 1, 2019 Gain on initial recognition of investment in associate 949 Share of loss from continuing operations (520) Balance at December 31, 2019 429 Share of loss from continuing operations (322) Balance at December 31, 2020 107 |
Social Security and Other Taxes
Social Security and Other Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Social Security and Other Taxes | |
Social Security and Other Taxes | 9. Social Security and Other Taxes December 31, December 31, 2020 2019 (€ in thousands) Value added tax 421 557 Wage tax — 293 421 850 All receivables are considered short-term and due within one year. |
Prepayments and Other Receivabl
Prepayments and Other Receivables | 12 Months Ended |
Dec. 31, 2020 | |
Prepayments and Other Receivables. | |
Prepayments and Other Receivables | 10. Prepayments and Other Receivables December 31, December 31, 2020 2019 (€ in thousands) Prepayments 3,383 1,526 Other receivables 379 340 3,762 1,866 All receivables are considered short-term and due within one year. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2020 | |
Cash and Cash Equivalents. | |
Cash and Cash Equivalents | 11. Cash and Cash Equivalents December 31, December 31, 2020 2019 (€ in thousands) Cash at banks 75,838 111,950 Bank deposits — — 75,838 111,950 The cash at banks is at full disposal of the Company. |
Shareholders_ Equity
Shareholders’ Equity | 12 Months Ended |
Dec. 31, 2020 | |
Shareholders’ Equity | |
Shareholders’ Equity | 12. Shareholders’ Equity (a) Share capital Number of shares 2020 Number of shares 2019 Number of shares 2018 Ordinary Ordinary Ordinary Balance at January 1 53,975,838 43,149,987 36,425,014 Issued for cash 53,708 10,454,545 6,612,500 Issued for services 102,007 371,306 112,473 Exercise of share options 303,408 46,900 226,098 Treasury shares issued (transferred) (303,408) (46,900) (226,098) Balance at December 31 54,131,553 53,975,838 43,149,987 The authorized share capital of the Company amounting to € 7,200,000 consists of 90,000,000 ordinary shares and 90,000,000 preference shares with a par value of € 0.04 per share. At December 31, 2020, 54,131,553 ordinary shares were issued and fully paid, of which 3,926,743 were held by the Company as treasury shares (2019: 4,230,151). In September 2018, the Company consummated an underwritten public offering and concurrent registered direct offering of 6,612,500 ordinary shares at an issue price of $ 15.75 per share. The gross proceeds from this offering amounted to € 89,983,000 while the transaction costs amounted to € 5,792,000, resulting in net proceeds of € 84,191,000. In November 2018, the Company issued 112,473 shares in the aggregate amount of $ 2,500,000, at $ 22.23 (€ 19.46) per share to Ionis Pharmaceuticals, Inc. Under the terms of the agreement, an upfront payment in ordinary shares to its common stock was made to Ionis upon signing the worldwide license agreement. The Company was granted an exclusive worldwide license to QR-1123 and relevant patents. The Company will also make future milestone payments, certain of which will be made in equity and others in cash or equity at the company’s discretion, and royalties on net sales of 20% through the royalty term. On November 7, 2018, the Company filed a shelf registration statement, which permitted: (a) the offering, issuance and sale by the Company of up to a maximum aggregate offering price of $ 300,000,000 of its ordinary shares, warrants and/or units; and (b) as part of the $ 300,000,000, the offering, issuance and sale by us of up to a maximum aggregate offering price of $ 75,000,000 of its ordinary shares that may be issued and sold under a sales agreement with H.C. Wainwright & Co in one or more at-the-market offerings. In October 2019, the Company consummated an underwritten public offering of 10,454,545 ordinary shares at an issue price of $ 5.50 per share. The gross proceeds from this offering amounted to € 51,597,000 while the transaction costs amounted to € 3,047,000, resulting in net proceeds of € 48,550,000. In December 2019, the Company issued 371,306 shares in the aggregate amount of $ 3,501,000, at $ 9.43 (€ 8.51) per share to Ionis Pharmaceuticals, Inc. Under the terms of the agreement, the second installment of the upfront payment in ordinary shares to the Company’s common stock was made to Ionis upon the dosing of the first patient in the phase 1/2 Aurora clinical trial for QR-1123. In March 2020, the Company terminated its sales agreement with H.C. Wainwright & Co and entered into a sales agreement, which permitted the offering, issuance and sale by the Company of up to a maximum aggregate offering price of $ 75,000,000 of its ordinary shares that may be issued and sold in one or more at-the-market offerings with Citigroup Global Markets, Inc. and Cantor Fitzgerald & Co. In 2020, no shares were issued pursuant to this ATM facility. (b) Equity settled employee benefit reserve The costs of share options for employees, members of the Supervisory Board and members of the Management Board are recognized in the income statement, together with a corresponding increase in equity during the vesting period, taking into account (deferral of) corporate income taxes. The accumulated expense of share options recognized in the income statement is shown separately in the equity category ‘equity settled employee benefit reserve’ in the ‘statement of changes in equity’. On September 25, 2017, we established a Dutch foundation named Stichting Bewaarneming Aandelen ProQR for holding shares in trust for employees, members of the Management Board and members of the Supervisory Board of the Company and its group companies who from time to time will exercise options under the Company’s equity incentive plans. (c) Translation reserve The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations. (d) Share options The Company operates an equity-settled share-based compensation plan which was introduced in 2013. Options may be granted to employees, members of the Supervisory Board, members of the Management Board and consultants. The compensation expenses included in operating costs for this plan were € 7,838,000 in 2020 (2019: € 5,948,000), of which € 4,423,000 (2019: € 3,323,000) was recorded in general and administrative costs and € 3,415,000 (2019: € 2,625,000) was recorded in research and development costs based on employee allocation. Options granted under this stock option plan are exercisable once vested. Any vesting schedule may be attached to the granted options, however the typical vesting period is four years (25% after every year). The options expire ten years after date of grant. Options granted under the stock option plan are granted at exercise prices which equal the fair value of the ordinary shares of the Company at the date of the grant. The fair value of the options is estimated at the date of grant using the Black-Scholes option-pricing model, with on average the following assumptions: Options granted Options granted Options granted in 2020 in 2019 in 2018 Risk-free interest rate 1.432 % 2.430 % 2.223 % Expected dividend yield — % — % — % Expected volatility 78.7 % 80.2 % 80.9 % Expected life in years 5 years 5 years 5 years The resulting weighted average grant date fair value of the options amounted to € 5.01 in 2020 (2019: € 7.71). The stock options granted have a 10-year life following the grant date and are assumed to be exercised five years from date of grant for all awards. Movements in the number of options outstanding and their related weighted average exercise prices are as follows: 2020 2019 2018 Number of Average Number of Average Number of Average options exercise price options exercise price options exercise price Balance at January 1 5,575,454 € 5.80 4,511,512 € 4.24 3,331,875 € 4.78 Granted 1,851,056 € 7.88 1,237,506 € 11.77 1,570,366 € 3.11 Forfeited (85,584) € 7.14 (119,338) € 9.35 (142,467) € 4.29 Exercised (303,408) € 2.34 (46,900) € 4.18 (226,098) € 4.02 Expired (16,283) € 8.26 (7,326) € 8.76 (22,164) € 6.42 Balance at December 31 7,021,235 € 6.47 5,575,454 € 5.80 4,511,512 € 4.24 Exercisable at December 31 3,401,449 2,521,477 1,683,731 The options outstanding at December 31, 2020 had an exercise price in the range of € 1.11 to € 20.34 (2019: € 1.11 to € 20.34) and a weighted-average contractual life of 7.0 years (2019: 7.2 years). The weighted-average share price at the date of exercise for share options exercised in 2020 was € 7.11 (2019: € 12.47). Please refer to note 24 for the options granted to key management personnel. |
Borrowings
Borrowings | 12 Months Ended |
Dec. 31, 2020 | |
Borrowings | |
Borrowings | 13. Borrowings December 31, December 31, 2020 2019 (€ in thousands) Innovation credit 2,770 7,191 Accrued interest on innovation credit 307 3,124 Convertible loans 13,812 2,473 Accrued interest on convertible loans 435 264 Total borrowings 17,324 13,052 Current portion (1,135) (343) Total non-current borrowings 16,189 12,709 Innovation credit (“Innovatiekrediet”) On June 1, 2012, ProQR was awarded an Innovation credit by the Dutch government, through its agency RVO of the Ministry of Economic Affairs, for the Company’s cystic fibrosis program. Amounts were drawn under this facility in the course of the years 2013 through 2017. The credit covers 35% of the costs incurred in respect of the program up to € 5,000,000. The credit was interest-bearing at a rate of 10% per annum. In June 2020, ProQR received a final waiver of the full amount of the Innovation credit, including accumulated interest. Consequently, the carrying amount of € 8,423,000, including accumulated interest, was recognized in other income (under grant income) in 2020. On December 10, 2018 ProQR was awarded an Innovation credit for the sepofarsen program. Amounts will be drawn under this facility from 2018 through 2022. The credit of € 4,755,000 will be used to conduct the Phase 2/3 clinical study and efforts to obtain regulatory and ethical market approval (NDA/MAA) of sepofarsen for LCA10, of which € 2,770,000 had been received at December 31, 2020. The credit, including accrued interest of 10% per annum, is repayable depending on obtaining market approval. The assets which are co-financed with the granted innovation credit are subject to a right of pledge for the benefit of RVO. Convertible loans In July 2020, the Company entered into a convertible debt financing agreement with Pontifax Medison Debt Financing. Under the agreement, the Company will have access to up to $ 30 million in convertible debt financing in three tranches of $ 10 million each that will mature over a 54-month period and have an interest-only period of 24 months. One tranche of $ 10 million had been drawn down as at December 31, 2020. A second close of the convertible debt financing agreement was completed in August 2020 with Kreos Capital. Under the second agreement, the Company will have access to up to € 15 million in convertible debt financing in three tranches of € 5 million each that will mature over a 54-month period and have an interest-only period of 24 months. One tranche of € 5 million had been drawn down as at December 31, 2020. Pontifax and/or Kreos may elect to convert the outstanding loans into ProQR ordinary shares at any time prior to repayment at a fixed conversion price of $7.88 per share. ProQR also has the ability to convert the loans into its ordinary shares, at the same conversion price, if the Company’s stock price reaches a pre-determined threshold. In connection with the loan agreement, the Company issued to Pontifax and Kreos warrants to purchase up to an aggregate of 302,676 shares of its common stock at a fixed exercise price of $7.88. Pontifax’ conversion option and warrants are accounted for as embedded derivatives and are recognized separately from the host contract as financial liabilities at fair value through profit or loss. The host contract is recognized at amortized cost. The Kreos loan is accounted for as a compound financial instrument. The liability component is recognized at amortized cost. The equity component is initially recognized at fair value as option premium on convertible loan and will not be subsequently remeasured. Kreos’ warrants are accounted for as embedded derivatives and are recognized as financial liabilities at fair value through profit or loss. As security for the Pontifax and Kreos convertible loans, the Company has pledged the following items, with their respective carrying amounts as at December 31, 2020: cash at banks with a carrying amount of € 75,838,000, other receivables with a carrying amount of € 379,000, investments in associates with a carrying amount of € 107,000, leasehold improvements with a carrying amount of € 536,000 and equipment with a carrying amount of € 1,215,000. Convertible loans were issued to Amylon Therapeutics B.V. in 2018 and 2019 and are interest-bearing at an average rate of 8% per annum. They are convertible into a variable number of ordinary shares within 36 months at the option of the holder or the Company in case financing criteria are met. Any unconverted loans become payable on demand after 24 – 36 months in equal quarterly terms. In March 2018, the Company entered into a convertible loan, pursuant to which we borrowed an aggregate of € 260,000 from the lender. The loan bore interest at a rate of 3% per annum. The outstanding principal and interest under the loan were converted into ordinary shares in May 2020. |
Current liabilities
Current liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Current liabilities | |
Current liabilities | 14. Current Liabilities December 31, December 31, 2020 2019 (€ in thousands) Borrowings 1,135 343 Lease liabilities 1,260 508 Derivative financial instruments 839 — Trade payables 221 445 Current income tax liability — 64 Social securities and other taxes 22 108 Pension premiums 6 2 Deferred income 700 711 Accrued expenses and other liabilities 6,118 8,812 10,301 10,993 At December 31, 2020, current liabilities included derivative financial instruments consisting of conversion options and warrants issued in connection with our convertible loans, which are described in Note 13. At December 31, 2020 and 2019, current liabilities included deferred income resulting from funds received for our research and innovation programs. Accrued expenses and other liabilities consisted principally of accruals for services provided by vendors not yet billed, payroll-related accruals and other miscellaneous liabilities. |
Other income
Other income | 12 Months Ended |
Dec. 31, 2020 | |
Other income | |
Other income | 15. Other income 2020 2019 2018 (€ in thousands) Grant income 9,307 1,778 5,378 Rental income from property subleases — — 174 Other income 145 155 209 9,452 1,933 5,761 In June 2020, ProQR received a final waiver of the full amount of the Innovation credit for the Company’s cystic fibrosis program. Consequently, the carrying amount of € 8,423,000, including accumulated interest, was recognized in grant income in 2020. On February 9, 2018, the Company entered into a partnership agreement with Foundation Fighting Blindness (FFB), under which FFB has agreed to provide funding of $ 7,500,000 for the preclinical and clinical development of QR‑421a for Usher syndrome type 2A targeting mutations in exon 13. FFB grant income amounted to € 624,000 in 2020 compared to € 1,312,000 in 2019. On June 5, 2018, the Company entered into a partnership agreement with EB Research Partnership (EBRP) and EB Medical Research Foundation (EBMRF) under which EBRP and EBMRF have agreed to provide funding of $ 5,000,000 for the clinical development of QR‑313 for Dystrophic Epidermolysis Bullosa targeting mutations in exon 73. The EBRP/EBMRF grant agreement was terminated on March 26, 2019 as part of the strategic spin out of the Dystrophic Epidermolysis Bullosa (DEB) activities into a newly formed company, Wings Therapeutics. As such, no grant income was recognized in 2020 and 2019 related to this grant. In 2018, € 1,301,000 had been recognized as other income. In 2015, the European Commission (EC) through its Horizon 2020 program awarded us and our academic partners a grant of € 5,997,000 to support the clinical development of eluforsen (ProQR: € 4,627,000). Horizon 2020 is one of the largest research and innovation programs in the European Union with nearly € 80 billion in available funding for qualified projects from 2014 to 2020. This program has ended at December 31, 2017 and the final amount of € 1,300,000 was recognized as other income in 2018. |
Research and Development costs
Research and Development costs | 12 Months Ended |
Dec. 31, 2020 | |
Research and Development costs | |
Research and Development Costs | 16. Research and Development Costs Research and development costs amounted to € 38,135,000 in 2020 (2019: € 46,491,000, 2018: € 29,514,000) and comprise allocated employee costs, the costs of materials and laboratory consumables, the costs of external studies including, amongst others, clinical studies and toxicology studies and external research, license- and IP-costs and allocated other costs. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2020 | |
Employee Benefits | |
Employee Benefits | 17. Employee Benefits 2020 2019 2018 (€ in thousands) Wages and salaries 13,251 13,187 11,558 Social security costs 1,710 1,433 1,346 Pension costs — defined contribution plans 1,037 910 868 Equity-settled share based payments 7,838 5,948 3,224 23,836 21,478 16,996 Average number of employees for the period 156.3 139.8 127.7 Employees per activity at December 31 (converted to FTE): December 31, 2020 December 31, 2019 December 31, 2018 Research and Development 113.8 118.3 89.2 General and Administrative 36.6 36.1 29.6 Total number of employees at December 31 (converted to FTE) 150.4 154.4 118.8 Of all employees 135.3 FTE are employed in the Netherlands (2019: 143.1 FTE). Included in the wages and salaries for 2020 is a credit of € 1,379,000 (2019: € 714,000, 2018: € 1,294,000) with respect to WBSO subsidies. |
Financial Income and Expense
Financial Income and Expense | 12 Months Ended |
Dec. 31, 2020 | |
Financial Income and Expense | |
Financial Income and Expense | 18. Financial Income and Expense 2020 2019 2018 (€ in thousands) Interest income: Current accounts and deposits 313 763 189 Interest costs: Current accounts and deposits (129) — — Loans and borrowings (1,911) (1,083) (810) Foreign exchange result: Net foreign exchange benefit/(loss) (1,989) 722 (171) (3,716) 402 (792) |
Results related to financial li
Results related to financial liabilities measured at fair value through profit or loss | 12 Months Ended |
Dec. 31, 2020 | |
Results related to financial liabilities measured at fair value through profit or loss | |
Results related to financial liabilities measured at fair value through profit or loss | 19. Results related to financial liabilities measured at fair value through profit or loss In 2020, results related to financial liabilities measured at fair value through profit or loss represent changes in the fair value of derivative financial instruments since their initial recognition. These derivative financial instruments consist of conversion options and warrants issued in connection with our convertible loans, which are described in Note 13. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Income Taxes | 20. Income Taxes The calculation of the tax charge is as follows: 2020 2019 2018 (€ in thousands) Income tax based on domestic rate 11,542 14,261 9,106 Tax effect of: Different tax rates in foreign jurisdictions 16 17 — Non-deductible expenses (2,742) (1,501) (818) Share- and loan-issue expenditures that are taxable 174 843 1,448 Change in unrecognized deductible temporary differences (44) (7) (25) Current year losses for which no deferred tax asset was recognized (9,029) (13,703) (9,712) True-up for prior year (41) (42) — Income tax charge (124) (132) (1) Effective tax rate — % — % — % The Company recognizes deferred tax assets arising from unused tax losses or tax credits only to the extent that the Company has sufficient taxable temporary differences or there is convincing evidence that sufficient taxable profit will be available against which the unused tax losses or unused tax credits can be utilized. Management’s judgment is that such convincing evidence is currently not sufficiently available and a deferred tax asset is therefore only recognized to the extent that the Company has sufficient taxable temporary differences. Consequently, the Company has not recognized a deferred tax asset related to operating losses. As per December 31, 2020, the Company has a total amount of € 254.2 million (2019: € 218.1 million, 2018: € 162.6 million) tax loss carry-forwards available for offset against future taxable profits. According to current tax regulations, an amount of € 0.5 million of our total loss carry-forwards will expire in 2021. On October 5, 2020, the Dutch State Secretary for Finance submitted an amendment to the Tax Plan 2021 to the House of Representatives, which provides for changes in the loss offset rules. Effective from January 1, 2022, losses may be carried forward indefinitely. However, the offset of losses will be limited in a given year against the first € 1 million of taxable profit. For taxable profit in excess of this amount, losses may only be offset up to 50% of this excess. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share | |
Earnings Per Share | 21. Earnings Per Share (a) Basic and diluted earnings per share Basic earnings per share are calculated by dividing the result attributable to owners of the Company by the weighted average number of shares outstanding during the year. 2020 2019 2018 Result attributable to owners of the Company (€ in thousands) (46,565) (56,480) (36,894) Weighted average number of shares outstanding 50,060,565 41,037,244 34,052,520 Basic (and diluted) earnings per share (€ per share) € (0.93) € (1.38) € (1.08) (b) Diluted earnings per share For the periods included in these financial statements, the share options are not included in the diluted earnings per share calculation as the Company was loss-making in all periods. Due to the anti-dilutive nature of the outstanding options, basic and diluted earnings per share are equal. (c) Dividends per share The Company did not declare dividends for any of the years presented in these financial statements. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases | |
Leases | 22. Leases The Company leases office and laboratory facilities of 4,795 square meters at Zernikedreef in Leiden, the Netherlands, where our headquarters and our laboratories are located. The current lease agreement for these facilities terminates on June 30, 2031 and may be renewed for subsequent 5-year terms. The lease agreement contains no significant dismantling requirements. The lease liability and the corresponding right-of-use asset for the Leiden office and laboratory facilities initially recognized on January 1, 2019 both amounted to € 2,359,000. In September 2019, the lease agreement was modified, resulting in a reduction in the carrying amount of the right-of-use asset of € 566,000 and a reduction in the lease liability of € 590,000. The modification consisted of a change in the termination date from December 31, 2020 to June 30, 2020, as a result of the new lease commencing on July 1, 2020. A new 10-year lease agreement for the Leiden office and laboratory facilities was accounted for as of commencement date July 1, 2020. This 10-year period was extended by 1 year to an 11-year period in December 2020. The lease contract may be extended for subsequent 5-year periods. As the Company is not reasonably certain to exercise these extension options, these are not included in the lease term. The lease liability and the corresponding right-of-use asset for this new lease contract, initially recognized on July 1, 2020, amounted to €16,203,000 and € 16,332,000, respectively. The original 10-year period was extended by 1 year to an 11-year period in December 2020. This modification resulted in an increase in the carrying amounts of the lease liability and the right-of-use asset of € 1,260. The following table summarizes the relevant disclosures in relation to our leases in 2020 and 2019: 2020 2019 (€ in thousands) (€ in thousands) Depreciation charge for right-of-use asset 1,422 1,187 Interest expense on lease liability 409 48 Expense relating to short-term leases 141 189 Total cash outflow for leases 1,014 1,310 Additions to right-of-use assets during the period 17,591 — The carrying amount of the right-of-use asset at the end of the reporting period is disclosed in note 7 Property, Plant & Equipment. A maturity analysis of our lease liability is included in note 5 Financial Risk Management under (c) Liquidity risk. The total undiscounted commitment for the new lease agreement to which the Company had committed at December 31, 2020 amounts to € 21,825,000. This amount does not include potential commitments that may arise from contractual extension options, as the Company is not reasonably certain that any extension options will be exercised. The lease expenditure charged to the income statement in 2018 amounted to € 1,813,000. The Company leased out a part of its office in the U.S. and the Netherlands during early 2018. In 2020 and 2019, total sublease income amounted to € nil (2018: € 174,000). In 2018, sublease income was recorded in other income. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 23. Commitments and Contingencies (a) Claims There are no claims known to management related to the activities of the Company. (b) Patent license agreements On October 26, 2018, the Company and Ionis Pharmaceuticals, Inc. entered into a License Agreement, pursuant to which Ionis granted an exclusive, worldwide, royalty-bearing license to us to develop and commercialize certain pharmaceutical products, including the product designated by Ionis as IONIS-RHO-2.5Rx, which has been re-designated by us as QR-1123, for the prevention or treatment of retinitis pigmentosa in humans, including patient screening. Ionis also granted to the Company certain sub-license rights. Under the License Agreement, we are required to make an upfront payment of an aggregate of up to $ 6.0 million in installments, and certain payments up to an aggregate of $ 20.0 million upon the satisfaction of certain development and sales milestones. In addition, Ionis is entitled to royalty payments in the low double digits of aggregate annual net sales, subject to minimum sales in certain circumstances, and subject to reduced rates in certain circumstances. The royalty term lasts on a product-by-product and country-by-country basis, until the later of the expiration of the patent rights licensed to us and the expiration of regulatory-based exclusivity for such product in such country. The License Agreement may also be terminated by either party based upon certain uncured material breach by, or insolvency of, the other party, or by us at any time with advanced notice. In connection with the upfront payments and development milestone payments, we also simultaneously entered into a Stock Purchase Agreement with Ionis, pursuant to which we agreed to issue an aggregate of $ 2.5 million of ordinary shares to satisfy the first installment upfront payment, and the remaining installment of the upfront payment in ordinary shares determined upon the due date of such installment. In addition, the Stock Purchase Agreement provides for the ability for us, at our discretion, to pay the development milestone payments in ordinary shares when such payments are due. We may not issue ordinary shares to Ionis to the extent that such issuance would result in Ionis owning in excess of 18.5% of our issued and outstanding shares, nor may we issue ordinary shares if such issuance, together with previous issuances under the Stock Purchase Agreement, would exceed 19.9% of our outstanding ordinary shares as of the date of the execution of the Stock Purchase Agreement. Under these circumstances, we are required to pay the remainder of the upfront and/or development milestone payments in cash. In addition, in connection with the Stock Purchase Agreement, we also entered into an Investor Agreement with Ionis, pursuant to which we agreed to register for resale the ordinary shares issued by us under the Stock Purchase Agreement, under the circumstances described in the Investor Agreement. The Investor Agreement also contains customary covenants related to our registration of such shares, preparation of filings in connection therewith and indemnification of Ionis. The Investor Agreement also contains lockup provisions prohibiting the disposition of our ordinary shares issued under the Stock Purchase Agreement for a period of 12 months from the applicable issuance date, as well as voting provisions requiring Ionis to vote its ordinary shares in accordance with the recommendations of our board of directors, in each case subject to certain exceptions. In April 2014 the Company entered into a Patent License Agreement with Radboud University Medical Center (Radboud) in the field of antisense oligonucleotide-based therapy for Leber congenital amaurosis (LCA). Under the terms of this license agreement, the Company has an exclusive, sublicensable, world-wide royalty-bearing license under certain Radboud patent rights to develop, make, have made, use, sell, offer for sale and import certain licensed products of Radboud for use in all prophylactic and therapeutic uses in the field of LCA. Pursuant to the terms of the license agreement, the Company is obligated to pay Radboud net-sales-related royalties which shall be determined on a product-by-product and country-by-country basis. If the Company is required to pay any third party royalties, it may deduct that amount from that which is owed to Radboud. Radboud shall provide human resources, materials, facilities and equipment that are necessary for preclinical and clinical trials and if the Company does not purchase such trial facilities from Radboud, it is required to pay an increased net-sales-related royalty. In the Company’s sole discretion, it may elect to convert the obligation to pay net-sales-related royalties into one of the two lump-sum royalty options contained in the license agreement, the amount of which depends on whether the Company elects to convert prior to or after regulatory approval has been filed. The license agreement will remain in effect until the date on which all of the relevant patent applications and all granted patents ensuing from such applications have expired or is terminated earlier in accordance with the agreement. Either party may terminate the agreement if the other party is in default of a material obligation under the agreement which has not been cured within 30 days of notice of such default. Either party may also terminate the agreement if the other party declares bankruptcy, dissolves, liquidates or is subject to other analogous proceedings. Radboud may also terminate the license agreement if the Company does not pay any amount owed under the agreement and such payment remains overdue for at least 30 days after receiving notice from Radboud of the amount due. In June 2015, the Company entered into another license agreement with Radboud. Under the terms of this license agreement, the Company has an exclusive, sublicensable, world-wide royalty-bearing license under certain Radboud patent rights to develop, make, have made, use, sell, offer for sale and import certain licensed products of Radboud for use in all prophylactic and therapeutic uses in the field of Usher syndrome. Pursuant to the terms of the license agreement, the Company is obligated to pay Radboud net-sales-related royalties which shall be determined on a product-by-product and country-by-country basis. If the Company is required to pay any third party royalties, it may deduct that amount from that which is owed to Radboud. Radboud shall provide human resources, materials, facilities and equipment that are necessary for preclinical and clinical trials and if the Company does not purchase such trial facilities from Radboud, it is required to pay an increased net-sales-related royalty. In the Company’s sole discretion, it may elect to convert the obligation to pay net-sales-related royalties into one of the two lump-sum royalty options contained in the license agreement, the amount of which depends on whether it elects to convert prior to or after regulatory approval has been filed. The license agreement will remain in effect until the date on which all of the relevant patent applications and all granted patents ensuing from such applications have expired or is terminated earlier in accordance with the agreement. Either party may terminate the agreement if the other party is in default of a material obligation under the agreement which has not been cured within 30 days of notice of such default. Either party may also terminate the agreement if the other party declares bankruptcy, dissolves, liquidates or is subject to other analogous proceedings. Radboud may also terminate the license agreement if the Company does not pay any amount owed under the agreement and such payment remains overdue for at least 30 days after receiving notice from Radboud of the amount due. In January 2018, the Company entered into a license agreement with Inserm Transfert SA and Assistance-Publique-Hôpiteaux de Paris. Under the terms of the agreement, the Company has a world-wide, exclusive, royalty-bearing license under patent rights belonging to Inserm Transfert SA and other co-owners to develop, have developed, make, have made, use, have used and sell, have sold or otherwise distribute certain licensed products related to antisense oligonucleotides for treating LCA and method of treatment claims relating to modulation of the splicing of the CEP290 gene product. The Company has the right to grant sublicenses to third parties subject to certain limitations such as the sublicensee’s activities not conflicting with the public order or ethical obligations of Inserm Transfert SA or any co-owner and not tarnishing the image of Inserm Transfert SA or any co-owner. In January 2020, the license agreement with Inserm Transfert SA and Assistance-Publique-Hôpiteaux de Paris was amended so as to include a world-wide, non-exclusive, royalty-bearing license under patent rights belonging to Inserm Transfert SA and other co-owners to develop, have developed, make, have made, use, have used and sell, have sold or otherwise distribute certain licensed products for us in a method for antisense oligonucleotide-mediated exon skipping in the retina. In partial consideration of the rights and licenses granted by the license agreement, the Company is required to pay a lumpsum payment and an annual license maintenance fee, as well as to make payments upon the completion of certain milestones: completion of a clinical trial more advanced than First in Man, such as a phase IIb; and the first marketing authorization or any foreign equivalent for a first product. In further consideration of the rights and license granted under the agreement, the Company shall pay to Inserm Transfert SA a running royalty on net sales of products sold by us or our sublicensee. Unless terminated earlier pursuant to termination provisions of Agreement, the license agreement will remain in effect on a country-by-country basis, until the later to occur of the following events (i) the invalidation or expiration of the last to expire or to be invalidated patent rights which covers the manufacture, use or sale of the product in said country or until the expiration of the exclusive commercialization right granted by a regulatory agency to a product as an orphan drug or (ii) five years after the first commercial sale of a product in the country in which the product is sold. The agreement may be terminated by either party in the event of an uncured breach by the other party. Inserm Transfert SA may terminate the agreement if we become the subject of voluntary or involuntary winding-up proceedings or judicial recovery, if the Company or its sublicensees interrupt development activities for at least one year, if the Company or its sublicensees interrupt commercialization for more than twelve months after the first commercialization in a country, if the Company does not commercialize a product within two years following our obtaining of marketing approval in a country, or if the Company or our sublicensees do not put a product into commercial use and do not keep products reasonably available to the public within twelve years of the effective date of the agreement. In January 2016, the Company entered into an agreement with Leiden University Medical Center (LUMC) which gives us a world-wide, exclusive, royalty-bearing license in the field of amyloid beta related diseases, notably Alzheimer’s disease and HCHWA-D, under certain patent rights of LUMC regarding antisense oligonucleotide based therapies. This license agreement contains certain diligence obligations for the Company coupled to milestone payments and complements the Company’s intellectual property relating to its CNS program. On September 12, 2017, this program was transferred to Amylon Therapeutics B.V., in which the Company maintains a majority ownership interest. In January 2017, the Company entered into an agreement with LUMC, which gives us a world-wide, exclusive, royalty-bearing license in the field of Huntington’s disease, under certain patent rights of LUMC regarding antisense oligonucleotide based therapies. This license agreement contains certain diligence obligations for the Company coupled to milestone payments and complements the Company’s intellectual property relating to the HD program. In February 2019, the Company entered into an agreement with the University of Rochester, New York, which gives us a world-wide, exclusive, royalty-bearing, sublicensable license in the field of antisense oligonucleotides for use in nucleotide specific RNA editing through pseudouridylation, under certain patent rights of University of Rochester. This license agreement contains certain diligence obligations for the Company coupled to milestone payments and complements the Company’s intellectual property relating to the Axiomer/pseudouridylation program. In September 2020, the Company entered into an agreement with Vico Therapeutics B.V., which gives us a world-wide, exclusive, royalty-bearing, sublicensable license in the field of the prophylactic and therapeutic use of antisense oligonucleotide for the treatment of Fuch’s Endothelial Corneal Dystrophy (FECD) caused by a trinucleotide repeat, under certain patent rights of Vico Therapeutics B.V. In partial consideration of the rights and licenses granted by the license agreement, the Company is required to make annual maintenance payments. Unless terminated earlier in accordance with this the license agreement, the agreement will stay in effect until the expiration of all of the licensed patent rights. The license agreement may be terminated by either party in the event of an uncured breach by the breaching party. Vico Therapeutics B.V. may terminate the license agreement if the Company applies for an order or an order is made declaring the Company bankrupt or granting the Company suspension of payments, or a liquidator is appointed for the Company, or the Company is dissolved, liquidated, or ceases to carry on all or a substantial part of its business or a decision is taken to that effect, or in the event uncured payment defaults. (c) Clinical support agreements On February 9, 2018, the Company entered into an agreement with Foundation Fighting Blindness (FFB), under which FFB will provide funding of $ 7.5 million (€ 6.1 million) to advance QR‑421a into the clinic and will receive future milestone payments. Pursuant to the terms of the agreement, the Company is obligated to make a one-time milestone payment to FFB of up to $ 37.5 million (€ 30.6 million), payable in four equal annual installments following the first commercial sale of QR‑421a, the first of which is due within 60 days following the first commercial sale. The Company is also obligated to make a payment to FFB of up to $ 15 million (€ 12.2 million) if it transfers, sells or licenses QR‑421a other than for certain clinical or development purposes, or if the Company enters into a change of control transaction. However, the payment in the previous sentence may be set-off against the $ 37.5 million milestone payment. Either FFB or the Company may terminate the agreement for cause, which includes the Company’s material failure to achieve certain commercialization and development milestones. The Company’s payment obligations survive the termination of the agreement. In August 2014, the Company entered into an agreement with Cystic Fibrosis Foundation Therapeutics, Inc. (CFFT), a subsidiary of the Cystic Fibrosis Foundation, pursuant to which CFFT agreed to provide the Company with up to $ 3 million (€ 2.4 million) to support the clinical development of eluforsen. Pursuant to the terms of the agreement, the Company is obligated to make a one-time milestone payment to CFFT of up to approximately $ 16 million (€ 13 million), payable in three equal annual installments following the first commercial sale of eluforsen, the first of which is due within 90 days following the first commercial sale. The Company is also obligated to make a one-time milestone payment to CFFT of up to $ 3 million (€ 2.4 million) if net sales of eluforsen exceed $ 500 million (€ 407 million) in a calendar year. Lastly, the Company is obligated to make a payment to CFFT of up to approximately $ 6 million (€ 5 million) if it transfers, sells or licenses eluforsen other than for certain clinical or development purposes, or if the Company enters into a change of control transaction prior to commercialization. However, the payment in the previous sentence may be set-off against the $ 16 million milestone payment. Either CFFT or the Company may terminate the agreement for cause, which includes the Company’s material failure to achieve certain commercialization and development milestones. The Company’s payment obligations survive the termination of the agreement. (d) Research and development commitments The Company has research and development commitments, mainly with CRO’s, amounting to € 12,003,000 at December 31, 2020 (2019: € 19,472,000). Of these obligations an amount of € 6,491,000 is due in 2021, the remainder is due in 1 to 5 years. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related-Party Transactions | |
Related-Party Transactions | 24. Related-Party Transactions Details of transactions between the Company and related parties are disclosed below. (a) Compensation of the Supervisory Board The remuneration of the supervisory board members in 2020 is set out in the table below: 2020 Short term Post-employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio — — 123 123 Mr. Antoine Papiernik — — — — Ms. Alison Lawton 34 — 123 157 Mr. James Shannon 45 — 125 170 Mr. Bart Filius 41 — 104 145 Ms. Theresa Heggie 36 — 99 135 156 — 574 730 In 2020, Mr. Valerio and Mr. Papiernik waived their short-term benefits in support to the Company during the COVID-19 pandemic. The remuneration of the supervisory board members in 2019 is set out in the table below: 2019 Short term Post employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio 74 — 106 180 Mr. Antoine Papiernik 104 — — 104 Ms. Alison Lawton 41 — 107 148 Mr. Paul Baart 144 — — 144 Mr. James Shannon 48 — 109 157 Mr. Bart Filius 30 — 26 56 Ms. Theresa Heggie 19 — 18 37 460 — 366 826 The 2018 remuneration is set out in the table below: 2018 Short term Post employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio 36 — 69 105 Mr. Antoine Papiernik 72 — — 72 Ms. Alison Lawton 31 — 75 106 Mr. Paul Baart 80 — — 80 Mr. James Shannon 33 — 73 106 252 — 217 469 As at December 31, 2020: · Mr. Dinko Valerio holds 693,420 ordinary shares in the Company, as well as 155,458 options. These options vest in four annual equal tranches of 25% starting for the first time as of the first anniversary of the date of grant. In 2020, Mr. Valerio was granted 24,615 options under the Option Plan to acquire depositary receipts issued for ordinary shares at an exercise price of € 8.82 per option. In 2019, Mr. Valerio was granted 14,918 options at an average exercise price of € 13.78 per option. In 2018, Mr. Valerio was granted 27,500 options at an average exercise price of € 2.74 per option. On September 12, 2017, Mr. Valerio provided a convertible loan to Amylon Therapeutics B.V. This loan is interest-bearing at an average rate of 8% per annum and is convertible into a variable number of ordinary shares at the option of the holder or the Company in case financing criteria are met. The unconverted loan became payable on demand after 24 months in equal quarterly terms. · Mr. Antoine Papiernik does not hold any shares or options in the Company. As a managing partner of Sofinnova Partners SAS, the management company of Sofinnova Capital VII FCPR, holder of 2,764,194 ordinary shares, Mr. Papiernik may be deemed to have share voting and investment power with respect to such shares. · Ms. Alison Lawton holds 136,006 options. In 2020, Ms. Lawton was granted 24,615 options under the Option Plan to acquire depositary receipts issued for ordinary shares at with an exercise price of € 8.82 per option. In 2019, Ms. Lawton was granted 14,918 options with an average exercise price of € 13.78 per option. In 2018, Ms. Lawton was granted 27,500 options with an average exercise price of € 2.74 per option. Under these option grants, options vest in four equal annual tranches of 25%, commencing at the first anniversary of the date of grant. · Mr. James Shannon holds 61,538 ordinary shares in the Company and 132,266 options. In 2020, Mr. Shannon was granted 24,615 options under the Option Plan to acquire depositary receipts issued for ordinary shares at an exercise price of € 8.82 per option. In 2019, Mr. Shannon was granted 14,918 options at an exercise price of € 13.78 per option. In 2018, Mr. Shannon was granted 27,500 options at an exercise price of € 2.74 per option. Under these option grants, options vest in four equal annual tranches of 25%, commencing at the first anniversary of the date of grant. · Mr. Bart Filius holds 37,370 options. These options vest in four equal annual tranches of 25%, commencing at first anniversary of the date of grant. In 2020, Mr. Filius was granted 24,615 options under the Option Plan to acquire depositary receipts issued for ordinary shares at with an exercise price of € 8.82 per option. In 2019, Mr. Filius was granted 12,755 options at an exercise price of € 10.47 per option. · Ms. Theresa Heggie holds 37,949 options. These options vest in four equal annual tranches of 25%, commencing at the first anniversary of the date of grant. In 2020, Ms. Heggie was granted 24,615 options under the Option Plan to acquire depositary receipts issued for ordinary shares at with an exercise price of € 8.82 per option. In 2019, Ms. Heggie was granted 13,334 options at an exercise price of € 8.00 per option. (b) Compensation of key management Our management board is supported by our officers, or senior management. The total remuneration of the management board and senior management in 2020 amounted to € 7,693,000 with the details set out in the table below: 2020 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 689 10 1,925 2,624 Management Board 689 10 1,925 2,624 Senior Management 1,620 55 3,394 5,069 2,309 65 5,319 7,693 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer, of € 240,000 based on goals realized in 2020. The total remuneration of the management board and senior management in 2019 amounted to € 6,117,000 with the details set out in the table below: 2019 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 722 10 1,533 2,265 Management Board 722 10 1,533 2,265 Senior Management 1,545 48 2,259 3,852 2,267 58 3,792 6,117 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer of € 273,000 based on goals realized in 2019. The total remuneration of the management board and senior management in 2018 amounted to € 5,481,000 with the details set out in the table below: 2018 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 726 9 668 1,403 Mr. R.K. Beukema 2 809 16 464 1,289 Management Board 1,535 25 1,132 2,692 Senior Management 1,726 64 999 2,789 3,261 89 2,131 5,481 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer of € 281,000 based on goals realized in 2018. 2 Short term employee benefits includes a bonus for Mr. René Beukema of € 134,000 based on goals realized in 2018. As at December 31, 2020: · Mr. Daniel de Boer holds 705,309 ordinary shares in the Company as well as 1,477,376 options. In 2020, Mr. de Boer was awarded 395,561 options to acquire ordinary shares at an exercise price of € 8.82 per option. In 2019, Mr. de Boer was awarded 253,192 options at an exercise price of € 13.78 per option. In 2018, Mr. de Boer was awarded 379,285 options at an exercise price of € 2.74 per option. These options vest over four years in equal annual installments and had a remaining weighted-average contractual life of 7.2 years as at December 31, 2020. ProQR does not grant any loans, advance payments and guarantees to members of the Management and Supervisory Board. |
Auditor fees
Auditor fees | 12 Months Ended |
Dec. 31, 2020 | |
Auditor fees | |
Auditor fees | 25. Auditor fees The fees for services provided by our external auditor, Deloitte Accountants B.V., are specified below for each of the financial years indicated: 2020 2019 2018 (€ in thousands) Audit fees 487 515 181 Audit-related fees 24 57 261 Tax fees — — — All other fees — — — 511 572 442 Audit fees consist of aggregate fees for professional services provided in connection with the annual audit of our financial statements, procedures on our quarterly financial statements, consultations on accounting matters directly related to the audit. Audit-related fees consist of procedures relating to share offerings, such as comfort letters, as well as consents and review of documents filed with the SEC. |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent events | |
Subsequent events | 26. Subsequent events In January 2021, the Company issued 585,398 ordinary shares under our sales agreement for at-the-market offerings with Citigroup Global Markets Inc. and Cantor Fitzgerald & Co. The gross proceeds from this sale amounted to € 2,767,000. In January 2021, Wings Therapeutics Inc. merged into Phoenicis Therapeutics Inc. by means of a non-cash transaction. ProQR holds a 3.9% interest in Phoenicis Therapeutics Inc. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies | |
Basis of consolidation | (a) Basis of consolidation (i) Subsidiaries Subsidiaries are entities controlled by the Company. The Company controls an entity when it has power over the entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The Company reassesses whether or not it controls an entity if facts and circumstances indicate that there are changes to one or more of these elements. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. (ii) Non-controlling interests (“NCI”) NCI are measured at their proportionate share of the acquiree's identifiable net assets at the acquisition date. Changes in the Company's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. (iii) Loss of control When the Company loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any non-controlling interests and other components of equity. Any resulting gain or loss is recognized in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost. (iv) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated. Unrealized gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Company’s interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. (v) Associates Associates are entities over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting. Equity accounting involves recording the investment in associates initially at cost, and recognizing the Company’s share of the post-acquisition results of associates in the consolidated income statement and the Company’s share of post-acquisition other comprehensive income in consolidated other comprehensive income. The cumulative post-acquisition movements are adjusted against the carrying amount of the investments in associates in the consolidated statement of financial position. When the Company’s share of losses in an associate equals or exceeds its interest in the associate, the Company does not recognize further losses unless it has incurred or guaranteed obligations in respect of the associate. |
Classes of financial instruments | (b) Classes of financial instruments Financial instruments are both primary financial instruments, such as receivables and payables, and financial derivatives. For the Company’s primary financial instruments, reference is made to the treatment per the corresponding balance sheet item. Financial derivatives are valued at fair value. Upon first recognition, financial derivatives are recognized at fair value and then revalued as at balance sheet date. Changes in the fair value of derivatives are generally recognized in profit or loss. If the Company is involved with hybrid contracts, the Company applies the following with regard to the embedded derivatives in the hybrid contract. Embedded derivatives are separated from the host contract and accounted for separately if the host contract is not a financial asset and the following criteria are met: · the economic characteristics and risk of the embedded derivative are not closely related to the economic characteristics and risks of the host contract; · a separate instrument with the same terms as the embedded derivative would meet the definition of a derivate; and · the hybrid contract is not measured at fair value with changes in fair value recognized in profit or loss. If an embedded derivative is separated from the hybrid contract, the host contract is accounted for in accordance with the determined policies for such a contract. The embedded derivative is accounted for in accordance with the Company’s principles for the applicable derivatives. |
Foreign currencies | (c) Foreign currencies (i) Foreign currency transactions Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are translated into the functional currency at the exchange rate when the fair value was determined. Foreign currency differences are generally recognized in profit or loss. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate prevailing at the date of the transaction. (ii) Foreign operations The assets and liabilities of foreign operations are translated into euro at exchange rates at the reporting date. The income and expenses of foreign operations are translated into euros at the exchange rates at the dates of the transactions. Foreign currency differences are recognized in OCI and accumulated in the translation reserve, except to the extent that the translation difference is allocated to NCI. |
Recognition of other income | (d) Recognition of other income Other income includes amounts earned from third parties and is recognized when earned in accordance with the substance and under the terms of the related agreements and when it is probable that the economic benefits associated with the transaction will flow to the Company and the amount of the income can be measured reliably. The grants are recognized in other income on a systematic basis over the period the Company recognizes as expenses the related costs for which the grants are expected to compensate. |
Government grants — WBSO | (e) Government grants — WBSO The WBSO (“afdrachtvermindering speur- en ontwikkelingswerk”) is a Dutch fiscal facility that provides subsidies to companies, knowledge centers and self-employed people who perform research and development activities (as defined in the WBSO Act). Under this Act, a contribution is paid towards the labor costs of employees directly involved in research and development. The contribution is in the form of a reduction of payroll taxes and social security contributions recognized on a net basis within the labor costs. (Government) Grant income is not recognized until there is reasonable assurance that the Company will comply with the conditions attached to them. (Government) Grants are recognized in profit or loss on a systematic basis over the period the Company recognizes as expenses the related costs for which the grants are intended to compensate. |
Employee benefits | (f) Employee benefits (i) Short-term employee benefits Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. (ii) Share-based payment transactions The grant-date fair value of equity-settled share-based payment awards granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes. (iii) Pension obligations The Company operates defined contribution pension plans for all employees funded through payments to insurance companies. The Company has no legal or constructive obligation to pay further contributions once the contributions have been paid. The contributions are recognized as employee benefit expense when employees have rendered the service entitling them to the contributions. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available. |
Taxation | (g) Taxation Income tax expense represents the sum of the tax currently payable and deferred tax. It is recognized in profit or loss except to the extent that it relates to a business combination, or items recognized directly in equity or in OCI. (i) Current tax The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the income statement because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period. (ii) Deferred tax Deferred tax is recognized on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Since the Company does not expect to be profitable in the foreseeable future, its deferred tax assets are valued at nil. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. |
Property, plant and equipment | (h) Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses. If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss. (ii) Depreciation Depreciation is calculated to write off the cost of items of property, plant and equipment less their estimated residual values using the straight-line method over their estimated useful lives and is recognized in profit or loss. Right-of-use assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. The estimated useful lives of property, plant and equipment for current and comparative periods are as follows: Buildings and leasehold improvements: 5-10 years; laboratory equipment: years; other: 3-5 years. Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate |
Impairment of assets | (i) Impairment of assets At the end of each reporting period, the Company reviews the carrying amounts of its non-current assets, including right-of-use assets, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. The recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. |
Financial assets | (j) Financial assets All financial assets are recognized and derecognized on the trade date where the purchase or sale of a financial asset is under a contract whose terms require delivery of the financial asset within the timeframe established by the market concerned, and are initially measured at fair value and subsequently measured at amortized cost or fair value on the basis of the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. Specifically: · debt instruments that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal amount outstanding, are measured subsequently at amortized cost, and · all other debt investments and equity investments are measured subsequently at fair value through profit or loss (FVTPL). |
Contract receivables | The Company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the group, and a failure to make contractual payments for a period of greater than 120 days past due. Impairment losses on trade receivables and contract assets are presented as net impairment losses within operating profit. Subsequent recoveries of amounts previously written off are credited against the same line item. |
Cash and cash equivalents | (k) Cash and cash equivalents Cash and cash equivalents include cash on hand and all highly liquid investments with original maturities of three months or less that are readily convertible to a known amount of cash and bear an insignificant risk of change in value. |
Financial liabilities and equity instruments | (l) Financial liabilities and equity instruments Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement. Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs. Compound financial instruments Compound financial instruments issued by the Company comprise convertible notes denominated in euro that can be converted to share capital at the option of the holder, when the number of shares to be issued is fixed and does not vary with changes in fair value. The component parts of convertible loan notes issued by the Group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. A conversion option that will be settled by the exchange of a fixed amount of cash or another financial asset for a fixed number of the Company’s own equity instruments is an equity instrument. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or at the instrument’s maturity date. The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognized in equity will be transferred to share premium. Where the conversion option remains unexercised at the maturity date of the convertible loan note, the balance recognized in equity will be transferred to accumulated losses. No gain or loss is recognized in profit or loss upon conversion or expiration of the conversion option. Transaction costs that relate to the issue of the convertible loan notes are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortized over the lives of the convertible loan notes using the effective interest method. Interest related to the financial liability is recognized in profit or loss. Financial liabilities at fair value through profit or loss Financial liabilities held for trading are classified as at fair value through profit or loss (FVTPL). A financial liability is classified as held for trading if it is a derivative (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument). Financial liabilities at FVTPL are measured at fair value, with any gains or losses arising on changes in fair value recognized in profit or loss. The net gain or loss recognized is included in the ‘results related to financial liabilities measured at fair value through profit or loss’ line item in profit or loss. Fair value is determined in the manner described in note 5. Other financial liabilities Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs incurred, and are subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis. The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period. Borrowings and other financial liabilities are classified as ‘non-current liabilities,’ other than liabilities with maturities up to one year, which are classified as “current liabilities”. The Company derecognizes financial liabilities when the liability is discharged, cancelled or expired. For all financial liabilities, the fair value approximates its carrying amount. |
Leases | (m) Leases The Company has applied IFRS 16 as of January 1, 2019, using the modified retrospective approach. Therefore, comparative information for 2018 has not been restated and is presented applying IAS 17. The details of accounting policies under both IAS 17 and IFRS 16 are presented separately below. Policies applicable from January 1, 2019 At inception of the contract, the Company assesses whether a contract is or contains a lease. The Company recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). For these leases, the Company recognizes the lease payments in operating costs on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the interest rate implicit in the lease. When the interest rate implicit in the lease cannot be readily determined, the Company uses its incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise: · Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable; · Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date; · The amount expected to be payable by the Company under residual value guarantees; · The exercise price of purchase options, if the Company is reasonably certain to exercise the options; and · Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease. The lease liability is presented as a separate line in the consolidated statement of financial position. In the cash flow statement, repayments of the principal portion of the lease liability are included in financing activities. Payments relating to the interest component of the lease liability are included in operating activities. Short-term lease payments and payments for leases of low-value assets are included in operating activities. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made. The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever: · The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate. · The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used). · A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification. The right-of-use asset comprises the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. It is subsequently measured at cost less accumulated depreciation and impairment losses. Whenever the Company incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognized and measured under IAS 37. To the extent that the costs relate to a right-of-use asset, the costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories. Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease. The right-of-use asset is presented under Property, Plant and Equipment in the consolidated statement of financial position, in the category Buildings and leasehold improvements. As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient. Policies applicable before January 1, 2019 (i) Determining whether an arrangement contains a lease At inception of an arrangement, the Company determines whether such an arrangement is or contains a lease. At inception or on reassessment of an arrangement that contains a lease, the Company separates payments and other consideration required by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Company concludes for a finance lease that it is impracticable to separate the payments reliably, then an asset and a liability are recognized at an amount equal to the fair value of the underlying asset. Subsequently, the liability is reduced as payments are made and an imputed finance cost on the liability is recognized using the Company’s incremental borrowing rate. (ii) Leased assets Assets held by the Company under leases that transfer to the Company substantially all of the risks and rewards of ownership are classified as finance leases. The leased assets are measured initially at an amount equal to the lower of their fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the assets are accounted for in accordance with the accounting policy applicable to that asset. Assets held under other leases are classified as operating leases and are not recognized in the Company’s statement of financial position. (iii) Lease payments Payments made under operating leases are recognized in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognized as an integral part of the total lease expense, over the term of the lease. Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies | |
Estimated useful lives of property, plant and equipment | Buildings and leasehold improvements: 5-10 years; laboratory equipment: years; other: 3-5 years. |
Financial Risk Management (Tabl
Financial Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Financial Risk Management | |
Schedule of undiscounted liabilities into relevant maturity groupings. | Less than Between 1 Between 2 1 year and 2 years and 5 years Over 5 years (€ in thousands) At December 31, 2020 Borrowings 2,391 6,674 13,808 — Lease liabilities 2,079 2,079 6,235 11,432 Trade payables and other payables 7,067 — — — Total 11,537 8,753 20,043 11,432 At December 31, 2019 Borrowings 343 10,054 4,790 322 Lease liabilities 513 — — Trade payables and other payables 10,142 — — — Total 10,998 10,054 4,790 322 |
Property, Plant and Equipment_2
Property, Plant and Equipment ('PP&E') (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment ('PP&E") | |
Property, Plant and Equipment ('PP&E') | Buildings and leasehold Laboratory improvements equipment Other Total (€ in thousands) (€ in thousands) (€ in thousands) (€ in thousands) Balance at January 1, 2019 Cost 4,233 2,285 1,322 7,840 Accumulated depreciation (1,098) (1,488) (1,031) (3,617) Carrying amount 3,135 797 291 4,223 Additions 141 694 — 835 Depreciation (1,485) (433) (134) (2,052) Effect of lease modification (note 22) (566) — — (566) Disposals — — — — Movement for the period (1,910) 261 (134) (1,783) Balance at December 31, 2019 Cost 3,808 2,979 1,322 8,109 Accumulated depreciation (2,583) (1,921) (1,165) (5,669) Carrying amount 1,225 1,058 157 2,440 Balance at January 1, 2020 Cost 3,808 2,979 1,322 8,109 Accumulated depreciation (2,583) (1,921) (1,165) (5,669) Carrying amount 1,225 1,058 157 2,440 Additions 244 655 25 924 Depreciation (1,750) (498) (107) (2,355) Recognition of right-of-use asset 16,332 — — 16,332 Effect of lease modification (note 22) 1,260 — — 1,260 Disposals — — — — Movement for the period 16,086 157 (82) 16,161 Balance at December 31, 2020 Cost 21,644 3,634 1,347 26,625 Accumulated depreciation (4,333) (2,419) (1,272) (8,024) Carrying amount 17,311 1,215 75 18,601 |
Investments in associates (Tabl
Investments in associates (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments in associates | |
Investments in associates | Investment in associate (€ in thousands) Balance at January 1, 2019 Gain on initial recognition of investment in associate 949 Share of loss from continuing operations (520) Balance at December 31, 2019 429 Share of loss from continuing operations (322) Balance at December 31, 2020 107 |
Social Security and Other Tax_2
Social Security and Other Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Social Security and Other Taxes | |
Social Security and Other Taxes | December 31, December 31, 2020 2019 (€ in thousands) Value added tax 421 557 Wage tax — 293 421 850 |
Prepayments and Other Receiva_2
Prepayments and Other Receivables (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Prepayments and Other Receivables. | |
Prepayments and Other Receivables | December 31, December 31, 2020 2019 (€ in thousands) Prepayments 3,383 1,526 Other receivables 379 340 3,762 1,866 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Cash and Cash Equivalents. | |
Cash and Cash Equivalents | December 31, December 31, 2020 2019 (€ in thousands) Cash at banks 75,838 111,950 Bank deposits — — 75,838 111,950 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Shareholders’ Equity | |
Schedule of Share capital | Number of shares 2020 Number of shares 2019 Number of shares 2018 Ordinary Ordinary Ordinary Balance at January 1 53,975,838 43,149,987 36,425,014 Issued for cash 53,708 10,454,545 6,612,500 Issued for services 102,007 371,306 112,473 Exercise of share options 303,408 46,900 226,098 Treasury shares issued (transferred) (303,408) (46,900) (226,098) Balance at December 31 54,131,553 53,975,838 43,149,987 |
Schedule of fair value of options calculated using Black-Scholes option pricing model and weighted average assumptions utilized | Options granted Options granted Options granted in 2020 in 2019 in 2018 Risk-free interest rate 1.432 % 2.430 % 2.223 % Expected dividend yield — % — % — % Expected volatility 78.7 % 80.2 % 80.9 % Expected life in years 5 years 5 years 5 years |
Schedule of Movements in the number of options outstanding and weighted average exercise prices | 2020 2019 2018 Number of Average Number of Average Number of Average options exercise price options exercise price options exercise price Balance at January 1 5,575,454 € 5.80 4,511,512 € 4.24 3,331,875 € 4.78 Granted 1,851,056 € 7.88 1,237,506 € 11.77 1,570,366 € 3.11 Forfeited (85,584) € 7.14 (119,338) € 9.35 (142,467) € 4.29 Exercised (303,408) € 2.34 (46,900) € 4.18 (226,098) € 4.02 Expired (16,283) € 8.26 (7,326) € 8.76 (22,164) € 6.42 Balance at December 31 7,021,235 € 6.47 5,575,454 € 5.80 4,511,512 € 4.24 Exercisable at December 31 3,401,449 2,521,477 1,683,731 |
Borrowings (Tables)
Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Borrowings | |
Schedule of borrowings | December 31, December 31, 2020 2019 (€ in thousands) Innovation credit 2,770 7,191 Accrued interest on innovation credit 307 3,124 Convertible loans 13,812 2,473 Accrued interest on convertible loans 435 264 Total borrowings 17,324 13,052 Current portion (1,135) (343) Total non-current borrowings 16,189 12,709 |
Current Liabilities (Tables)
Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Current liabilities | |
Current liabilities | December 31, December 31, 2020 2019 (€ in thousands) Borrowings 1,135 343 Lease liabilities 1,260 508 Derivative financial instruments 839 — Trade payables 221 445 Current income tax liability — 64 Social securities and other taxes 22 108 Pension premiums 6 2 Deferred income 700 711 Accrued expenses and other liabilities 6,118 8,812 10,301 10,993 |
Other income (Tables)
Other income (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Other income | |
Schedule of other income | 2020 2019 2018 (€ in thousands) Grant income 9,307 1,778 5,378 Rental income from property subleases — — 174 Other income 145 155 209 9,452 1,933 5,761 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Employee Benefits | |
Schedule of employee benefit | 2020 2019 2018 (€ in thousands) Wages and salaries 13,251 13,187 11,558 Social security costs 1,710 1,433 1,346 Pension costs — defined contribution plans 1,037 910 868 Equity-settled share based payments 7,838 5,948 3,224 23,836 21,478 16,996 Average number of employees for the period 156.3 139.8 127.7 |
Schedule of employee per activity | December 31, 2020 December 31, 2019 December 31, 2018 Research and Development 113.8 118.3 89.2 General and Administrative 36.6 36.1 29.6 Total number of employees at December 31 (converted to FTE) 150.4 154.4 118.8 |
Financial Income and Expense (T
Financial Income and Expense (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Financial Income and Expense | |
Schedule of financial income and expense | 2020 2019 2018 (€ in thousands) Interest income: Current accounts and deposits 313 763 189 Interest costs: Current accounts and deposits (129) — — Loans and borrowings (1,911) (1,083) (810) Foreign exchange result: Net foreign exchange benefit/(loss) (1,989) 722 (171) (3,716) 402 (792) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Schedule of calculation tax charge | 2020 2019 2018 (€ in thousands) Income tax based on domestic rate 11,542 14,261 9,106 Tax effect of: Different tax rates in foreign jurisdictions 16 17 — Non-deductible expenses (2,742) (1,501) (818) Share- and loan-issue expenditures that are taxable 174 843 1,448 Change in unrecognized deductible temporary differences (44) (7) (25) Current year losses for which no deferred tax asset was recognized (9,029) (13,703) (9,712) True-up for prior year (41) (42) — Income tax charge (124) (132) (1) Effective tax rate — % — % — % |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share | |
Schedule of basic and diluted earnings per share | 2020 2019 2018 Result attributable to owners of the Company (€ in thousands) (46,565) (56,480) (36,894) Weighted average number of shares outstanding 50,060,565 41,037,244 34,052,520 Basic (and diluted) earnings per share (€ per share) € (0.93) € (1.38) € (1.08) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases | |
Schedule of relevant disclosures in relation to leases | 2020 2019 (€ in thousands) (€ in thousands) Depreciation charge for right-of-use asset 1,422 1,187 Interest expense on lease liability 409 48 Expense relating to short-term leases 141 189 Total cash outflow for leases 1,014 1,310 Additions to right-of-use assets during the period 17,591 — |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Supervisory Board | |
Transactions between the Company and related parties | |
Schedule of transactions between company and related parties | The remuneration of the supervisory board members in 2020 is set out in the table below: 2020 Short term Post-employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio — — 123 123 Mr. Antoine Papiernik — — — — Ms. Alison Lawton 34 — 123 157 Mr. James Shannon 45 — 125 170 Mr. Bart Filius 41 — 104 145 Ms. Theresa Heggie 36 — 99 135 156 — 574 730 In 2020, Mr. Valerio and Mr. Papiernik waived their short-term benefits in support to the Company during the COVID-19 pandemic. The remuneration of the supervisory board members in 2019 is set out in the table below: 2019 Short term Post employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio 74 — 106 180 Mr. Antoine Papiernik 104 — — 104 Ms. Alison Lawton 41 — 107 148 Mr. Paul Baart 144 — — 144 Mr. James Shannon 48 — 109 157 Mr. Bart Filius 30 — 26 56 Ms. Theresa Heggie 19 — 18 37 460 — 366 826 The 2018 remuneration is set out in the table below: 2018 Short term Post employment Share-based employee benefits benefits payment Total (€ in thousands) Mr. Dinko Valerio 36 — 69 105 Mr. Antoine Papiernik 72 — — 72 Ms. Alison Lawton 31 — 75 106 Mr. Paul Baart 80 — — 80 Mr. James Shannon 33 — 73 106 252 — 217 469 |
Key management personnel | |
Transactions between the Company and related parties | |
Schedule of transactions between company and related parties | Our management board is supported by our officers, or senior management. The total remuneration of the management board and senior management in 2020 amounted to € 7,693,000 with the details set out in the table below: 2020 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 689 10 1,925 2,624 Management Board 689 10 1,925 2,624 Senior Management 1,620 55 3,394 5,069 2,309 65 5,319 7,693 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer, of € 240,000 based on goals realized in 2020. The total remuneration of the management board and senior management in 2019 amounted to € 6,117,000 with the details set out in the table below: 2019 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 722 10 1,533 2,265 Management Board 722 10 1,533 2,265 Senior Management 1,545 48 2,259 3,852 2,267 58 3,792 6,117 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer of € 273,000 based on goals realized in 2019. The total remuneration of the management board and senior management in 2018 amounted to € 5,481,000 with the details set out in the table below: 2018 Short term Post employee employment Share-based benefits benefits payment Total (€ in thousands) Mr. D.A. de Boer 1 726 9 668 1,403 Mr. R.K. Beukema 2 809 16 464 1,289 Management Board 1,535 25 1,132 2,692 Senior Management 1,726 64 999 2,789 3,261 89 2,131 5,481 1 Short term employee benefits includes a bonus for Mr. Daniel de Boer of € 281,000 based on goals realized in 2018. 2 Short term employee benefits includes a bonus for Mr. René Beukema of € 134,000 based on goals realized in 2018. |
Auditor fees (Tables)
Auditor fees (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Auditor fees | |
Schedule of auditors remuneration for services provided | 2020 2019 2018 (€ in thousands) Audit fees 487 515 181 Audit-related fees 24 57 261 Tax fees — — — All other fees — — — 511 572 442 |
General Information (Details)
General Information (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Wings Therapeutics Inc | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in associate | 20.00% |
ProQR Therapeutics Holding B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics I B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics II B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics III B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics IV B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics VI B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics VII B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics VIII B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics IX B.V. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
ProQR Therapeutics I Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
Amylon Therapeutics B.V [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 80.00% |
Amylon Therapeutics Inc [Member] | |
Disclosure of subsidiaries [line items] | |
Proportion of ownership interest in subsidiary | 100.00% |
Significant Accounting Polici_4
Significant Accounting Policies - Estimated useful lives (Details) € in Thousands | 12 Months Ended |
Dec. 31, 2020EUR (€) | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Impairment loss | € 0 |
Buildings and Leasehold improvements | Minimum | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Estimated useful life, property, plant and equipment | 5 years |
Buildings and Leasehold improvements | Maximum | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Estimated useful life, property, plant and equipment | 10 years |
Laboratory equipment | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Estimated useful life, property, plant and equipment | 5 years |
Other | Minimum | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Estimated useful life, property, plant and equipment | 3 years |
Other | Maximum | |
Disclosure Of Detailed Information About Intangibles, Property, Plant And Equipment [Line Items] | |
Estimated useful life, property, plant and equipment | 5 years |
Financial Risk Management - Nar
Financial Risk Management - Narrative (Details) - EUR (€) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Financial Risk Management | ||
Foreign currency assets in U.S. Dollars | € 22,237,000 | € 39,004,000 |
Foreign currency denominated receivables and trade payable minimum term | 30 days | |
Foreign currency denominated receivables and trade payable maximum Term | 45 days | |
Weakening market risk indicator percentage | 10.00% | |
Weakening impact to profit and loss due to market risk | € 2,224,000 | 3,900,000 |
Strengthening market risk indicator percentage | 10.00% | |
Borrowings | € 17,324,000 | € 13,052,000 |
Financial Risk Management - Und
Financial Risk Management - Undiscounted Liabilities by Maturity (Details) - EUR (€) | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Disclosure of detailed information about borrowings [line items] | |||
Borrowings. | € 17,324,000 | € 13,052,000 | |
Lease liabilities | € 2,359,000 | ||
Trade payables and other payables | 221,000 | 445,000 | |
Less than 1 year [Member] | |||
Disclosure of detailed information about borrowings [line items] | |||
Borrowings. | 2,391,000 | 343,000 | |
Lease liabilities | 2,079,000 | 513,000 | |
Trade payables and other payables | 7,067,000 | 10,142,000 | |
Total | 11,537,000 | 10,998,000 | |
Between 1 and 2 years [Member] | |||
Disclosure of detailed information about borrowings [line items] | |||
Borrowings. | 6,674,000 | 10,054,000 | |
Lease liabilities | 2,079,000 | ||
Total | 8,753,000 | 10,054,000 | |
Between 2 and 5 years [Member] | |||
Disclosure of detailed information about borrowings [line items] | |||
Borrowings. | 13,808,000 | 4,790,000 | |
Lease liabilities | 6,235,000 | ||
Total | 20,043,000 | 4,790,000 | |
Over 5 years [Member] | |||
Disclosure of detailed information about borrowings [line items] | |||
Borrowings. | 322,000 | ||
Lease liabilities | 11,432,000 | ||
Total | € 11,432,000 | € 322,000 |
Segment Information (Details)
Segment Information (Details) | 12 Months Ended |
Dec. 31, 2020segment | |
Segment Information | |
Number of reportable segment | 1 |
Property, Plant and Equipment_3
Property, Plant and Equipment ('PP&E') (Details) - EUR (€) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment | ||
Carrying amount at beginning of period | € 2,440,000 | € 4,223,000 |
Additions | 924,000 | 835,000 |
Depreciation | 2,355,000 | 2,052,000 |
Recognition of right-of-use asset | 16,332,000 | |
Effect of lease modification (note 22) | 1,260,000 | (566,000) |
Movement for the period | 16,161,000 | (1,783,000) |
Carrying amount at end of period | 18,601,000 | 2,440,000 |
Research and development costs | ||
Property, Plant and Equipment | ||
Depreciation | 1,789,000 | 1,583,000 |
General and administrative costs | ||
Property, Plant and Equipment | ||
Depreciation | 566,000 | 469,000 |
Buildings and Leasehold improvements | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 1,225,000 | 3,135,000 |
Additions | 244,000 | 141,000 |
Depreciation | 1,750,000 | 1,485,000 |
Recognition of right-of-use asset | 16,332,000 | |
Effect of lease modification (note 22) | 1,260,000 | (566,000) |
Movement for the period | 16,086,000 | (1,910,000) |
Carrying amount at end of period | 17,311,000 | 1,225,000 |
Right-of-use assets | 16,775,000 | 606,000 |
Laboratory equipment | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 1,058,000 | 797,000 |
Additions | 655,000 | 694,000 |
Depreciation | 498,000 | 433,000 |
Movement for the period | 157,000 | 261,000 |
Carrying amount at end of period | 1,215,000 | 1,058,000 |
Other | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 157,000 | 291,000 |
Additions | 25,000 | |
Depreciation | 107,000 | 134,000 |
Movement for the period | (82,000) | (134,000) |
Carrying amount at end of period | 75,000 | 157,000 |
Cost | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 8,109,000 | 7,840,000 |
Carrying amount at end of period | 26,625,000 | 8,109,000 |
Cost | Buildings and Leasehold improvements | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 3,808,000 | 4,233,000 |
Carrying amount at end of period | 21,644,000 | 3,808,000 |
Cost | Laboratory equipment | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 2,979,000 | 2,285,000 |
Carrying amount at end of period | 3,634,000 | 2,979,000 |
Cost | Other | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | 1,322,000 | 1,322,000 |
Carrying amount at end of period | 1,347,000 | 1,322,000 |
Accumulated depreciation | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | (5,669,000) | (3,617,000) |
Carrying amount at end of period | (8,024,000) | (5,669,000) |
Accumulated depreciation | Buildings and Leasehold improvements | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | (2,583,000) | (1,098,000) |
Carrying amount at end of period | (4,333,000) | (2,583,000) |
Accumulated depreciation | Laboratory equipment | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | (1,921,000) | (1,488,000) |
Carrying amount at end of period | (2,419,000) | (1,921,000) |
Accumulated depreciation | Other | ||
Property, Plant and Equipment | ||
Carrying amount at beginning of period | (1,165,000) | (1,031,000) |
Carrying amount at end of period | € (1,272,000) | € (1,165,000) |
Investments in associates (Deta
Investments in associates (Details) - EUR (€) € in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Investments in associates | ||
Beginning balance | € 429 | |
Ending Balance | 107 | € 429 |
Wings Therapeutics Inc | ||
Investments in associates | ||
Beginning balance | 429 | |
Gain on initial recognition of investment in associate | 949 | |
Share of loss from continuing operations | (322) | (520) |
Ending Balance | € 107 | € 429 |
Social Security and Other Tax_3
Social Security and Other Taxes (Details) - EUR (€) € in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Social Security and Other Taxes | ||
Value added tax | € 421 | € 557 |
Wage tax | 293 | |
Total Social Security and Other Taxes | € 421 | € 850 |
Prepayments and Other Receiva_3
Prepayments and Other Receivables (Details) - EUR (€) € in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Prepayments and Other Receivables. | ||
Prepayments | € 3,383 | € 1,526 |
Other receivables | 379 | 340 |
Total Prepayments and Other Receivables | € 3,762 | € 1,866 |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - EUR (€) € in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents. | ||||
Cash at banks | € 75,838 | € 111,950 | ||
Total cash and cash equivalents | € 75,838 | € 111,950 | € 105,580 | € 48,099 |
Shareholders_ Equity - Share ca
Shareholders’ Equity - Share capital (Details) | 1 Months Ended | 12 Months Ended | ||||||||||||
Oct. 31, 2019EUR (€) | Nov. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2018EUR (€) | Dec. 31, 2020EUR (€)€ / sharesshares | Dec. 31, 2019EUR (€)shares | Dec. 31, 2018EUR (€)shares | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019€ / shares | Oct. 31, 2019$ / sharesshares | Nov. 30, 2018€ / shares | Nov. 07, 2018USD ($) | Sep. 30, 2018$ / sharesshares | Dec. 31, 2017shares | |
Shareholders’ Equity | ||||||||||||||
Authorized share capital | € | € 7,200,000 | |||||||||||||
Maximum aggregate offering of ordinary shares | $ | $ 300,000,000 | |||||||||||||
Par value per share | € / shares | € 0.04 | |||||||||||||
Shares were issued and fully paid in cash | 54,131,553 | |||||||||||||
Treasury shares | 3,926,743 | 4,230,151 | ||||||||||||
Shares issued in the period | € | € 272,000 | € 48,550,000 | € 84,191,000 | |||||||||||
Ordinary | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Number of shares issued | 54,131,553 | 43,149,987 | 53,975,838 | 36,425,014 | ||||||||||
Issued for cash | 53,708 | 10,454,545 | 6,612,500 | |||||||||||
Issued for services | 102,007 | 371,306 | 112,473 | |||||||||||
Exercise of share options | 303,408 | 46,900 | 226,098 | |||||||||||
Treasury shares issued (transferred) | (303,408) | (46,900) | (226,098) | |||||||||||
Number of shares authorised | 90,000,000 | |||||||||||||
Preferred | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Number of shares authorised | 90,000,000 | |||||||||||||
Market offering program | Ordinary | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Number of shares issued | 0 | |||||||||||||
Maximum aggregate offering of ordinary shares | $ | $ 75,000,000 | |||||||||||||
Underwritten public offering and direct offering | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Number of shares issued | 10,454,545 | 6,612,500 | ||||||||||||
Share price | $ / shares | $ 5.50 | $ 15.75 | ||||||||||||
Gross proceeds | € | € 51,597,000 | € 89,983,000 | ||||||||||||
Transaction cost | € | 3,047,000 | 5,792,000 | ||||||||||||
Net proceeds | € | € 48,550,000 | € 84,191,000 | ||||||||||||
H.C. Wainwright & Co | Ordinary | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Maximum aggregate offering of ordinary shares | $ | $ 75,000,000 | |||||||||||||
Ionis Pharmaceuticals, Inc | Worldwide License Agreement | ||||||||||||||
Shareholders’ Equity | ||||||||||||||
Number of shares issued | 112,473 | 371,306 | ||||||||||||
Maximum aggregate offering of ordinary shares | $ | $ 2,500,000 | $ 3,501,000 | ||||||||||||
Share price | (per share) | $ 22.23 | $ 9.43 | € 8.51 | € 19.46 | ||||||||||
Percent of net sales royalties | 20.00% |
Shareholders_ Equity - Share op
Shareholders’ Equity - Share options (Details) - Stock options - EUR (€) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Shareholders’ Equity | |||
Compensation expenses | € 7,838,000 | € 5,948,000 | |
Compensation expenses recorded in general and administrative costs | 4,423,000 | 3,323,000 | |
Compensation expenses recorded in research and development costs | € 3,415,000 | € 2,625,000 | |
Vesting period | 4 years | ||
Vesting period percentage | 25.00% | ||
Term options | 10 years | ||
Risk-free interest rate | 1.432% | 2.43% | 2.223% |
Expected volatility | 78.70% | 80.20% | 80.90% |
Expected life in years | 5 years | 5 years | 5 years |
Shareholders_ Equity - Movement
Shareholders’ Equity - Movements in the number of options outstanding (Details) - Stock options | 12 Months Ended | ||||
Dec. 31, 2020USD ($)EquityInstruments€ / shares | Dec. 31, 2019USD ($)EquityInstruments€ / shares | Dec. 31, 2018EquityInstruments€ / shares | Dec. 31, 2020€ / shares | Dec. 31, 2019€ / shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||
Weighted average fair value per stock option | $ | $ 5.01 | $ 7.71 | |||
Term options | 10 years | ||||
Expected life in years | 5 years | 5 years | 5 years | ||
Stock options outstanding, beginning of year (in shares) | EquityInstruments | 5,575,454 | 4,511,512 | 3,331,875 | ||
Granted (in shares) | EquityInstruments | 1,851,056 | 1,237,506 | 1,570,366 | ||
Forfeited (in shares) | EquityInstruments | (85,584) | (119,338) | (142,467) | ||
Exercised (in shares) | EquityInstruments | (303,408) | (46,900) | (226,098) | ||
Lapsed (in shares) | EquityInstruments | (16,283) | (7,326) | (22,164) | ||
Stock options outstanding, end of the year (in shares) | EquityInstruments | 7,021,235 | 5,575,454 | 4,511,512 | ||
Exercisable stock options, end of the year (in shares) | EquityInstruments | 3,401,449 | 2,521,477 | 1,683,731 | ||
Stock options outstanding, beginning of year (in dollars per share) | $ 5.80 | $ 4.24 | € 4.78 | ||
Granted (in dollars per share) | 7.88 | 11.77 | 3.11 | ||
Forfeited (in dollars per share) | 7.14 | 9.35 | 4.29 | ||
Exercised (in dollars per share) | 2.34 | 4.18 | 4.02 | ||
Lapsed (in dollars per share) | 8.26 | 8.76 | 6.42 | ||
Stock options outstanding, end of the year (in dollars per share) | 6.47 | 5.80 | € 4.24 | ||
Options exercised during the year | $ 7.11 | $ 12.47 | |||
Weighted average life | 7 years | 7 years 2 months 12 days | |||
Minimum | |||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||
Exercise price | € 1.11 | € 1.11 | |||
Maximum | |||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||||
Exercise price | € 20.34 | € 20.34 |
Borrowings (Details)
Borrowings (Details) $ / shares in Units, $ in Millions | Jun. 01, 2012EUR (€) | Aug. 31, 2020EUR (€)tranche | Jul. 31, 2020USD ($)tranche | Jun. 30, 2020EUR (€) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2020EUR (€)shares | Dec. 31, 2019EUR (€) | Dec. 31, 2018EUR (€) | Dec. 10, 2018EUR (€) | Mar. 31, 2018EUR (€) |
Disclosure of detailed information about borrowings [line items] | ||||||||||
Total borrowings | € 17,324,000 | € 13,052,000 | ||||||||
Current portion | (1,135,000) | (343,000) | ||||||||
Non Current portion | 16,189,000 | 12,709,000 | ||||||||
Benefit recognized on waiver of debt | 8,423,000 | |||||||||
Proceeds from borrowings | 579,000 | 2,027,000 | € 264,000 | |||||||
Debt convertible | 13,791,000 | 690,000 | € 1,132,000 | |||||||
Total borrowings | 17,324,000 | 13,052,000 | ||||||||
Innovation credit | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Total borrowings | 2,770,000 | 7,191,000 | € 4,755,000 | |||||||
Accrued interest | € 307,000 | 3,124,000 | ||||||||
Percentage of cost covered by the innovative credit | 35.00% | |||||||||
Maximum initial borrowing base | € 5,000,000 | |||||||||
Interest rate (as percent) | 10.00% | 10.00% | ||||||||
Benefit recognized on waiver of debt | € 8,423,000 | |||||||||
Proceeds from borrowings | € 2,770,000 | |||||||||
Convertible notes | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Total borrowings | 13,812,000 | 2,473,000 | ||||||||
Accrued interest | € 435,000 | € 264,000 | ||||||||
Convertible Debt | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Interest rate (as percent) | 8.00% | |||||||||
Debt instrument convertible term | 36 months | 36 months | ||||||||
Fixed conversion price | $ / shares | $ 7.88 | |||||||||
Warrants issued | shares | 302,676 | 302,676 | ||||||||
Fixed exercise price | $ / shares | $ 7.88 | |||||||||
Total borrowings | € 260,000 | |||||||||
Interest-bearing rate of credit | 3.00% | |||||||||
Convertible Debt | Minimum | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Unconvertible debt maturity | P24M | P24M | ||||||||
Convertible Debt | Maximum | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Unconvertible debt maturity | P36M | P36M | ||||||||
Convertible Debt | Buildings and Leasehold improvements | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Property plant and equipment pledged as security | € 536,000 | |||||||||
Convertible Debt | Laboratory equipment | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Property plant and equipment pledged as security | 1,215,000 | |||||||||
Convertible Debt | Cash at bank | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Assets pledged as security | 75,838,000 | |||||||||
Convertible Debt | Other receivables | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Assets pledged as security | 379,000 | |||||||||
Convertible Debt | Investments in associates [Member] | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Assets pledged as security | 107,000 | |||||||||
Convertible Debt Pontifax Medison Debt Financing | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Maximum borrowing capacity | $ | $ 30 | |||||||||
Number of tranches | tranche | 3 | |||||||||
Maximum borrowing capacity per tranche | $ | $ 10 | |||||||||
Term of debt | 54 months | |||||||||
Debt, interest only payment term | 24 months | |||||||||
Debt convertible | $ | $ 10 | |||||||||
Convertible Debt Kreos Capital Debt Financing | ||||||||||
Disclosure of detailed information about borrowings [line items] | ||||||||||
Maximum borrowing capacity | € 15,000,000 | |||||||||
Number of tranches | tranche | 3 | |||||||||
Maximum borrowing capacity per tranche | € 5,000,000 | |||||||||
Term of debt | 54 months | |||||||||
Debt, interest only payment term | 24 months | |||||||||
Debt convertible | € 5,000,000 |
Current Liabilities (Details)
Current Liabilities (Details) - EUR (€) € in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current liabilities | ||
Borrowings | € 1,135 | € 343 |
Lease liabilities | 1,260 | 508 |
Derivative financial instruments | 839 | |
Trade payables | 221 | 445 |
Current income tax liability | 64 | |
Social securities and other taxes | 22 | 108 |
Pension premiums | 6 | 2 |
Deferred income | 700 | 711 |
Accrued expenses and other liabilities | 6,118 | 8,812 |
Current liabilities | € 10,301 | € 10,993 |
Other income (Details)
Other income (Details) - EUR (€) € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Other income | |||
Grant income | € 9,307 | € 1,778 | € 5,378 |
Rental income from property subleases | 174 | ||
Other income | 145 | 155 | 209 |
Total other income | € 9,452 | € 1,933 | € 5,761 |
Other income - Narrative (Detai
Other income - Narrative (Details) | 1 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020EUR (€) | Dec. 31, 2020EUR (€) | Dec. 31, 2019EUR (€) | Dec. 31, 2018EUR (€) | Jun. 05, 2018USD ($) | Feb. 09, 2018USD ($) | Dec. 31, 2015EUR (€) | |
Other Income [Line Items] | |||||||
Benefit recognized on waiver of debt | € 8,423,000 | ||||||
Grant income | 9,307,000 | € 1,778,000 | € 5,378,000 | ||||
Contribution received to support clinical development | 1,300,000 | ||||||
Innovation credit | |||||||
Other Income [Line Items] | |||||||
Benefit recognized on waiver of debt | € 8,423,000 | ||||||
Foundation Fighting Blindness | |||||||
Other Income [Line Items] | |||||||
Amount of funds available for qualified projects | $ | $ 7,500,000 | ||||||
Grant income | 624,000 | 1,312,000 | |||||
EBRP and EBMRF | |||||||
Other Income [Line Items] | |||||||
Amount of funds available for qualified projects | $ | $ 5,000,000 | ||||||
Grant income | € 0 | 0 | |||||
Contribution received to support clinical development | € 1,301,000 | ||||||
EC Horizon 2020 Program | |||||||
Other Income [Line Items] | |||||||
Amount of funds available for qualified projects | € 80,000,000,000 | ||||||
Clinical support agreement | |||||||
Other Income [Line Items] | |||||||
Amount of funds available for qualified projects | 4,627,000 | ||||||
Clinical support agreement | Entity And Academic Partners [member] | |||||||
Other Income [Line Items] | |||||||
Amount of funds available for qualified projects | € 5,997,000 |
Research and development costs
Research and development costs (Details) - EUR (€) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Research and Development costs | |||
Research and development costs | € 38,135,000 | € 46,491,000 | € 29,514,000 |
Employee Benefits (Details)
Employee Benefits (Details) | 12 Months Ended | ||
Dec. 31, 2020EUR (€)employee | Dec. 31, 2019EUR (€)employee | Dec. 31, 2018EUR (€)employee | |
Employee Benefits | |||
Wages and salaries | € 13,251,000 | € 13,187,000 | € 11,558,000 |
Social security costs | 1,710,000 | 1,433,000 | 1,346,000 |
Pension costs — defined contribution plans | 1,037,000 | 910,000 | 868,000 |
Equity-settled share based payments | 7,838,000 | 5,948,000 | 3,224,000 |
Total employee benefits expense | € 23,836,000 | € 21,478,000 | € 16,996,000 |
Average number of employees for the period | employee | 156.3 | 139.8 | 127.7 |
Research and Development | employee | 113.8 | 118.3 | 89.2 |
General and Administrative | employee | 36.6 | 36.1 | 29.6 |
Total number of employees at December 31 (converted to FTE) | employee | 150.4 | 154.4 | 118.8 |
WBSO subsidies received for wages and salaries | € 1,379,000 | € 714,000 | € 1,294,000 |
Netherlands | |||
Employee Benefits | |||
Total number of employees at December 31 (converted to FTE) | employee | 135.3 | 143.1 |
Financial Income and Expense (D
Financial Income and Expense (Details) - EUR (€) € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Financial Income and Expense | |||
Interest income Current accounts and deposits | € 313 | € 763 | € 189 |
Current accounts and deposits | (129) | ||
Interest on loans and borrowings | (1,911) | (1,083) | (810) |
Net foreign exchange benefit/(loss) | (1,989) | 722 | (171) |
Total | € (3,716) | € 402 | € (792) |
Income Taxes (Details)
Income Taxes (Details) - EUR (€) € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes | |||
Income tax based on domestic rate | € 11,542 | € 14,261 | € 9,106 |
Different tax rates in foreign jurisdictions | 16 | 17 | |
Non-deductible expenses | (2,742) | (1,501) | (818) |
Share- and loan-issue expenditures that are taxable | 174 | 843 | 1,448 |
Change in unrecognized deductible temporary differences | (44) | (7) | (25) |
Current year losses for which no deferred tax asset was recognized | (9,029) | (13,703) | (9,712) |
True-up for prior year | (41) | (42) | |
Income tax charge | (124) | (132) | (1) |
Tax loss carry-forwards | 254,200 | € 218,100 | € 162,600 |
Total loss carry-forwards | 500 | ||
Taxable profit | € 1,000 | ||
Offset percentage | 50.00% |
Earnings Per Share (Details)
Earnings Per Share (Details) - EUR (€) € / shares in Units, € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share | |||
Result attributable to owners of the company (€ in thousands) | € (46,565) | € (56,480) | € (36,894) |
Weighted average number of shares outstanding | 50,060,565 | 41,037,244 | 34,052,520 |
Basic (and diluted) earnings per share (€ per share) | € (0.93) | € (1.38) | € (1.08) |
Leases (Details)
Leases (Details) | Jul. 01, 2020EUR (€) | Dec. 31, 2020EUR (€)m² | Jul. 31, 2020 | Sep. 30, 2019EUR (€) | Dec. 31, 2020EUR (€)m² | Dec. 31, 2019EUR (€) | Jan. 01, 2019EUR (€) |
Disclosure of quantitative information about right-of-use assets [line items] | |||||||
Area under lease | m² | 4,795 | 4,795 | |||||
Renewal term | 5 years | ||||||
Lease liability | € 2,359,000 | ||||||
Reduction in right-of-use asset | € 566,000 | ||||||
Reduction in lease liability | € 590,000 | ||||||
Depreciation charge for right-of-use asset | € 1,422,000 | € 1,187,000 | |||||
Interest expense on lease liability | 409,000 | 48,000 | |||||
Expense relating to short-term leases | 141,000 | 189,000 | |||||
Total cash outflow for leases | 1,014,000 | 1,310,000 | |||||
Additions to right-of-use assets during the period | 17,591,000 | ||||||
Undiscounted lease commitments | € 21,825,000 | 21,825,000 | |||||
Minimum operating lease payments recognised as expense | 1,813,000 | ||||||
Income from subleasing right-of-use assets | € 0 | € 174,000 | |||||
Office and Laboratory Facility [Member] | Leiden Netherlands [Member] | |||||||
Disclosure of quantitative information about right-of-use assets [line items] | |||||||
Renewal term | 5 years | 1 year | |||||
Lease liability | € 16,203,000 | ||||||
Right-of-use asset | € 16,332,000 | ||||||
Leases term | 10 years | 10 years | |||||
Lease extension term | 1 year | ||||||
Lease renewal term (in years) | 11 years | ||||||
Increase in lease liability | € 1,260 | ||||||
Increase in right-of-use asset | € 1,260 |
Commitments and Contingencies -
Commitments and Contingencies - Claims and Patent License Agreement (Details) € in Thousands, $ in Millions | Oct. 26, 2018USD ($) | Jan. 31, 2018 | Jun. 30, 2015 | Apr. 30, 2014 | Dec. 31, 2020EUR (€)claim | Dec. 31, 2019EUR (€) | Dec. 31, 2018EUR (€) |
Commitments and Contingencies | |||||||
Shares issued in the period | € | € 272 | € 48,550 | € 84,191 | ||||
Claims known to management related to activities of company | claim | 0 | ||||||
Ionis Pharmaceuticals, Inc | |||||||
Commitments and Contingencies | |||||||
Ownership interest | 18.50% | ||||||
Ionis Pharmaceuticals, Inc | Stock Purchase Agreement [Member] | |||||||
Commitments and Contingencies | |||||||
Shares issued in the period | $ 2.5 | ||||||
Ownership interest | 19.90% | ||||||
Period prohibiting for disposition of ordinary shares issued | 12 months | ||||||
Ionis Pharmaceuticals, Inc | Maximum | License Agreement [Member] | |||||||
Commitments and Contingencies | |||||||
Upfront payment | $ 6 | ||||||
Certain payments upon satisfaction of certain development and sales milestones | $ 20 | ||||||
Radboud University Medical Center [Member] | License Agreement [Member] | |||||||
Commitments and Contingencies | |||||||
Threshold period for terminating agreement in case of default not cured | 30 days | ||||||
Radboud University Medical Center [Member] | Patent license agreement | |||||||
Commitments and Contingencies | |||||||
Threshold period for terminating agreement in case of default not cured | 30 days | ||||||
Radboud University Medical Center [Member] | Minimum | License Agreement [Member] | |||||||
Commitments and Contingencies | |||||||
Threshold period for terminating agreement in case payment remains outstanding after receiving notice of the amount due | 30 days | ||||||
Radboud University Medical Center [Member] | Minimum | Patent license agreement | |||||||
Commitments and Contingencies | |||||||
Threshold period for terminating agreement in case payment remains outstanding after receiving notice of the amount due | 30 days | ||||||
Inserm Transfert SA and Assistance [Member] | License Agreement [Member] | |||||||
Commitments and Contingencies | |||||||
Term of agreement after the first commercial sale of a product in the country in which the product is sold | 5 years | ||||||
Period for voluntary or involuntary winding-up proceedings or judicial recovery if sublicensees interrupt development activities | 1 year | ||||||
Period for voluntary or involuntary winding-up proceedings or judicial recovery if sublicensees interrupt commercialization | 12 months | ||||||
Period for voluntary or involuntary winding-up proceedings or judicial recovery if the entity does not commercialize a product following to obtaining of marketing approval in a country | 2 years | ||||||
Period for voluntary or involuntary winding-up proceedings or judicial recovery if the entity do not put a product into commercial use and do not keep products reasonably available to the public | 12 years |
Commitments and Contingencies_2
Commitments and Contingencies - Clinical support agreements (Details) | Feb. 09, 2018USD ($) | Feb. 09, 2018EUR (€) | Aug. 31, 2014USD ($) | Aug. 31, 2014EUR (€) | Dec. 31, 2020USD ($)installment | Dec. 31, 2020EUR (€)installment | Dec. 31, 2019EUR (€) |
Commitments and Contingencies | |||||||
Contribution to support clinical development | € 1,300,000 | ||||||
Research and development commitments | € 12,003,000 | 19,472,000 | |||||
Less than 1 year | |||||||
Commitments and Contingencies | |||||||
Research and development commitments | 6,491,000 | ||||||
EBRP and EBMRF | |||||||
Commitments and Contingencies | |||||||
Contribution to support clinical development | € 1,301,000 | ||||||
Clinical support agreement | Cystic Fibrosis Foundation Therapeutics Inc | |||||||
Commitments and Contingencies | |||||||
Milestone payment on achievement of first commercial sale | $ 16,000,000 | 13,000,000 | |||||
Number of milestone payment installments | $ | 3 | ||||||
Contribution to support clinical development | $ 3,000,000 | € 2,400,000 | |||||
Milestone payment on achievement of net sales exceeding threshold limit | $ 3,000,000 | 2,400,000 | |||||
Threshold sales for milestone payment | 500,000,000 | 407,000,000 | |||||
Milestone payment on transfer, sells or licenses other than for clinical or development purposes | $ 6,000,000 | € 5,000,000 | |||||
Period after first commercial sale for payment of first installment | 90 days | 90 days | |||||
Clinical support agreement | Foundation Fighting Blindness | |||||||
Commitments and Contingencies | |||||||
Milestone payment on achievement of first commercial sale | $ 37,500,000 | € 30,600,000 | |||||
Number of milestone payment installments | installment | 4 | 4 | |||||
Milestone payment on transfer, sells or licenses other than for clinical or development purposes | $ 15,000,000 | € 12,200,000 | |||||
Period after first commercial sale for payment of first installment | 60 days | 60 days | |||||
Minimum | |||||||
Commitments and Contingencies | |||||||
Research And Commitments Period | 1 year | 1 year | |||||
Maximum | |||||||
Commitments and Contingencies | |||||||
Research And Commitments Period | 5 years | 5 years | |||||
Entering into partnership | Clinical support agreement | Foundation Fighting Blindness | |||||||
Commitments and Contingencies | |||||||
Contribution to support clinical development | $ 7,500,000 | € 6,100,000 |
Related-Party Transactions - Co
Related-Party Transactions - Compensation (Details) - EUR (€) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Supervisory Board | |||
Transactions between the Company and related parties | |||
Short term employee benefits | € 156,000 | € 460,000 | € 252,000 |
Share-based payment | 574,000 | 366,000 | 217,000 |
Total compensation | 730,000 | 826,000 | 469,000 |
Mr. Dinko Valerio | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 74,000 | 36,000 | |
Share-based payment | 123,000 | 106,000 | 69,000 |
Total compensation | 123,000 | 180,000 | 105,000 |
Mr. Henri Termeer | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 72,000 | ||
Total compensation | 72,000 | ||
Mr. Antoine Papiernik | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 104,000 | 31,000 | |
Share-based payment | 75,000 | ||
Total compensation | 104,000 | 106,000 | |
Ms. Alison Lawton | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 34,000 | 41,000 | |
Share-based payment | 123,000 | 107,000 | |
Total compensation | 157,000 | 148,000 | |
Mr. Paul Baart | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 144,000 | 80,000 | |
Total compensation | 144,000 | 80,000 | |
Mr. James Shannon | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 45,000 | 48,000 | 33,000 |
Share-based payment | 125,000 | 109,000 | 73,000 |
Total compensation | 170,000 | 157,000 | 106,000 |
Mr. Bart Filius | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 41,000 | 30,000 | |
Share-based payment | 104,000 | 26,000 | |
Total compensation | 145,000 | 56,000 | |
Ms. Theresa Heggie | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 36,000 | 19,000 | |
Share-based payment | 99,000 | 18,000 | |
Total compensation | 135,000 | 37,000 | |
Key management personnel | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 2,309,000 | 2,267,000 | 3,261,000 |
Post-employment benefits | 65,000 | 58,000 | 89,000 |
Share-based payment | 5,319,000 | 3,792,000 | 2,131,000 |
Total compensation | 7,693,000 | 6,117,000 | 5,481,000 |
Management Board | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 689,000 | 722,000 | 1,535,000 |
Post-employment benefits | 10,000 | 10,000 | 25,000 |
Share-based payment | 1,925,000 | 1,533,000 | 1,132,000 |
Total compensation | 2,624,000 | 2,265,000 | 2,692,000 |
Mr. D.A. de Boer | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 689,000 | 722,000 | 726,000 |
Post-employment benefits | 10,000 | 10,000 | 9,000 |
Share-based payment | 1,925,000 | 1,533,000 | 668,000 |
Total compensation | 2,624,000 | 2,265,000 | 1,403,000 |
Mr. R.K. Beukema | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 809,000 | ||
Post-employment benefits | 16,000 | ||
Share-based payment | 464,000 | ||
Total compensation | 1,289,000 | ||
Senior Management | |||
Transactions between the Company and related parties | |||
Short term employee benefits | 1,620,000 | 1,545,000 | 1,726,000 |
Post-employment benefits | 55,000 | 48,000 | 64,000 |
Share-based payment | 3,394,000 | 2,259,000 | 999,000 |
Total compensation | € 5,069,000 | € 3,852,000 | € 2,789,000 |
Related-Party Transactions - St
Related-Party Transactions - Stock options (Details) | Sep. 12, 2017 | Dec. 31, 2020EUR (€)OptionsUSD ($)item€ / sharesshares | Dec. 31, 2019EUR (€)OptionOptions€ / shares | Dec. 31, 2018EUR (€)Options€ / shares |
Sofinnova Capital VII FCPR | ||||
Transactions between the Company and related parties | ||||
Number of ordinary shares outstanding | shares | 2,764,194 | |||
Mr. Dinko Valerio | ||||
Transactions between the Company and related parties | ||||
Number of ordinary shares outstanding | shares | 693,420 | |||
Number of options outstanding | 155,458 | |||
Number of options granted | 24,615 | 14,918 | 27,500 | |
Exercise price of options granted | € / shares | € 8.82 | € 13.78 | € 2.74 | |
Number of tranches | item | 4 | |||
Vesting percentage of options | 25.00% | |||
Borrowings, interest rate | 8.00% | |||
Period after which unconverted loans become payable on demand | 24 months | |||
Ms. Alison Lawton | ||||
Transactions between the Company and related parties | ||||
Number of options outstanding | 136,006 | |||
Number of options granted | 24,615 | 14,918 | 27,500 | |
Exercise price of options granted | € / shares | € 8.82 | € 13.78 | € 2.74 | |
Number of tranches | item | 4 | |||
Vesting percentage of options | 25.00% | |||
Mr. James Shannon | ||||
Transactions between the Company and related parties | ||||
Number of ordinary shares outstanding | shares | 61,538 | |||
Number of options outstanding | 132,266 | |||
Number of options granted | 24,615 | 14,918 | 27,500 | |
Exercise price of options granted | € / shares | € 8.82 | € 13.78 | € 2.74 | |
Number of tranches | item | 4 | |||
Vesting percentage of options | 25.00% | |||
Mr. Bart Filius | ||||
Transactions between the Company and related parties | ||||
Number of options outstanding | $ | 37,370 | |||
Number of options granted | 24,615 | 12,755 | ||
Exercise price of options granted | € / shares | € 8.82 | € 10.47 | ||
Number of tranches | item | 4 | |||
Vesting percentage of options | 25.00% | |||
Ms. Theresa Heggie | ||||
Transactions between the Company and related parties | ||||
Number of options outstanding | 37,949 | |||
Number of options granted | 24,615 | 13,334 | ||
Exercise price of options granted | € / shares | € 8.82 | € 8 | ||
Number of tranches | item | 4 | |||
Vesting percentage of options | 25.00% | |||
Mr. D.A. de Boer | ||||
Transactions between the Company and related parties | ||||
Number of ordinary shares outstanding | shares | 705,309 | |||
Number of options outstanding | 1,477,376 | |||
Number of options granted | 395,561 | 253,192 | 379,285 | |
Exercise price of options granted | € / shares | € 8.82 | € 13.78 | € 2.74 | |
Bonus based on goals realized | € | € 240,000 | € 273,000 | € 281,000 | |
Vesting period | 4 years | |||
Weighted average contractual life of options | 7 years 2 months 12 days | |||
Mr. R.K. Beukema | ||||
Transactions between the Company and related parties | ||||
Bonus based on goals realized | € | € 134,000 |
Auditor fees (Details)
Auditor fees (Details) - EUR (€) € in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Auditor fees | |||
Audit fees | € 487 | € 515 | € 181 |
Audit-related fees | 24 | 57 | 261 |
Total | € 511 | € 572 | € 442 |
Subsequent events (Details)
Subsequent events (Details) | 1 Months Ended |
Jan. 31, 2021EUR (€)shares | |
Major ordinary share transactions [member] | Market offering program | |
Disclosure of non-adjusting events after reporting period [line items] | |
Shares issued | shares | 585,398 |
Gross proceeds | € | € 2,767,000 |
Investing company transactions | Phoenicis Therapeutics Inc. | |
Disclosure of non-adjusting events after reporting period [line items] | |
Ownership interest | 3.90% |