Cover
Cover | 12 Months Ended |
Dec. 31, 2022 shares | |
Document and Entity Information [Line Items] | |
Document Type | 20-F |
Document Registration Statement | false |
Document Annual Report | true |
Document Period End Date | Dec. 31, 2022 |
Current Fiscal Year End Date | --12-31 |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-39670 |
Entity Registrant Name | PURETECH HEALTH PLC |
Entity Incorporation, State or Country Code | X0 |
Entity Address, Address Line One | 6 Tide Street |
Entity Address, Address Line Two | Suite 400 |
Entity Address, City or Town | Boston |
Entity Address, State or Province | MA |
Entity Address, Postal Zip Code | 02210 |
Entity Address, Country | US |
Entity Common Stock, Shares Outstanding | 278,566,306 |
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 |
ICFR Auditor Attestation Flag | true |
Document Accounting Standard | International Financial Reporting Standards |
Entity Shell Company | false |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | FY |
Entity Central Index Key | 0001782999 |
Amendment Flag | false |
Entity Emerging Growth Company | false |
Business Contact | |
Document and Entity Information [Line Items] | |
Entity Address, Address Line One | 6 Tide Street |
Entity Address, Address Line Two | Suite 400 |
Entity Address, City or Town | Boston |
Entity Address, State or Province | MA |
Entity Address, Postal Zip Code | 02210 |
Entity Address, Country | US |
Contact Personnel Name | Daphne Zohar |
City Area Code | 617 |
Local Phone Number | 482-2333 |
American Depositary Shares | |
Document and Entity Information [Line Items] | |
Title of 12(b) Security | American Depositary Shares, each representing 10 ordinary shares, par value £0.01 per share |
Trading Symbol | PRTC |
Security Exchange Name | NASDAQ |
Common | |
Document and Entity Information [Line Items] | |
Title of 12(b) Security | Ordinary shares, par value £0.01 per share* |
Security Exchange Name | NASDAQ |
No Trading Symbol Flag | true |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | KPMG LLPWe have served as the Group’s auditor since 2015. |
Auditor Location | London, United Kingdom |
Auditor Firm ID | 1118 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income/(Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Profit or loss [abstract] | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Grant revenue | 13,528 | 7,409 | 3,427 |
Total revenue | 15,618 | 17,388 | 11,768 |
Operating expenses: | |||
General and administrative expenses | (60,991) | (57,199) | (49,440) |
Research and development expenses | (152,433) | (110,471) | (81,859) |
Operating income/(loss) | (197,807) | (150,282) | (119,531) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 27,251 | 0 | 0 |
Gain/(loss) on investment held at fair value | (32,060) | 179,316 | 232,674 |
Realized loss on sale of investments | (29,303) | (20,925) | (54,976) |
Other income/(expense) | 8,131 | 1,592 | 1,035 |
Other income/(expense) | (25,981) | 159,983 | 178,732 |
Finance income/(costs): | |||
Finance income | 5,799 | 214 | 1,183 |
Finance costs – contractual | (3,939) | (4,771) | (2,946) |
Finance income/(costs) – fair value accounting | 137,063 | 9,606 | (4,351) |
Net finance income/(costs) | 138,924 | 5,050 | (6,115) |
Share of net loss of associates accounted for using the equity method | (27,749) | (73,703) | (34,117) |
Gain on dilution of ownership interest in associate | 28,220 | 0 | 0 |
Impairment of investment in associate | (8,390) | 0 | 0 |
Income/(loss) before taxes | (92,783) | (58,953) | 18,969 |
Taxation | 55,719 | (3,756) | (14,401) |
Income/(Loss) for the year | (37,065) | (62,709) | 4,568 |
Other comprehensive income/(loss): | |||
Equity-accounted associate – share of other comprehensive income (loss) | (166) | 0 | 469 |
Reclassification of foreign currency differences on dilution of interest | (213) | 0 | 0 |
Total other comprehensive income/(loss) | (379) | 0 | 469 |
Total comprehensive income/(loss) for the year | (37,444) | (62,709) | 5,037 |
Income/(loss) attributable to: | |||
Owners of the Company | (50,354) | (60,558) | 5,985 |
Non-controlling interests | 13,290 | (2,151) | (1,417) |
Comprehensive income/(loss) attributable to: | |||
Owners of the Company | (50,733) | (60,558) | 6,454 |
Non-controlling interests | $ 13,290 | $ (2,151) | $ (1,417) |
Earnings/(loss) per share: | |||
Basic earnings/ (loss) per share (in dollars per share) | $ (0.18) | $ (0.21) | $ 0.02 |
Diluted earnings/ (loss) per share (in dollars per share) | $ (0.18) | $ (0.21) | $ 0.02 |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Non-current assets | ||
Property and equipment, net | $ 22,957 | $ 26,771 |
Right of use asset, net | 14,281 | 17,166 |
Intangible assets, net | 831 | 987 |
Investments held at fair value | 251,892 | 397,179 |
Investment in associates - equity method | 9,147 | 0 |
Note from associate | 16,501 | 0 |
Lease receivable – long-term | 835 | 1,285 |
Other non-current assets | 10 | 810 |
Total non-current assets | 316,454 | 444,197 |
Current assets | ||
Trade and other receivables | 11,867 | 3,174 |
Income tax receivable | 10,040 | 4,514 |
Prepaid expenses | 11,617 | 10,755 |
Lease receivable – short-term | 450 | 415 |
Other financial assets | 2,124 | 2,124 |
Short-term note from associate | 0 | 15,120 |
Short-term investments | 200,229 | 0 |
Cash and cash equivalents | 149,866 | 465,708 |
Total current assets | 386,192 | 501,809 |
Total assets | 702,647 | 946,006 |
Equity | ||
Share capital | 5,455 | 5,444 |
Share premium | 289,624 | 289,303 |
Treasury stock | (26,492) | 0 |
Merger reserve | 138,506 | 138,506 |
Translation reserve | 89 | 469 |
Other reserve | (14,478) | (40,077) |
Retained earnings/(accumulated deficit) | 149,516 | 199,871 |
Equity attributable to the owners of the Company | 542,220 | 593,515 |
Non-controlling interests | 5,369 | (9,368) |
Total equity | 547,589 | 584,147 |
Non-current liabilities | ||
Deferred tax liability | 19,645 | 89,765 |
Lease liability, non-current | 24,155 | 29,040 |
Long-term loan | 10,244 | 14,261 |
Liability for share based awards | 4,128 | 2,659 |
Total non-current liabilities | 58,172 | 135,725 |
Current liabilities | ||
Deferred revenue | 2,185 | 65 |
Lease liability, current | 4,972 | 3,950 |
Trade and other payables | 54,840 | 35,817 |
Subsidiary: | ||
Notes payable | 2,345 | 4,641 |
Warrant liability | 47 | 6,787 |
Preferred shares | 27,339 | 174,017 |
Current portion of long-term loan | 5,156 | 857 |
Total current liabilities | 96,885 | 226,135 |
Total liabilities | 155,057 | 361,859 |
Total equity and liabilities | $ 702,647 | $ 946,006 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Share Capital | Share premium | Treasury Shares | Merger reserve | Translation reserve | Other reserve | Retained earnings/ (accumulated deficit) | Total parent equity | Non-controlling interests |
Beginning balance number of shares outstanding (in shares) at Dec. 31, 2019 | 285,370,619 | |||||||||
Equity at beginning of period at Dec. 31, 2019 | $ 650,398 | $ 5,408 | $ 287,962 | $ 138,506 | $ 0 | $ (18,282) | $ 254,444 | $ 668,037 | $ (17,639) | |
Net income/(loss) | 4,568 | 5,985 | 5,985 | (1,417) | ||||||
Other comprehensive income/(loss), net | 469 | 469 | 469 | |||||||
Total comprehensive income/(loss) for the year | 5,037 | 469 | 5,985 | 6,454 | (1,417) | |||||
Exercise of share-based awards (in shares) | 514,406 | |||||||||
Exercise of share-based awards | 1,036 | $ 9 | 1,016 | 1,025 | 11 | |||||
Revaluation of deferred tax assets related to share-based awards | (684) | (684) | (684) | |||||||
Equity settled share-based awards | 10,627 | 7,805 | 7,805 | 2,822 | ||||||
Settlement of restricted stock units | (12,888) | (12,888) | (12,888) | |||||||
Partial settlement of share based liability awards and settlement of equity based RSUs | 0 | |||||||||
Other | 13 | 0 | 0 | 0 | 13 | |||||
Ending balance number of shares outstanding (in shares) at Dec. 31, 2020 | 285,885,025 | |||||||||
Equity at end of period at Dec. 31, 2020 | 653,539 | $ 5,417 | 288,978 | 138,506 | 469 | (24,050) | 260,429 | 669,748 | (16,209) | |
Net income/(loss) | (62,709) | (60,558) | (60,558) | (2,151) | ||||||
Other comprehensive income/(loss), net | 0 | |||||||||
Total comprehensive income/(loss) for the year | (62,709) | 0 | (60,558) | (60,558) | (2,151) | |||||
Exercise of share-based awards (in shares) | 1,911,560 | |||||||||
Exercise of share-based awards | 352 | $ 27 | 326 | 352 | 0 | |||||
Revaluation of deferred tax assets related to share-based awards | 615 | 615 | 615 | |||||||
Equity settled share-based awards | 13,361 | 7,109 | 7,109 | 6,252 | ||||||
Settlement of restricted stock units | (10,749) | (10,749) | (10,749) | |||||||
Reclassification of equity settled awards to liability awards | (6,773) | (6,773) | (6,773) | |||||||
Vesting of share-based awards and net share exercise | (2,582) | (2,582) | (2,582) | |||||||
Acquisition of subsidiary non-controlling interest | (968) | (9,636) | (9,636) | 8,668 | ||||||
Partial settlement of share based liability awards and settlement of equity based RSUs | 0 | |||||||||
NCI exercise of share options in subsidiaries | 66 | 5,988 | 5,988 | (5,922) | ||||||
Other | (6) | (6) | ||||||||
Ending balance number of shares outstanding (in shares) at Dec. 31, 2021 | 287,796,585 | |||||||||
Equity at end of period at Dec. 31, 2021 | 584,147 | $ 5,444 | 289,303 | 138,506 | 469 | (40,077) | 199,871 | 593,515 | (9,368) | |
Net income/(loss) | (37,065) | (50,354) | (50,354) | 13,290 | ||||||
Other comprehensive income/(loss), net | (379) | (379) | (379) | |||||||
Total comprehensive income/(loss) for the year | (37,444) | (379) | (50,354) | (50,733) | 13,290 | |||||
Deconsolidation of subsidiary | 11,904 | 11,904 | ||||||||
Exercise of share-based awards (in shares) | 577,022 | |||||||||
Exercise of share-based awards | 332 | $ 11 | 321 | 332 | ||||||
Revaluation of deferred tax assets related to share-based awards | 45 | 45 | 45 | |||||||
Purchase of Treasury stock (in shares) | (10,595,347) | |||||||||
Purchase of Treasury stock | (26,492) | $ (26,492) | (26,492) | |||||||
Equity settled share-based awards | 13,567 | 8,856 | 8,856 | 4,711 | ||||||
Partial settlement of share based liability awards and settlement of equity based RSUs (in shares) | 788,046 | |||||||||
Partial settlement of share based liability awards and settlement of equity based RSUs | 1,528 | 1,528 | 1,528 | |||||||
NCI exercise of share options in subsidiaries | 7 | 15,171 | 15,171 | (15,164) | ||||||
Other | (4) | (4) | ||||||||
Ending balance number of shares outstanding (in shares) at Dec. 31, 2022 | 289,161,653 | (10,595,347) | ||||||||
Equity at end of period at Dec. 31, 2022 | $ 547,589 | $ 5,455 | $ 289,624 | $ (26,492) | $ 138,506 | $ 89 | $ (14,478) | $ 149,516 | $ 542,220 | $ 5,369 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Income/(Loss) for the year | $ (37,065) | $ (62,709) | $ 4,568 |
Non-cash items: | |||
Depreciation and amortization | 8,893 | 7,287 | 6,645 |
Share-based compensation expense | 14,698 | 13,950 | 10,718 |
Share-based compensation expense | 32,060 | (179,316) | (232,674) |
Realized loss on sale of investments | 29,303 | 20,925 | 54,976 |
Gain on dilution of ownership interest in associate | (28,220) | 0 | 0 |
Impairment of investment in associate | 8,390 | 0 | 0 |
Gain on deconsolidation of subsidiary | (27,251) | 0 | 0 |
Share of net loss of associates accounted for using the equity method | 27,749 | 73,703 | 34,117 |
Fair value gain on other financial instruments | (8,163) | (800) | 0 |
Loss on disposal of assets | 138 | 53 | 66 |
Income taxes, net | (55,719) | 3,756 | 14,402 |
Finance (income)/costs, net | (138,924) | (5,050) | 6,114 |
Changes in operating assets and liabilities: | |||
Trade and other receivables | (7,734) | (617) | (529) |
Prepaid expenses | (862) | (5,350) | (3,371) |
Deferred revenue | 2,123 | (1,407) | (5,223) |
Trade and other payables | 22,033 | 8,338 | 605 |
Other | 359 | (103) | (7) |
Income taxes paid | (20,696) | (27,766) | (20,737) |
Interest received | 3,460 | 214 | 1,155 |
Interest paid | (3,366) | (3,382) | (2,651) |
Net cash used in operating activities | (178,792) | (158,274) | (131,827) |
Cash flows from investing activities: | |||
Purchase of property and equipment | (2,176) | (5,571) | (5,170) |
Proceeds from sale of property and equipment | 0 | 30 | 0 |
Purchases of intangible assets | 0 | (90) | (254) |
Investment in associates | (19,961) | 0 | 0 |
Purchase of investments other than investments accounted for using equity method | 0 | 0 | (10,000) |
Purchase of investments held at fair value | (5,000) | (500) | (1,150) |
Sale of investments held at fair value | 118,710 | 218,125 | 350,586 |
Purchase of short-term note from associate | 0 | (15,000) | 0 |
Repayment of short-term Note from associate | 15,000 | 0 | 0 |
Purchases of Convertible Note | (15,000) | 0 | 0 |
Cash derecognized upon loss of control over subsidiary (see table below) | (479) | 0 | 0 |
Purchases of short-term investments | (248,733) | 0 | 0 |
Proceeds from maturity of short-term investments | 50,000 | 0 | 30,116 |
Receipt of payment of sublease | 415 | 381 | 350 |
Net cash provided by (used in) investing activities | (107,223) | 197,375 | 364,478 |
Cash flows from financing activities: | |||
Receipt of PPP loan | 0 | 0 | 68 |
Issuance of long term loan | 0 | 0 | 14,720 |
Issuance of subsidiary preferred Shares | 0 | 37,610 | 13,750 |
Issuance of Subsidiary Convertible Note | 393 | 2,215 | 25,000 |
Payment of lease liability | (4,025) | (3,375) | (2,908) |
Exercise of stock options | 332 | 352 | 1,036 |
Settlement of restricted stock unit equity awards | 0 | (10,749) | (12,888) |
Vesting of restricted stock units and net share exercise | 0 | (2,582) | 0 |
NCI exercise of stock options in subsidiary | 7 | 66 | 0 |
Issuance of warrants in subsidiary | 0 | 0 | 92 |
Purchase of treasury stock | (26,492) | 0 | 0 |
Acquisition of a non-controlling Interest of a subsidiary | 0 | (806) | 0 |
Other | (41) | (5) | 0 |
Net cash provided by (used in) financing activities | (29,827) | 22,727 | 38,869 |
Net increase (decrease) in cash and cash equivalents | (315,842) | 61,827 | 271,520 |
Cash and cash equivalents at beginning of year | 465,708 | 403,881 | 132,360 |
Cash and cash equivalents at end of year | 149,866 | 465,708 | 403,881 |
Supplemental disclosure of non-cash investment and financing activities: | |||
Partial settlement of share based liability awards and settlement of equity based RSUs | 1,528 | 0 | 0 |
Purchase of property, plant and equipment against trade and other payables | 0 | 1,841 | 0 |
Leasehold improvements purchased through lease incentives (deducted from Right of Use Asset) | 0 | 1,010 | 0 |
Conversion of subsidiary convertible note into preferred share liabilities | $ 0 | $ 25,797 | $ 0 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows - Parenthetical (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Statement Of Cash Flows [Line Items] | |
Trade and other payables | $ 54,840 |
Subsidiary notes payable | 2,345 |
Non-controlling interests | (5,369) |
Total equity | 547,589 |
Investment retained in deconsolidated subsidiary | (32,060) |
Gain on deconsolidation | 27,251 |
Deconsolidated former subsidiary operating companies | |
Statement Of Cash Flows [Line Items] | |
Trade and other payables | 1,407 |
Subsidiary notes payable | 3,403 |
Subsidiary preferred shares | 15,853 |
Other assets and liabilities, net | 123 |
Non-controlling interests | (11,904) |
Total equity | 8,882 |
Investment retained in deconsolidated subsidiary | 18,848 |
Gain on deconsolidation | (27,251) |
Cash in deconsolidated subsidiary | $ 479 |
Accounting Policies
Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Accounting Policies | Accounting policies Description of Business PureTech Health plc (“PureTech,” the “Parent” or the “Company”) is a public company incorporated, domiciled and registered in the United Kingdom (“UK”). The registered number is 09582467 and the registered address is 8th Floor, 20 Farringdon Street, London EC4A 4AB, United Kingdom. PureTech’s group financial statements consolidate those of the Company and its subsidiaries (together referred to as the “Group”). The Parent company financial statements present financial information about the Company as a separate entity and not about its Group. The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these group financial statements. Basis of Presentation The consolidated financial statements of the Group are presented as of December 31, 2022 and 2021, and for the years ended December 31, 2022, 2021 and 2020. The Group financial statements have been approved by the Directors on April 27, 2023, and are prepared in accordance with UK-adopted International Financial Reporting Standards (IFRSs). The Consolidated Financial Statements also comply fully with IFRSs as issued by the International Accounting Standards Board (IASB). UK-adopted IFRSs differs in certain respects from IFRS as issued by the IASB. However, the differences have no impact for the periods presented. For presentation of the Consolidated Statements of Comprehensive Income/(Loss), the Company uses a classification based on the function of expenses, rather than based on their nature, as it is more representative of the format used for internal reporting and management purposes and is consistent with international practice. Certain amounts in the Consolidated Financial Statements and accompanying notes may not add due to rounding. All percentages have been calculated using unrounded amounts. Basis of Measurement The consolidated financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: investments held at fair value, short-term and convertible note from associate and liabilities classified as fair value through the profit or loss. Use of Judgments and Estimates In preparing these consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of the Group’s 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 on-going basis. Significant estimation is applied in determining the following: • Financial instruments valuations (Note 16): when estimating the fair value of subsidiary preferred shares, subsidiary warrants, and subsidiary convertible notes carried at fair value through profit and loss (FVTPL) as well as investments held at fair value, at initial recognition and upon subsequent measurement. Valuation of the aforementioned financial instruments (assets and liabilities) includes making significant estimates, specifically determining the appropriate valuation methodology and making certain estimates such as the future expected returns on the financial instrument in different scenarios, earnings potential of the subsidiary businesses, appropriate discount rate, appropriate volatility, appropriate term to exit and other industry and company specific risk factors. Significant judgement is also applied in determining the following: • Subsidiary preferred shares liability classification (Note 15): when determining the classification of financial instruments in terms of liability or equity. These judgements include an assessment of whether the financial instruments include any embedded derivative features, whether they include contractual obligations of the Group to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party, and whether that obligation will be settled by the Company exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. Further information about these critical judgements and estimates is included below under Financial Instruments. • When the power to control the subsidiaries exists (please refer to Notes 5 and 6 and accounting policy below Subsidiaries). This judgement includes an assessment of whether the Company has (i) power over the investee; (ii) exposure, or rights, to variable returns from its involvement with the investee; and (iii) the ability to use its power over the investee to affect the amount of the investor’s returns. The Company considers among others its voting shares, shareholder agreements, ability to appoint board members, representation on the board, rights to appoint management, de facto control, investee dependence on the Company etc. If the power to control investees exists we consolidate the financial statements of such investee in the consolidated financial statements of the Group. Upon issuance of new shares in a subsidiary and/or a change in any shareholders or governance agreements, the Group reassesses its ability to control the investee based on the revised voting interest and board composition and revised subsidiary governance and management structure. When such new circumstances result in the Group losing its power to control the investee, the investee is deconsolidated. • Whether the Company has significant influence over financial and operating policies of investees in order to determine if the Company should account for its investment as an associate based on IAS 28 or based on IFRS 9, Financial Instruments (please refer to Note 5). This judgement includes, among others, an assessment whether the Company has representation on the Board of Directors of the investee, whether the Company participates in the policy making processes of the investee, whether there is any interchange of managerial personnel, whether there is any essential technical information provided to the investee and if there are any transactions between the Company and the investee. • Upon determining that the Company does have significant influence over the financial and operating policies of an investee, if the Company holds more than a single instrument issued by its equity-accounted investee, judgement is required to determine whether the additional instrument forms part of the investment in the associate, which is accounted for under IAS 28 and scoped out of IFRS 9, or it is a separate financial instrument that falls in the scope of IFRS 9 (please refer to Notes 5 and 6). This judgement includes an assessment of the characteristics of the financial instrument of the investee held by the Company and whether such financial instrument provides access to returns underlying an ownership interest. • Where the company has other investments in an equity accounted investee that are not accounted for under IAS 28, judgement is required in determining if such investments constitute Long-Term Interests for the purposes of IAS 28 (please refer to Notes 5 and 6). This determination is based on the individual facts and circumstances and characteristics of each investment, but is driven, among other factors, by the intention and likelihood to settle the instrument through redemption or repayment in the foreseeable future, and whether or not the investment is likely to be converted to common stock or other equity instruments (please also refer to accounting policy with regard to Investments in Associates below). When the Group considered the individual facts and circumstances of the Group’s investment in its associate's preferred stock in the manner described above, including the long-term nature of such investment, the ability of the Group to convert its preferred stock investment to an investment in common shares and the likelihood of such conversion, we concluded that such investment was considered a Long Term Interest. As of December 31, 2022, the Group had cash and cash equivalents of $149.9 million and short-term investments of $200.2 million. Considering the Group’s and the Company's financial position as of December 31, 2022, and its principal risks and opportunities, a going concern analysis has been prepared for at least the twelve-month period from the date of signing the Consolidated Financial Statements ("the going concern period") utilizing realistic scenarios and applying a severe but plausible downside scenario. Even under the downside scenario, the analysis demonstrates the Group and the Company continue to maintain sufficient liquidity headroom and continue to comply with all financial obligations. The Directors believe the Group and the Company is adequately resourced to continue in operational existence for at least the twelve-month period from the date of signing the Consolidated Financial Statements. Accordingly, the Directors considered it appropriate to adopt the going concern basis of accounting in preparing the Consolidated Financial Statements and the PureTech Health plc Financial Statements. Basis of consolidation The consolidated financial information as of December 31, 2022 and 2021, and for each of the years ended December 31, 2022, 2021 and 2020, comprises an aggregation of financial information of the Company and the consolidated financial information of PureTech Health LLC (“PureTech LLC”). Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated. Subsidiaries As used in these financial statements, the term subsidiaries refers to entities that are controlled by the Group. Financial results of subsidiaries of the Group as of December 31, 2022, are reported within the Internal segment, Controlled Founded Entities segment or the Parent Company and Other section (please refer to Note 4). Under applicable accounting rules, the Group controls an entity when it is exposed to, or has the rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights, board representation, shareholders' agreements, ability to appoint Directors and management, de facto control and other related factors. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance. A list of all current and former subsidiaries organized with respect to classification as of December 31, 2022, and the Group’s total voting percentage, based on outstanding voting common and preferred shares as of December 31, 2022, 2021 and 2020, is outlined below. All current subsidiaries are domiciled within the United States and conduct business activities solely within the United States. Voting percentage at December 31, through the holdings in 2022 2021 2020 Subsidiary Common Preferred Common Preferred Common Preferred Subsidiary operating companies Alivio Therapeutics, Inc. 1,2 — 100.0 — 100.0 — 91.9 Entrega, Inc. (indirectly held through Enlight) 1,2 — 77.3 — 77.3 — 83.1 Follica, Incorporated 1,2 28.7 56.7 28.7 56.7 28.7 56.7 PureTech LYT (formerly Ariya Therapeutics, Inc.) — 100.0 — 100.0 — 100.0 PureTech LYT-100 — 100.0 — 100.0 — 100.0 PureTech Management, Inc. 3 100.0 — 100.0 — 100.0 — PureTech Health LLC 3 100.0 — 100.0 — 100.0 — Vedanta Biosciences, Inc. 1,2 — 47.0 — 48.6 — 59.3 Vedanta Biosciences Securities Corp. (indirectly held through Vedanta) 1,2 — 47.0 — 48.6 — 59.3 Deconsolidated former subsidiary operating companies Sonde Health, Inc. 1,2,5 — 40.2 — 51.8 — 51.8 Akili Interactive Labs, Inc. 6 14.7 — — 26.7 — 41.9 Gelesis, Inc. 1,2,6 22.8 — 4.8 19.7 4.9 20.2 Karuna Therapeutics, Inc. 1,2 3.1 — 5.6 — 12.6 — Vor Biopharma Inc.1,2 4.1 — 8.6 — — 16.4 Nontrading holding companies Endra Holdings, LLC (held indirectly through Enlight) 2 86.0 — 86.0 — 86.0 — Ensof Holdings, LLC (held indirectly through Enlight) 2 86.0 — 86.0 — 86.0 — PureTech Securities Corp. 2 100.0 — 100.0 — 100.0 — PureTech Securities II Corp. 2 100.0 — 100.0 — 100.0 — Inactive subsidiaries Appeering, Inc. 2 — 100.0 — 100.0 — 100.0 Commense Inc. 2 — 99.1 — 99.1 — 99.1 Enlight Biosciences, LLC 2 86.0 — 86.0 — 86.0 — Ensof Biosystems, Inc. (held indirectly through Enlight) 1,2 57.7 28.3 57.7 28.3 57.7 28.3 Knode Inc. (indirectly held through Enlight) 2 — 86.0 — 86.0 — 86.0 Libra Biosciences, Inc. 2 — 100.0 — 100.0 — 100.0 Mandara Sciences, LLC 2 98.3 — 98.3 — 98.3 — Tal Medical, Inc. 1,2 — 100.0 — 100.0 — 100.0 1 The voting percentage is impacted by preferred shares that are classified as liabilities, which results in the ownership percentage not being the same as the ownership percentage used in allocations to non-controlling interests disclosed in Note 18. The allocation of losses/profits to the noncontrolling interest is based on the holdings of subordinated stock that provide ownership rights in the subsidiaries. The ownership of liability classified preferred shares are quantified in Note 15. 2 Registered address is Corporation Trust Center, 1209 Orange St., Wilmington, DE 19801, USA. 3 Registered address is 2711 Centerville Rd., Suite 400, Wilmington, DE 19808, USA. 4 The Company’s interests in its subsidiaries are predominantly in the form of preferred shares, which have a liquidation preference over the common stock, are convertible into common stock at the holder’s discretion or upon certain liquidity events, are entitled to one vote per share on all matters submitted to shareholders for a vote and entitled to receive dividends when and if declared. In the case of Enlight, Mandara and PureTech Health LLC, the holdings are membership interests in an LLC. The holders of common stock are entitled to one vote per share on all matters submitted to shareholders for a vote and entitled to receive dividends when and if declared. 5 On May 25, 2022 PureTech lost control over Sonde and Sonde was deconsolidated from the Group’s financial statements, resulting in only the profits and losses generated by Sonde through the deconsolidation date being included in the Group’s Consolidated Statement of Comprehensive Income/(Loss). See Notes 5 and 6 for further details about the accounting for the investments in Sonde subsequent to deconsolidation. 6 See Notes 5 and 6 for the Gelesis and Akili SPAC merger and for the exchange of the Group's preferred stock investments for common stock of those entities. Change in subsidiary ownership and loss of control Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Where the Group loses control of a subsidiary, the assets and liabilities are derecognized along with any related non-controlling interest (“NCI”). Any interest retained in the former subsidiary is measured at fair value when control is lost. Any resulting gain or loss is recognized as profit or loss in the Consolidated Statements of Comprehensive Income/(Loss). Associates As used in these financial statements, the term associates are those entities in which the Group has no control but maintains significant influence over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of an entity, unless it can be clearly demonstrated that this is not the case. The Group evaluates if it maintains significant influence over associates by assessing if the Group has lost the power to participate in the financial and operating policy decisions of the associate. Application of the equity method to associates Associates are accounted for using the equity method (equity accounted investees) and are initially recognized at cost, or if recognized upon deconsolidation they are initially recorded at fair value at the date of deconsolidation. The consolidated financial statements include the Group’s share of the total comprehensive income and equity movements of equity accounted investees, from the date that significant influence commences until the date that significant influence ceases. To the extent the Group holds interests in associates that are not providing access to returns underlying ownership interests, the instrument held by PureTech is accounted for in accordance with IFRS 9 as investments held at fair value. When the Group’s share of losses exceeds its equity method investment in the investee, losses are applied against Long-Term Interests, which are investments accounted for under IFRS 9. Investments are determined to be Long-Term Interests when they are long-term in nature and in substance they form part of the Group's net investment in that associate. This determination is impacted by many factors, among others, whether settlement by the investee through redemption or repayment is planned or likely in the foreseeable future, whether the investment can be converted and/or is likely to be converted to common stock or other equity instrument and other factors regarding the nature of the investment. Whilst this assessment is dependent on many specific facts and circumstances of each investment, typically conversion features whereby the investment is likely to convert to common stock or other equity instruments would point to the investment being a Long-Term Interest. Similarly, where the investment is not planned or likely to be settled through redemption or repayment in the foreseeable future, this would indicate that the investment is a Long-Term Interest. When the net investment in the associate, which includes the Group’s investments in other long-term interests, is reduced to nil, recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of an investee. The Group has also adopted the amendments to IAS 28 Investments in Associates that addresses the dual application of IAS 28 and IFRS 9 (see below) when equity method losses are applied against Long-Term Interests (LTI). The amendments provide the annual sequence in which both standards are to be applied in such a case. The Group has applied the equity method losses to the LTIs presented as part of Investments held at fair value subsequent to remeasuring such investments to their fair value at balance sheet date. Financial Instruments Classification The Group classifies its financial assets in the following measurement categories: • Those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and • Those to be measured at amortized cost. The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows. For assets measured at fair value, gains and losses are recorded in profit or loss. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at FVOCI. As of balance sheet dates, none of the Company's financial assets are accounted for as FVOCI. Measurement At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at FVTPL, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets that are carried at FVTPL are expensed. Impairment The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortized cost. For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables. Financial Assets The Group’s financial assets consist of cash and cash equivalents, investments in debt securities, trade and other receivables, notes, restricted cash deposits and investments in equity securities. The Group’s financial assets are virtually all classified into the following categories: investments held at fair value, notes, trade and other receivables, short-term investments and cash and cash equivalents. The Group determines the classification of financial assets at initial recognition depending on the purpose for which the financial assets were acquired. Investments held at fair value are investments in equity instruments that are not held for trading. Such investments consist of the Group's minority interest holdings where the Group has no significant influence or preferred share investments in the Group's associates that are not providing access to returns underlying ownership interests. These financial assets are initially measured at fair value and subsequently re-measured at fair value at each reporting date. The Company elects if the gain or loss will be recognized in Other Comprehensive Income/(Loss) or through profit and loss on an instrument by instrument basis. The Company has elected to record the changes in fair values for the financial assets falling under this category through profit and loss. Please refer to Note 5. Changes in the fair value of financial assets at FVTPL are recognized in other income/(expense) in the Consolidated Statements of Comprehensive Income/(Loss) as applicable. The notes from an associate, since their contractual terms do not consist solely of cash flow payments of principal and interest on the principal amount outstanding, such notes are initially and subsequently measured at fair value, with changes in fair value recognized through profit and loss. Short term investments consist of short-term US treasury bills that are held to maturity. The contractual terms consist solely of payment of the principal and the Group's business model is to hold the treasury bills to maturity. As such, such short term investments are recorded at amortized cost. As of balance sheet date amortized cost approximated the fair value of such short-term investments. Trade and other receivables are non-derivative financial assets with fixed and determinable payments that are not quoted on active markets. These financial assets are carried at the amounts expected to be received less any expected lifetime losses. Such losses are determined taking into account previous experience, credit rating and economic stability of counterparty and economic conditions. When a trade receivable is determined to be uncollectible, it is written off against the available provision. As of balance sheet date, The Group did not incur or record any such expected lifetime losses. Trade and other receivables are included in current assets, unless maturities are greater than 12 months after the end of the reporting period. Financial Liabilities The Group’s financial liabilities consist of trade and other payables, subsidiary notes payable, long-term loan, preferred shares, and warrant liability. Warrant liabilities are initially recognized at fair value. After initial recognition, these financial liabilities are re-measured at FVTPL using an appropriate valuation technique. Subsidiary notes payable without embedded derivatives and the long-term loan are accounted for at amortized cost. The majority of the Group’s subsidiaries have preferred shares and certain notes payable with embedded derivatives, which are classified as current liabilities. When the Group has preferred shares and notes with embedded derivatives that qualify for bifurcation, the Group has elected to account for the entire instrument as FVTPL after determining under IFRS 9 that the instrument qualifies to be accounted for under such FVTPL method. The Group derecognizes a financial liability when its contractual obligations are discharged, cancelled or expire. Equity Instruments Issued by the Group Financial instruments issued by the Group are treated as equity only to the extent that they meet the following two conditions, in accordance with IAS 32: 1. They include no contractual obligations upon the Group to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavorable to the Group; and 2. Where the instrument will or may be settled in the Group’s own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Group’s own equity instruments or is a derivative that will be settled by the Group exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. To the extent that this definition is not met, the financial instrument is classified as a financial liability. Where the instrument so classified takes the legal form of the Group’s own shares, the amounts presented in the Group's shareholders' equity exclude amounts in relation to those shares. Changes in the fair value of liabilities at FVTPL are recognized in Net finance income (costs) in the Consolidated Statements of Comprehensive Income/(Loss) as applicable. IFRS 15, Revenue from Contracts with Customers The standard establishes a five-step principle-based approach for revenue recognition and is based on the concept of recognizing an amount that reflects the consideration for performance obligations only when they are satisfied and the control of goods or services is transferred. The majority of the Group’s contract revenue is generated from licenses and services, some of which are part of collaboration arrangements. Management reviewed contracts where the Group received consideration in order to determine whether or not they should be accounted for in accordance with IFRS 15. To date, PureTech has entered into transactions that generate revenue and meet the scope of either IFRS 15 or IAS 20 Accounting for Government Grants. Contract revenue is recognized at either a point-in-time or over time, depending on the nature of the performance obligations. The Group accounts for agreements that meet the definition of IFRS 15 by applying the following five step model: • Identify the contract(s) with a customer – A contract with a customer exists when (i) the Group enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to those goods or services, (ii) the contract has commercial substance and, (iii) the Group determines that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. • Identify the performance obligations in the contract – Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available from third parties or from the Group, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. • Determine the transaction price – The transaction price is determined based on the consideration to which the Group will be entitled in exchange for transferring goods or services to the customer. To the extent the transaction price includes variable consideration, the Group estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Group’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. • Allocate the transaction price to the performance obligations in the contract – If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis. • Recognize revenue when (or as) the Group satisfies a performance obligation – The Group satisfies performance obligations either over time or at a point in time as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised good or service to a customer. Revenue generated from services agreements (typically where licenses and related services were combined into one performance obligation) is determined to be recognized over time when it can be determined that the services meet one of the following: (a) the customer simultaneously receives and consumes the benefits provided by the entity’s performance as the entity performs; (b) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or (c) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. It was determined that the Group has contracts that meet criteria (a), since the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the Company performs. Therefore revenue is recognized over time using the input method based on costs incurred to date as compared to total contract costs. The Company believes that in research and development service type agreements using costs incurred to date represents the most faithful depiction of the entity’s performance towards complete satisfaction of a performance obligation. Revenue from licenses that are not part of a combined performance obligation are recognized at a point in time due to the licenses relating to intellectual property that has significant stand-alone functionality and as such represent a right to use the entity's intellectual property as it exists at the point in time at which the license is granted. Royalty income received in respect of licensing agreements is recognized as the related third party sales in the licensee occur. Amounts that are receivable or have been received per contractual terms but have not been recognized as revenue since performance has not yet occurred or has not yet been completed are recorded as deferred revenue. The Company classifies as non-current deferred revenue amounts received for which performance is expected to occur beyond one year or one operating cycle. Grant Income The Company recognizes grants from governmental agencies as grant income in the Consolidated Statement of Comprehensive Income/(Loss), gross of the expenditures that were related to obtaining the grant, when there is reasonable assurance that the Company will comply with the conditions within the grant agreement and there is reasonable assurance that payments under the grants will be received. The Company evaluates the conditions of each grant as of each reporting date to ensure that the Company has reasonable assurance of meeting the conditions of each grant arrangement and that it is expected that the grant payment will be received as a result of meeting the necessary conditions. The Company submits qualifying expenses for reimbursement after the Company has incurred the research and development expense. The Company records an unbilled receivable upon incurring such expenses. In cases were grant income is received prior to the expenses being incurred or recognized, the amounts received are deferred until the related expense is incurred and/or recognized. Grant income is recognized in the Consolidated Statements of Comprehensive Income/(Loss) at the time in which the Company recognizes the related reimbursable expense for which the grant is intended to compensate. Functional and Presentation Currency These consolidated financial statements are presented in United States dollars (“US dollars”). The functional currency of all members of the Group is the U.S. dollar. The Group's share in foreign exchange differences in associates were reported in Other Comprehensiv |
New Standards and Interpretatio
New Standards and Interpretations Not Yet Adopted | 12 Months Ended |
Dec. 31, 2022 | |
New Standards and Interpretations Not Yet Adopted [Abstract] | |
New Standards and Interpretations Not Yet Adopted | New Standards and Interpretations Not Yet Adopted A number of new standards, interpretations, and amendments to existing standards are effective for annual periods commencing on or after January 1, 2023 and have not been applied in preparing the consolidated financial information. The Company’s assessment of the impact of these new standards and interpretations is set out below. Effective January 1, 2023, the definition of accounting estimates has been amended as an amendment to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. The amendments clarify how companies should distinguish changes in accounting policies from changes in accounting estimates. The distinction is important because changes in accounting estimates are applied prospectively only to future transactions and future events, but changes in accounting policies are generally also applied retrospectively to past transactions and other past events. This amendment is not expected to have an impact on the Group's financial statements. Effective January 1, 2023, IAS 1 has been amended to clarify that liabilities are classified as either current or non-current, depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date. The Company does not expect this amendment will have a material impact on its financial statements. Effective January 1, 2023, IAS 12 is amended to narrow the scope of the initial recognition exemption (IRE) so that it does not apply to transactions that give rise to equal and offsetting temporary differences. As a result, companies will need to recognise a deferred tax asset and a deferred tax liability for temporary differences arising on initial recognition of a lease and a decommissioning provision. The amendment is not expected to have an impact on the Group's financial statements as the Group has already recognized a deferred tax asset and deferred tax liability that arose on initial recognition of its leases (the Group does not have decommissioning provisions). None of the other new standards, interpretations, and amendments are applicable to the Company’s financial statements and therefore will not have an impact on the Company. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2022 | |
Revenue [abstract] | |
Revenue | Revenue Revenue recorded in the Consolidated Statement of Comprehensive Income/(Loss) consists of the following: For the years ended December 31, 2022 $000s 2021 $000s 2020 $000s Contract revenue 2,090 9,979 8,341 Grant income 13,528 7,409 3,427 Total revenue 15,618 17,388 11,768 All amounts recorded in contract revenue were generated in the United States. For the years ended December 31, 2022, 2021 and 2020 contract revenue includes royalties received from an associate in the amount of $509 thousand, $231 thousand, and $54 thousand, respectively. During the year ended December 31, 2021, the company received a $6.5 million payment from Imbrium Therapeutics, Inc. following the exercise of the option to acquire an exclusive license for the Initial Product Candidate, as defined in the agreement. Since the license transferred was a functional license, revenue from the option exercise was recognized at a point in time upon transfer of the license, which occurred during the year ended December 31, 2021. During the year ended December 31, 2020, the Company received a $2.0 million milestone payment from Karuna Therapeutics, Inc. following initiation of its KarXT Phase 3 clinical study pursuant to the Exclusive Patent License Agreement between PureTech and Karuna. This milestone was recognized as revenue during the year ended December 31, 2020. Disaggregated Revenue The Group disaggregates contract revenue in a manner that depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The Group disaggregates revenue based on contract revenue or grant revenue, and further disaggregates contract revenue based on the transfer of control of the underlying performance obligations. Timing of contract revenue recognition For the years ended December 31, 2022 $000s 2021 $000s 2020 $000s Transferred at a point in time – Licensing Income 1 527 6,809 2,054 Transferred over time 2 1,563 3,171 6,286 2,090 9,979 8,341 1 2022 – Attributed to Non-Controlled Founded Entities segment ( $19 thousand) and to Parent Company and Other ($509 thousand); 2021 – Attributed to the Internal segment ($6,500 thousand), Non-Controlled Founded Entities segment ($74 thousand), and to Parent Company and Other ($235 thousand); 2020 – Attributed to Parent Company and Other. See note 4, Segment information. 2 2022 – Attributed to Controlled Founded Entities segment ($1,500 thousand) and to Non-Controlled Founded Entities segment ($63 thousand ); 2021 – Attributed to Internal segment ($1,629 thousand), Non-Controlled Founded Entities segment ($41 thousand), and to Controlled Founded Entities segment ($1,500 thousand). 2020 – Attributed to Internal segment ($5,297 thousand), Controlled Founded Entities segment ($896 thousand), and to Non-Controlled Founded Entities segment ($93 thousand). See Note 4, Segment Information. Customers over 10% of revenue 2022 $000s 2021 $000s 2020 $000s Customer A — — 1,518 Customer B 1,500 1,500 896 Customer C — — 2,043 Customer D — 7,250 1,736 Customer E — — 2,000 Customer F 509 — — 2,009 8,750 8,193 Accounts receivables represent rights to consideration in exchange for products or services that have been transferred by the Group, when payment is unconditional and only the passage of time is required before payment is due. Accounts receivables do not bear interest and are recorded at the invoiced amount. Accounts receivable are included within Trade and other receivables on the Consolidated Statement of Financial Position. Contract liabilities represent the Group’s obligation to transfer products or services to a customer for which consideration has been received, or for which an amount of consideration is due from the customer. Contract liabilities are included within deferred revenue on the Consolidated Statement of Financial Position. Contract Balances 2022 $000s 2021 $000s Accounts receivable 606 704 Deferred revenue – short term — 65 During the year ended December 31, 2022, $65 thousand of revenue was recognized from deferred revenue outstanding at December 31, 2021. Remaining performance obligations represent the transaction price of unsatisfied or partially satisfied performance obligations within contracts with an original expected contract term that is greater than one year and for which fulfillment of the contract has started as of the end of the reporting period. The aggregate amount of transaction consideration allocated to remaining performance obligations as of December 31, 2022, was nil. As of December 31, 2022 the deferred revenue balance related entirely to deferred grant income. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Information [Abstract] | |
Segment Information | Segment Information Basis for Segmentation The Directors are the Group’s strategic decision-makers. The Group’s operating segments are reported based on the financial information provided to the Directors periodically for the purposes of allocating resources and assessing performance. The Group has determined that each entity is representative of a single operating segment as the Directors monitor the financial results at this level. When identifying the reportable segments the Group has determined that it is appropriate to aggregate multiple operating segments into a single reportable segment given the high level of operational and financial similarities across the entities. The Group has identified multiple reportable segments as presented below. There was no change to reportable segments in 2022, except for the transfer of Sonde Health, Inc. to the Non-Controlled Founded Entities segment due to the deconsolidation of Sonde Health, Inc (Sonde) on May 25, 2022. The Non-Controlled Founded Entities segment includes Sonde Health, Inc. which was deconsolidated on May 25, 2022. Segment results incorporate the operational results of Sonde Health, Inc. to the date of deconsolidation. Following the date of deconsolidation, the Company accounts for its investment in Sonde Health, Inc. at the parent level, and therefore the results associated with investment activity following the date of deconsolidation (including the Group's share in Sonde losses) is included in the Parent Company and Other section. The Company has revised in these financial statements the prior year financial information to conform to the presentation as of and for the year ending December 31, 2022 to include Sonde in the Non-Controlled Founded Entities segment. The change in segments reflects how the Company’s Board of Directors reviews the Group’s results, allocates resources and assesses performance of the Group at this time. Virtually all of the revenue and profit generating activities of the Group are generated within the United States and accordingly, no geographical disclosures are provided. Internal The Internal segment (the “Internal segment”), is advancing Wholly Owned Programs which are focused on treatments for patients with devastating diseases. The Internal segment is comprised of the technologies that are wholly owned and will be advanced through either PureTech Health funding or non-dilutive sources of financing in the near-term. The operational management of the Internal segment is conducted by the PureTech Health team, which is responsible for the strategy, business development, and research and development. As of December 31, 2022, this segment included PureTech LYT, PureTech LYT-100 and Alivio Therapeutics, Inc. Controlled Founded Entities The Controlled Founded Entity segment (the “Controlled Founded Entity segment”) is comprised of the Group’s subsidiaries that are currently consolidated operational subsidiaries that either have, or have plans to hire, independent management teams and currently have already raised third-party dilutive capital. These subsidiaries have active research and development programs and either have entered into or plan to seek an equity or debt investment partner, who will provide additional industry knowledge and access to networks, as well as additional funding to continue the pursued growth of the company. As of December 31, 2022, this segment included Entrega Inc., Follica Incorporated, and Vedanta Biosciences, Inc. Non-Controlled Founded Entities The Non-Controlled Founded Entities segment (the “Non-Controlled Founded Entities segment”) is comprised of the entities in respect of which PureTech Health no longer has control over the entity. Upon deconsolidation of an entity the segment disclosure is restated to reflect the change on a retrospective basis, as this constitutes a change in the composition of its reportable segments. The Non-Controlled Founded Entities segment includes Sonde Health Inc. which was deconsolidated on May 25, 2022. The Non-Controlled Founded Entities segment incorporates the operational results of the aforementioned entity to the date of deconsolidation. Following the date of deconsolidation, the Company accounts for its investment in each entity at the parent level, and therefore the results associated with investment activity (including the recognition of equity method income/ (losses)) following the date of deconsolidation is included in the Parent Company and Other section. Parent Company and Other Parent Company and Other includes activities that are not directly attributable to the operating segments, such as the activities of the Parent, corporate support functions and certain research and development support functions that are not directly attributable to a strategic business segment as well as the elimination of intercompany transactions. Intercompany transactions between segments consist primarily of management fees charged from the Parent Company to the other segments. This section also captures the accounting for the Company’s holdings in entities for which control has been lost, which is inclusive of the following items: gain on deconsolidation, gain or loss on investments held at fair value, realized loss on sale of investments, the share of net income/ (loss) of associates accounted for using the equity method, gain on dilution of ownership interest in associate, impairment of investment in associate. As of December 31, 2022, this segment included PureTech Health plc, PureTech Health LLC, PureTech Management, Inc., PureTech Securities Corp. and PureTech Securities II Corp., as well as certain other dormant, inactive and shell entities. Information About Reportable Segments: 2022 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Income/(Loss) Contract revenue — 1,500 81 509 2,090 Grant revenue 2,826 10,702 — — 13,528 Total revenue 2,826 12,202 81 509 15,618 General and administrative expenses (8,301) (16,462) (1,296) (34,933) (60,991) Research and development expenses (116,054) (34,668) (826) (885) (152,433) Total operating expense (124,355) (51,130) (2,122) (35,817) (213,425) Other income/(expense): Gain on deconsolidation of subsidiary — — — 27,251 27,251 Gain/(loss) on investment held at fair value — — — (32,060) (32,060) Realized loss on sale of investments — — — (29,303) (29,303) Other income/(expense) (204) (3) — 8,338 8,131 Total other income/(expense) (204) (3) — (25,775) (25,981) Net finance income/(costs) 615 138,006 (3,045) 3,348 138,924 Share of net income/(loss) of associates accounted for using the equity method — — — (27,749) (27,749) Gain on dilution of ownership interest in associate — — — 28,220 28,220 Impairment of investment in associate — — — (8,390) (8,390) Income/(loss) before taxes (121,118) 99,075 (5,085) (65,655) (92,783) Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (114,255) (32,468) (2,079) (57,452) (206,254) Finance income/(costs) – IFRS 9 fair value accounting — 140,056 (2,993) — 137,063 Share-based payment expense (5,136) (4,703) (8) (4,852) (14,699) Depreciation of tangible assets (1,727) (2,526) (4) (1,588) (5,845) Amortization of ROU assets — (1,283) — (1,764) (3,047) Amortization of intangible assets — — (1) — (1) Taxation — — — 55,719 55,719 Income/(loss) for the year (121,118) 99,075 (5,085) (9,936) (37,065) Other comprehensive income/(loss) — — — (379) (379) Total comprehensive income/(loss) for the year (121,118) 99,075 (5,085) (10,316) (37,444) Total comprehensive income/(loss) attributable to: Owners of the Company (121,118) 85,471 (4,755) (10,331) (50,733) Non-controlling interests — 13,604 (330) 15 13,290 December 31, 2022 $000s Consolidated Statements of Financial Position: Total assets 51,599 35,341 — 615,707 702,647 Total liabilities 1 271,186 76,635 — (192,763) 155,057 Net assets/(liabilities) (219,587) (41,294) — 808,470 547,589 1 Parent Company and Other Includes eliminations of intercompany liabilities between the Parent Company and the reportable segments in the amount of $255.5 million. 2021 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Income/(Loss) Contract revenue 8,129 1,500 115 235 9,979 Grant revenue 1,253 6,156 — — 7,409 Total revenue 9,382 7,656 115 235 17,388 General and administrative expenses (8,673) (17,504) (3,225) (27,797) (57,199) Research and development expenses (65,444) (40,667) (3,116) (1,244) (110,471) Total Operating expenses (74,118) (58,171) (6,341) (29,041) (167,671) Other income/(expense): Gain/(loss) on investment held at fair value — — — 179,316 179,316 Realized loss on sale of investments — — — (20,925) (20,925) Other income/(expense) — 70 — 1,523 1,593 Total other income/(expense) (1) 70 — 159,914 159,983 Net finance income/(costs) (16) 7,528 (784) (1,679) 5,050 Share of net income/(loss) of associate accounted for using the equity method — — — (73,703) (73,703) Income/(loss) before taxes (64,753) (42,917) (7,010) 55,727 (58,953) (Loss)/income before taxes pre IFRS 9 fair value accounting, finance costs – subsidiary preferred shares, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (60,368) (44,335) (6,248) 63,628 (47,323) Finance income/(costs) – IFRS 9 fair value accounting — 10,322 (716) — 9,606 Share-based payment expense (3,066) (6,224) (32) (4,628) (13,950) Depreciation of tangible assets (1,319) (1,506) (12) (1,510) (4,347) Amortization of ROU assets — (1,174) — (1,764) (2,938) Amortization of intangible assets — — (2) — (2) Taxation — — — (3,756) (3,756) Income/(loss) for the year (64,753) (42,917) (7,010) 51,971 (62,709) Other comprehensive income/(loss) — — — — — Total comprehensive income/(loss) for the year (64,753) (42,917) (7,010) 51,971 (62,709) Total comprehensive income/(loss) attributable to: Owners of the Company (64,657) (41,283) (6,574) 51,956 (60,558) Non-controlling interests (96) (1,634) (436) 15 (2,151) December 31, 2021 $000s Consolidated Statements of Financial Position: Total assets 125,726 64,508 1,765 754,007 946,006 Total liabilities 1 228,789 209,212 19,645 (95,787) 361,859 Net (liabilities)/assets (103,063) (144,704) (17,880) 849,794 584,147 1 Parent Company and Other Includes eliminations of intercompany liabilities between the Parent Company and the reportable segments in the amount of $233.3 million. The proportion of net assets shown above that is attributable to non-controlling interest is disclosed in Note 18. 2020 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Loss Contract revenue 5,297 896 93 2,054 8,341 Grant revenue 1,563 1,864 — — 3,427 Total revenue 6,860 2,760 93 2,054 11,768 General and administrative expenses (3,482) (10,752) (2,939) (32,267) (49,440) Research and development expenses (45,346) (33,152) (3,128) (234) (81,859) Total operating expense (48,828) (43,904) (6,067) (32,500) (131,299) Other income/(expense): Gain/(loss) on investment held at fair value — — — 232,674 232,674 Realized loss on sale of investments — — — (54,976) (54,976) Gain/(loss) on disposal of assets (15) (15) — — (30) Other income/(expense) — 100 — 965 1,065 Other income/(expense) (15) 85 — 178,662 178,732 Net finance income/(costs) 19 (4,352) (852) (930) (6,115) Share of net income/(loss) of associate accounted for using the equity method — — — (34,117) (34,117) Income/(loss) before taxes (41,964) (45,410) (6,826) 113,170 18,969 (Loss)/income before taxes pre IAS 39 fair value accounting, finance costs – subsidiary preferred shares, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (38,349) (36,736) (5,866) 121,644 40,694 Finance income/(costs) – IFRS 9 fair value accounting — (3,492) (859) — (4,351) Share-based payment expense (2,762) (2,469) (83) (5,405) (10,718) Depreciation of tangible assets (854) (1,528) (17) (1,547) (3,945) Amortization of ROU assets — (1,186) — (1,523) (2,709) Amortization of intangible assets — — (1) — (1) Taxation — (1) — (14,400) (14,401) Income/(loss) for the year (41,964) (45,411) (6,826) 98,769 4,568 Other comprehensive income/(loss) — — — 469 469 Total comprehensive income/(loss) for the year (41,964) (45,411) (6,826) 99,238 5,037 Total comprehensive income/(loss) attributable to: Owners of the Company (41,773) (44,506) (6,519) 99,253 6,454 Non-controlling interests (191) (905) (306) (15) (1,417) |
Investments held at fair value
Investments held at fair value | 12 Months Ended |
Dec. 31, 2022 | |
Investments held at fair value [Abstract] | |
Investments held at fair value | Investments held at fair value Investments held at fair value include both unlisted and listed securities held by PureTech. These investments, which include interests in Akili, Vor, Karuna, Gelesis (preferred shares until exchanged for common stock, accounted for under the equity method, and Earn-out shares following exchange), Sonde and other insignificant investments, are initially measured at fair value and are subsequently re-measured at fair value at each reporting date with changes in the fair value recorded through profit and loss. Interests in these investments were accounted for as shown below: Investments held at fair value $000's Balance as of January 1, 2021 553,167 Sale of Karuna shares (218,125) Loss realised on sale of investments (20,925) Cash purchase of Vor preferred shares 500 Gain – change in fair value through profit and loss 179,271 Balance as of December 31, 2021 and January 1, 2022 before allocation of share in associate loss to long-term interest (*) 493,888 Investment in Sonde Preferred shares – Sonde deconsolidation 11,168 Sale of Karuna and Vor shares (118,710) Loss realised on sale of investments as a result of written call option (29,303) Cash Investment (Akili) 5,000 Gelesis Earn out shares received in SPAC exchange 14,214 Exchange of Gelesis preferred shares to Gelesis common shares (92,303) Loss – change in fair value through profit and loss (32,060) Balance as of December 31, 2022 251,892 (*) Share in associate losses allocated to long-term interest amounted to $96.7 million as of December 31, 2021 and January 1, 2022 Vor Vor was deconsolidated in February 2019. As PureTech did not hold common shares in Vor upon deconsolidation and the preferred shares it held did not have equity-like features, PureTech had no basis to account for its investment in Vor under IAS 28. The preferred shares held by PureTech fell under the guidance of IFRS 9 and were treated as a financial asset held at fair value with changes in fair value recorded in the Consolidated Statement of Comprehensive Income/(Loss). 2020 On February 12, 2020, PureTech participated in the second closing of Vor’s Series A-2 Preferred Share financing. For consideration of $0.7 million, PureTech received 1,625,000 A-2 shares. On June 30, 2020, PureTech participated in the first closing of Vor’s Series B Preferred Share financing. For consideration of $0.5 million, PureTech received 961,538 shares. Upon the conclusion of such Vor financings PureTech no longer had significant influence over Vor. 2021 On January 8, 2021, PureTech participated in the second closing of Vor’s Series B Preferred Share financing. For consideration of $0.5 million, PureTech received an additional 961,538 B Preferred shares. On February 9, 2021, Vor closed its initial public offering (IPO) of 9,828,017 shares of its common stock at a price to the public of $18.00 per share. Subsequent to the closing, PureTech held 3,207,200 shares of Vor common stock, representing 8.6 percent of Vor common stock. Following its IPO, the valuation of Vor common stock is based on level 1 inputs in the fair value hierarchy. See Note 16. 2022 In August and December 2022, PureTech sold an aggregate of 535,400 shares of Vor common shares for aggregate proceeds of $3.3 million . During the years ended December 31, 2022, 2021 and 2020, the Company recognized a loss of $16.2 million, a gain of $3.9 million, and a gain of $19.1 million, respectively for the changes in the fair value of the investment that were recorded in the line item Gain/(loss) on investments held at fair value within the Consolidated Statement of Comprehensive Income/(Loss). Please refer to Note 16 for information regarding the valuation of these instruments. Gelesis Gelesis was deconsolidated in July 2019. The common stock held in Gelesis is accounted for under the equity method, while the preferred shares and warrants held by PureTech fell under the guidance of IFRS 9 and were treated as financial assets held at fair value, where changes to the fair value of the preferred shares and warrant were recorded through the Consolidated Statement of Income/(Loss). Please refer to Note 6 for information regarding the Company's investment in Gelesis as an associate. 2020 On April 1, 2020, PureTech participated in the 2nd closing of Gelesis’s Series 3 Growth Preferred Share financing. For consideration of $10.0 million, PureTech received 579,038 Series 3 Growth shares. 2020 and 2021 During the years ended December 31, 2021 and 2020, due to the equity method based investment in Gelesis being reduced to zero, the Group allocated a portion of its share in the net loss in Gelesis in the years ended December 31, 2021 and 2020, totaling $73.7 million, and $23.0 million, respectively, to its preferred share and warrant investments in Gelesis, which were considered to be long-term interests in Gelesis. 2022 On January 13, 2022, Gelesis completed its business combination with Capstar Special Purpose Acquisition Corp ("Capstar"). As part of the business combination, all shares in Gelesis, common and preferred, including the shares held by PureTech, were exchanged for common shares of the merged entity and unvested common shares that will vest upon the stock price of the new combined entity reaching certain target prices (hereinafter "Earn-out shares"). In addition, PureTech invested $15.0 million in the class A common shares of Capstar as part of the Private Investment in Public Equity ("PIPE") transaction that took place immediately prior to the closing of the business combination and an additional approximately $5.0 million, as part of the Backstop agreement signed with Capstar on December 30, 2021 (See Note 6). Pursuant to the business combination, Gelesis became a wholly-owned subsidiary of Capstar and Capstar changed its name to Gelesis Holdings, Inc., which began trading on the New York Stock Exchange under the ticker symbol "GLS" on January 14, 2022. The exchange of the preferred stock (including warrants) for common stock (including common stock warrants) represents an additional investment in Gelesis equity investment. The Group recorded the changes in fair value of the preferred stock (including warrant) through the date of the exchange upon which the preferred stock were derecognized and recorded as an additional investment in Gelesis equity interest – See Note 6 for the net gain on the dilution of the equity interest in Gelesis, resulting from the exchange of all preferred stock in Gelesis to common stock of Gelesis Holdings Inc, the PIPE transaction and the closing of the merger. All equity method losses allocated in prior periods against the investment in Gelesis held at fair value are now included within the equity method investment in Gelesis and were offset against the gain on dilution of interest – see Note 6. As part of the aforementioned exchange PureTech received 4,526,622 Earn-out shares, which were valued on the date of the exchange at $14.2 million. The Group accounts for such Earn-out shares under IFRS 9 as investments held at fair value with changes in fair value recorded through profit and loss. During the years ended December 31, 2022, 2021 and 2020, the Company recognized a loss of $4.4 million, a gain of $34.6 million, and a gain of $7.1 million, respectively related to the change in the fair value of the preferred shares and warrants that was recorded in the line item Gain/(loss) on investments held at fair value within the Consolidated Statement of Comprehensive Income/(Loss). In addition, the Company recognized a loss of $14.1 million during the year ended December 31, 2022 in respect of the Earn-out shares, for the change in the fair value related to such investment during the period. As of December 31, 2022 the value of such earn-out shares amounted to $0.1 million. Karuna Karuna was deconsolidated in March 2019. During 2019 Karuna completed its IPO and PureTech lost its significant influence in Karuna. The shares held in Karuna are accounted for as an investment held at fair value. 2020 On January 22, 2020, PureTech sold 2,100,000 shares of Karuna common shares for aggregate proceeds of $200.9 million. On May 26, 2020, PureTech sold an additional 555,500 Karuna common shares for aggregate proceeds of $45.0 million. On August 26, 2020, PureTech sold 1,333,333 common shares of Karuna for aggregate proceeds of $101.6 million. As a result of the sales, Puretech recorded a loss of $54.8 million attributable to blockage discount included in the sales price, to the line item Loss Realized on Sale of Investment within the Consolidated Statement of Comprehensive Income/(Loss). See below for gain recorded in respect of the change in fair value of the Karuna investment. 2021 On February 9, 2021, the Group sold 1,000,000 common shares of Karuna for $118.0 million. Following the sale the Group held 2,406,564 common shares of Karuna, which represented 8.2 percent of Karuna common stock at the time of sale. On November 9, 2021, the group sold an additional 750,000 common shares of Karuna for $100.1 million. Following the sale the group holds 1,656,564 common shares of Karuna, which represented 5.6 percent at time of sale. As a result of the aforementioned sales, the Company recorded a loss of $20.9 million, attributable to blockage discount included in the sales price, to the line item Loss Realised on Sale of Investment within the Consolidated Statement of Comprehensive Income/ (Loss). See below for gain recorded in respect of the change in fair value of the Karuna investment. 2022 On August 8, 2022, the Company sold 125,000 shares of Karuna common stock. In addition, the Company wrote a series of call options entitling the holders thereof to purchase up to 477,100 Karuna common stock at a set price, which were exercised in full in August and September 2022. Aggregate proceeds to the Company from all aforementioned transactions amounted to $115.5 million, net of transaction fees. As a result of the aforementioned sales, the Company recorded a loss of $29.3 million, attributable to the exercise of the aforementioned call options, to the line item Realized Loss on Sale of Investment within the Consolidated Statement of Comprehensive Income/ (Loss).See below for gain recorded in respect of the change in fair value of the Karuna investment. During the years ended December 31, 2022, 2021, and 2020 the Company recognized gains of $135.0 million, $110.0 million and $191.2 million, respectively for the changes in the fair value of the Karuna investment that were recorded in the line item Gain/(loss) on investments held at fair value within the Consolidated Statement of Comprehensive Income/(Loss). As of December 31, 2022, PureTech continued to hold Karuna common shares or 3.1 percent of total outstanding Karuna common shares. Please refer to Note 16 for information regarding the valuation of these instruments. Akili Akili was deconsolidated in 2018. As PureTech did not hold common shares in Akili and the preferred shares it held did not have equity-like features, PureTech had no basis to account for its investment in Akili under IAS 28. The preferred shares held by PureTech Health fell under the guidance of IFRS 9 and were treated as a financial asset held at fair value and all movements to the value of the preferred shares were recorded through the Consolidated Statements of Comprehensive Income/(Loss), in accordance with IFRS 9. 2021 On May 25, 2021, Akili completed its Series D financing for gross proceeds of $110.0 million in which Akili issued 13,053,508 Series D preferred shares. The Group did not participate in this round of financing and as a result, the Group's interest in Akili was reduced from 41.9 percent to 27.5 percent. 2022 On January 26, 2022, Akili Interactive and Social Capital Suvretta Holdings Corp. I, a special purpose acquisition company, announced they had entered into a definitive business combination agreement. The transaction closed on August 19, 2022 and the combined company's securities began trading on August 22, 2022 on the Nasdaq Stock Market under the ticker symbol "AKLI". As part of this transaction the Akili Interactive shares held by the Company were exchanged for the common stock of the combined company's securities as well as unvested common stock ("Akili Earnout Shares") that will vest when the share price exceeds certain thresholds. In addition, as part of a PIPE transaction that took place concurrently with the closing of the transaction, the Company purchased 500,000 shares in consideration for $5.0 million. Following the closing of the aforementioned transactions, the Company holds 12,527,477 shares of the combined entity (excluding the Akili Earnout Shares), which represents 14.7 percent of its outstanding common stock. The Company also holds 1,433,914 Akili Earn-out Shares, which fair value amounted to $1.0 million as of December 31, 2022. During the years ended December 31, 2022, 2021 and 2020, the Company recognized a loss of $131.4 million, a gain of $32.2 million, and a gain of $14.4 million, respectively for the changes in the fair value of the investment in Akili that was recorded on the line item Gain/(loss) on investments held at fair value within the Consolidated Statement of Comprehensive Income/(Loss). Please refer to Note 16 for information regarding the valuation of these instruments. resTORbio On April 30, 2020, PureTech sold its remaining 2,119,696 resTORbio common shares, for aggregate proceeds of $3.0 million. As a result of the sale, the Company recorded a loss of $0.2 million attributable to blockage discount included in the sales price, to the line item Loss realized on sale of investments within the Consolidated Statement of Comprehensive Income/(Loss). Additionally, during the year ended December 31, 2020, the Company recognized a gain of $0.1 million that was recorded on the line item Gain/(loss) on investments held at fair value within the Consolidated Statement of Comprehensive Income/(Loss). Sonde – Investment and gain on deconsolidation On May 25, 2022, Sonde completed a Series B Preferred Share financing. As part of the financing a new investor invested $3.5 million in cash in exchange for 1,125,401 shares and all convertible notes, including the convertible notes held by PureTech, converted into Preferred B shares at the price per share paid by the investor minus a 20% discount. As a result of the aforementioned financing, the Group's voting interest was reduced below 50% and the Group no longer controls Sonde's Board of Directors, which is the governance body that has the power to direct the relevant activities of Sonde. Consequently, the Group concluded it lost control over Sonde and as such it should cease to consolidate Sonde on the date the round of financing was completed. Therefore, the results of operations of Sonde are included in the consolidated financial statements through the date of deconsolidation. Following deconsolidation, the Group still has significant influence in Sonde through its voting interest in Sonde and its remaining representation on Sonde's Board of Directors. The Group holds Preferred A-1, A-2 and B shares. The Preferred A-1 shares, in substance, have the same terms as common stock and as such provide their shareholders with access to returns associated with a residual equity ownership in Sonde. Consequently, the investment in Preferred A-1 shares is accounted for under the equity method. The Preferred A-2 and B shares, however, do not provide their shareholders with access to returns associated with a residual equity interest and as such are accounted for under IFRS 9, as investments held at fair value with changes in fair value recorded in profit and loss. Upon deconsolidation, the Group derecognized its assets and liabilities and non controlling interest in respect of Sonde and recorded its aforementioned investments in Sonde at fair value. The deconsolidation resulted in a gain of $27.3 million. As of the date of deconsolidation, the investment in Sonde preferred shares held at fair value amounted to $11.2 million. |
Investments in Associates
Investments in Associates | 12 Months Ended |
Dec. 31, 2022 | |
Investment in Associates [Abstract] | |
Investments in Associates | Investments in Associates Gelesis Gelesis was founded by PureTech and raised funding through preferred shares financings as well as issuances of warrants and loans. As of July 1, 2019, Gelesis was deconsolidated from the Group’s financial statements. While the Group no longer controls Gelesis, it was concluded that PureTech still has significant influence over Gelesis and as such Gelesis is accounted for as an associate under IAS 28 in the consolidated financial statements. Upon the date of deconsolidation, PureTech held preferred shares and common shares of Gelesis and warrants issued by Gelesis to PureTech. PureTech’s investment in common shares of Gelesis is subject to equity method accounting. See table below for the Group's share in the profits and losses of Gelesis for the periods presented. The preferred shares and warrants held by PureTech fell under the guidance of IFRS 9 and were treated as financial assets held at fair value, where changes to the fair value of the preferred shares and warrants were recorded through the Consolidated Statement of Comprehensive Income/(Loss). See Note 5 above. Years ended December 31, 2020 and 2021 During the years ended December 31, 2021 and 2020, the Group recorded its share in the losses of Gelesis. In 2020 the Group's investment in associates accounted for under the equity method was reduced to zero. Since the Group had investments in Gelesis warrants and preferred shares that were deemed to be Long-term interests, the Company continued recognizing its share in Gelesis losses while applying such losses to its preferred share and warrant investment in Gelesis accounted for as an investment held at fair value. In 2021, the total investment in Gelesis, including the Long-term interests, was reduced to zero. Since the Group did not incur legal or constructive obligations or made payments on behalf of Gelesis, the Group discontinued recognizing equity method losses in 2021. As of December 31, 2021, unrecognized equity method losses amounted to $38.1 million, which included $0.7 million of unrecognized other comprehensive loss. During 2021, due to exercise of stock options into common shares in Gelesis the Group's equity interest in Gelesis was reduced from 47.9 percent at December 31, 2020 to 42.0 percent as of December 31, 2021. The gain resulting from the issuance of shares to third parties and the resulting reduction in the Group's share in the accumulated deficit of Gelesis under the equity method was fully offset by the unrecognized equity method losses. Backstop agreement – 2022 and 2021 On December 30, 2021, PureTech signed a Backstop agreement with Capstar according to which PureTech had committed to acquire Capstar class A common shares immediately prior to the closing of the business combination between Gelesis and Capstar, in case subsequent to the redemptions of Capstar shares being completed, the Available Funds, as defined in the agreement, were less than$15.0 million. PureTech had committed to acquire two thirds of the necessary shares at $10 per share so that the Available Funds increase to $15.0 million. According to the Backstop agreement, in case PureTech were required to acquire any shares under the agreement, PureTech would receive an additional 1,322,500 class A common shares of Capstar (immediately prior to the closing of the business combination) at no additional consideration. The Company determined that such agreement meets the definition of a derivative under IFRS 9 and as such should be recorded at fair value with changes in fair value recorded through profit and loss. The derivative was initially recorded at fair value adjusted to defer the day 1 gain equal to the difference between the fair value of $11.2 million and transaction price of zero on the effective date and as such was initially recorded at zero. The deferred gain was amortized to Other income (expense) in the Consolidated Statement of Income (loss) over the period from the effective date until settlement date, January 13, 2022. During the years ended December 31, 2022 and 2021, the Group recognized income of $10.4 million and $0.8 million, respectively for the amortization of the deferred gain. During the year ended December 31, 2022 the Group recognized a loss of $2.8 million in respect of the decrease in the fair value of the derivative until date of settlement, resulting in a net gain of $7.6 million recorded during the year ended December 31, 2022 in respect of the Backstop agreement. The gain was recorded in the line item Other Income/(expense) in the Consolidated Statements of Comprehensive Income/(Loss). The fair value of the derivative on the date of settlement in the amount of $8.4 million represents an additional investment in Gelesis as part of the SPAC transaction described below. On January 13, 2022, as part of the conclusion of the aforementioned Backstop agreement, the Group acquired 496,145 class A common shares of Capstar for $5.0 million and received an additional 1,322,500 common A shares of Capstar for no additional consideration. 2022 Share exchange – Capstar On January 13, 2022, Gelesis completed its business combination with Capstar Special Purpose Acquisition Corp ("Capstar"). As part of the business combination, all shares in Gelesis, common and preferred, including the shares held by PureTech, were exchanged for common shares of the merged entity and unvested common shares that will vest upon the stock price of the new combined entity reaching certain target prices (hereinafter "Earn-out shares"). In addition, PureTech invested $15.0 million in the class A common shares of Capstar as part of the PIPE transaction that took place immediately prior to the closing of the business combination and an additional $5.0 million, as part of the Backstop agreement described above. Pursuant to the business combination, Gelesis became a wholly-owned subsidiary of Capstar and Capstar changed its name to Gelesis Holdings, Inc., which began trading on the New York Stock Exchange under the ticker symbol "GLS" on January 14, 2022. Following the closing of the business combination, the PIPE transaction, the settlement of the aforementioned Backstop agreement with Capstar, and the exchange of all preferred shares in Gelesis to common shares in the new combined entity, PureTech holds 16,727,582 common shares of Gelesis Holdings Inc., which was equal to approximately 23.2% of Gelesis Holdings Inc's outstanding common shares at the time of the exchange. Due to PureTech's significant equity holding and voting interest in Gelesis, PureTech continues to maintain significant influence in Gelesis and as such continues to account for its Gelesis equity investment under the equity method. Gelesis was deemed to be the acquirer in Gelesis Holdings Inc. and the financial assets and financial liabilities in Capstar were deemed to be acquired by Gelesis in consideration for the shares held by Capstar legacy shareholders. As such, the Group did not revalue the retained investment in Gelesis but rather treated the exchange as a dilution of its equity interest in Gelesis from 42.0 percent as of December 31, 2021 to 22.8 percent as of January 13, 2022 (including warrants that provide its holders access to returns associated with equity holders). After considering the aforementioned additional investments, the exchange of the preferred stock, previously accounted for as an investment held at fair value, to common stock (and representing an additional equity investment in Gelesis – See Note 5), the Earn-out shares received in Gelesis (see Note 5) and the offset of previously unrecognized equity method losses, the net gain recorded on the dilution of interest amounted to $28.3 million. Impairment Following Gelesis’s decline in its market price in 2022 and its lack of liquidity, the Group recorded an impairment loss of $8.4 million as of December 31, 2022 in respect of its investment in Gelesis. The recoverable amount of the investment in Gelesis was $4.9 million as of December 31, 2022, which was determined based on fair value less costs to sell (costs to sell were estimated to be insignificant). Fair value was determined based on level 1 of the fair value hierarchy as Gelesis shares were traded on an active market as of December 31, 2022. The impairment loss was presented separately in the Consolidated Statement of Comprehensive Income/ (loss) for the year ended December 31, 2022 in the line item Impairment of investment in associate. Sonde On May 25, 2022, Sonde completed a Series B Preferred Share financing. As a result of the aforementioned financing, the Group's voting interest was reduced below 50% and the Group lost its control over Sonde and as such ceased to consolidate Sonde on the date the round of financing was completed. See Note 5 above for further details. Following deconsolidation, the Group has significant influence in Sonde through its voting interest in Sonde and its remaining representation on Sonde's Board of Directors. The Group's voting interest at date of deconsolidation and as of December 31, 2022 was 48.2% and 40.17%, respectively. The Group holds Preferred A-1, A-2 and B shares. The Preferred A-1 shares, in substance, have the same terms as common stock and as such provide their shareholders with access to returns associated with a residual equity ownership in Sonde. Consequently, the investment in Preferred A-1 shares is accounted for under the equity method. The Preferred A-2 and B shares, however, do not provide their shareholders with access to returns associated with a residual equity interest and as such are accounted for under IFRS 9, as investments held at fair value. See Note 5. The fair value of the Preferred A-1 shares on the date of deconsolidation amounted to $7.7 million, which is the initial value of the equity method investment in Sonde. When applying the equity method, the Group records its share of the losses in Sonde based on its equity interest in Sonde. Since only the common shares and Preferred A-1 shares in Sonde represent a residual equity interest and PureTech is the sole holder of the Preferred A-1 shares, the Group's share in Sonde's equity is 93.6%. During the year ended December 31, 2022 the Company recorded $3.4 million of equity method losses in respect of Sonde. The following table summarizes the activity related to the investment in associates balance for the years ended December 31, 2022 and 2021. Investment in Associates $000's As of January 1, 2021 — Share of net loss in Gelesis - limited to net investment amount (73,703) Share of losses recorded against Long Term Interests (LTIs) 73,703 As of December 31, 2021 and January 1, 2022 — Cash investment in associate 19,961 Additional investment as a result of backstop settlement (see above) 8,424 Gain on dilution of interest in associate (*) 13,793 Investment in Sonde - deconsolidation 7,680 Share in net loss of associates (27,749) Reversal of equity method losses recorded against LTIs (due to decrease in LTI fair value) (4,406) Share in other comprehensive loss of associates (166) Impairment (8,390) As of December 31, 2022 9,147 * Gain on dilution of interest was further increased due to the receipt of Gelesis earn out shares accounted for as investments held at fair value (see above). Summarized financial information The following table summarizes the financial information of Gelesis as included in its own financial statements, adjusted for fair value adjustments at deconsolidation and differences in accounting policies. The table also reconciles the summarized financial information to the carrying amount of the Company’s interest in Gelesis. 2022 $000s 2021 $000s As of and for the year ended December 31, Percentage ownership interest 22.5 % 42.0 % Non-current assets 333,040 357,508 Current assets 23,495 66,092 Non-current liabilities (99,053) (120,786) Current liabilities (80,010) (537,432) Non controlling interests and options issued to third parties (46,204) (14,216) Net assets (deficit) attributable to shareholders of Gelesis Inc. 131,268 (248,834) Group's share of net assets (net deficit) 29,504 (104,527) Goodwill 3,858 7,211 Impairment (28,452) (37,495) Equity method losses recorded against Long-term Interests — 96,709 Unrecognized equity method losses (*) — 38,101 Investment in associate 4,910 — 2022 $000s 2021 $000s 2020 $000s Revenue 25,767 11,185 21,442 Loss from continuing operations (100%) (111,567) (271,430) (71,157) Total comprehensive loss (100%) (112,285) (273,005) (70,178) Group's share in net losses - limited to net investment amount (**) (24,306) (73,703) (34,117) Group's share of total comprehensive loss - limited to net investment amount (24,472) (73,703) (33,648) * Unrecognized equity method losses includes unrecognized other comprehensive loss of $0.7 million for the year ended December 31, 2021. ** For the year ended December 31, 2022 includes $4.4 million reversal of equity method losses recorded against Long-Term Interest (LTI) due to the decrease in fair value of such LTI. Subsequent to balance sheet date, on April 10, 2023, the NYSE commenced proceedings to delist the common stock of Gelesis from the NYSE due to Gelesis ceasing to meet certain conditions to trade on such stock exchange. Trading in Gelesis’s common stock was suspended immediately, and it was subsequently delisted from the NYSE. The common stock of Gelesis is currently available for trading in the over-the-counter (“OTC”) market under the symbol GLSH. In addition, in April 2023 (subsequent to balance sheet date) PureTech submitted a non-binding proposal to acquire all of the outstanding equity of Gelesis. Negotiations related to the proposal and any potential deal remain ongoing and are subject to, among other things, approval of any definitive transaction by independent committees of the boards of both Gelesis and PureTech. |
Operating Expenses
Operating Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Operating Expenses [Abstract] | |
Operating Expenses | Operating Expenses Total operating expenses were as follows: For the years ending December 31, 2022 $000s 2021 $000s 2020 $000s General and administrative 60,991 57,199 49,440 Research and development 152,433 110,471 81,859 Total operating expenses 213,425 167,671 131,299 The average number of persons employed by the Group during the year, analyzed by category, was as follows: For the years ending December 31, 2022 2021 2020 General and administrative 57 52 43 Research and development 144 119 95 Total 201 171 138 The aggregate payroll costs of these persons were as follows: 2022 $000s 2021 $000s 2020 $000s For the years ending December 31, General and administrative 25,322 26,438 22,943 Research and development 36,321 28,950 20,674 Total 61,643 55,388 43,616 Detailed operating expenses were as follows: 2022 $000s 2021 $000s 2020 $000s For the years ending December 31, Salaries and wages 41,750 36,792 29,403 Healthcare benefits 2,908 2,563 1,866 Payroll taxes 2,286 2,084 1,629 Share-based payments 14,699 13,950 10,718 Total payroll costs 61,643 55,388 43,616 Other general and administrative expenses 35,669 30,761 26,497 Other research and development expenses 116,113 81,521 61,186 Total other operating expenses 151,782 112,282 87,683 Total operating expenses 213,425 167,671 131,299 Auditor's remuneration: For the years ending December 31, 2022 $000s 2021 $000s 2020 $000s Audit of these financial statements 1,716 1,183 1,145 Audit of the financial statements of subsidiaries 132 312 291 Audit of the financial statements of associate** 814 571 350 Audit-related assurance services* 1,157 1,868 490 Non-audit related services — — 173 Total 3,819 3,934 2,449 * 2021 – $468.2 thousand represents prepaid expenses related to an expected initial public offering of a subsidiary. ** Audit fees of $720.0 thousand, $500.0 thousand and $350.0 thousand in respect of financial statements of associates for the years ended December 31, 2022, 2021, and 2020 respectively, are not included within the consolidated financial statements. Fees related to the audit of the financial statements of associates have been disclosed in respect of 2022, 2021, and 2020 as these fees went towards supporting the audit opinion on the Group accounts. Such amounts were not previously disclosed in the 2020 financial statements. Please refer to Note 8 for further disclosures related to share-based payments and Note 24 for management’s remuneration disclosures. |
Share-based Payments
Share-based Payments | 12 Months Ended |
Dec. 31, 2022 | |
Share-based Payments [Abstract] | |
Share-based Payments | Share-based Payments Share-based payments includes stock options, restricted stock units (“RSUs”) and performance-based RSUs in which the expense is recognized based on the grant date fair value of these awards, except for performance based RSUs to executives that are treated as liability awards where expense is recognized based on reporting date fair value up until settlement date. Share-based Payment Expense The Group share-based payment expense for the years ended December 31, 2022, 2021 and 2020, were comprised of charges related to the PureTech Health plc incentive stock and stock option issuances and subsidiary stock plans. The following table provides the classification of the Group’s consolidated share-based payment expense as reflected in the Consolidated Statement of Income/(Loss): Year ended December 31, 2022 $000s 2021 $000s 2020 $000s General and administrative 8,862 9,310 7,650 Research and development 5,837 4,640 3,068 Total 14,699 13,950 10,718 The Performance Share Plan In June 2015, the Group adopted the Performance Stock Plan (“PSP”). Under the PSP and subsequent amendments, awards of ordinary shares may be made to the Directors, senior managers and employees of, and other individuals providing services to the Company and its subsidiaries up to a maximum authorized amount of 10.0 percent of the total ordinary shares outstanding. The shares have various vesting terms over a period of service between two and four years, provided the recipient remains continuously engaged as a service provider. The share-based awards granted under the PSP are generally equity settled (see cash settlements below) and expire 10 years from the grant date. As of December 31, 2022, the Company had issued share-based awards to purchase an aggregate of 24,889,462 shares under this plan. RSUs RSU activity for the years ended December 31, 2022, 2021 and 2020 is detailed as follows: Number of Shares/Units Wtd Avg Grant Date Fair Value (GBP) (*) Outstanding (Non-vested) at January 1, 2020 4,636,347 2.08 RSUs Granted in Period 1,759,011 1.80 Vested (2,781,687) 1.54 Forfeited (191,089) 2.37 Outstanding (Non-vested) at December 31, 2020 and January 1, 2021 3,422,582 2.46 RSUs Granted in Period 2,195,133 2.15 Vested (1,176,695) 2.93 Forfeited (808,305) 2.25 Outstanding (Non-vested) at December 31, 2021 and January 1, 2022 3,632,715 1.91 RSUs Granted in Period 4,309,883 1.76 Vested (696,398) 2.80 Forfeited (1,155,420) 2.67 Outstanding (Non-vested) at December 31, 2022 6,090,780 1.74 * 2021 – for liability awards based on fair value at reporting date. Each RSU entitles the holder to one ordinary share on vesting and the RSU awards are generally based on a cliff vesting schedule over a one three The Company recognizes the estimated fair value of performance-based awards as share-based compensation expense over the performance period based upon its determination of whether it is probable that the performance targets will be achieved. The Company assesses the probability of achieving the performance targets at each reporting period. Cumulative adjustments, if any, are recorded to reflect subsequent changes in the estimated outcome of performance-related conditions. The fair value of the market and performance-based awards is based on the Monte Carlo simulation analysis utilizing a Geometric Brownian Motion process with 100,000 simulations to value those shares. The model considers share price volatility, risk-free rate and other covariance of comparable public companies and other market data to predict distribution of relative share performance. The performance and market conditions attached to the RSU awards are based on the achievement of total shareholder return (“TSR”), based on the achievement of absolute TSR targets, and to a lesser extent based on TSR as compared to the FTSE 250 Index, and the MSCI Europe Health Care Index. The remaining portion is based on the achievement of strategic targets. The RSU award performance criteria have changed over time as the criteria is continually evaluated by the Group’s Remuneration Committee. In 2017, the Company granted certain executives RSUs that vested based on the service, market and performance conditions, as described above. The vesting of all RSUs was achieved by December 31, 2019 where all service, market and performance conditions were met. The remuneration committee of PureTech's Board of Directors approved the achievement of the vesting conditions as of December 31, 2019 and reached the decision during the year ended December 31, 2020 to cash settle the 2017 RSUs. The settlement value was determined based on the 3 day average closing price of the shares. The settlement value was $12.5 million (which after deducting tax withheld on behalf of recipients amounted to $7.2 million ) . The settlement value did not exceed the fair value at settlement date and as such the cash settlement was treated as an equity transaction in the financial statements for the year ended December 31, 2020, whereby the full repurchase cash settlement amount was charged to equity in Other reserves. Similarly in 2018, the Company granted certain executives RSUs that vested based on service, market and performance conditions, as described above. The vesting of all RSUs was achieved by December 31, 2020 where all service, market and performance conditions were met. In February 2021 the remuneration committee of PureTech's board of directors approved the achievement of the vesting conditions as of December 31, 2020 and on May 28, 2021 reached the decision to cash settle RSUs to certain employees while others were issued shares. The settlement value was determined based on the three day average closing price of the shares. The settlement va lue was $10.7 million (which after deducting tax withheld on behalf of recipients amounted to $6.4 million). The settlement value did not exceed the fair value at settlement date and as such the cash settlement was treated as an equity transaction, whereby the full repurchase cash settlement amount was charged to equity in Other reserves in the financial statements as of and for the year ended December 31, 2021. Following the different cash settlements, the Company concluded that although the remaining RSUs are to be settled by shares according to their respective agreements, and any cash settlement is at the Company's discretion, due to past practice of cash settlement to multiple employees, some for multiple years, these RSUs to the company executives should be treated as liability awards and as such adjusted to fair value at every reporting date with changes in fair value recorded in earnings as stock based compensation expense. Consequently, the Company reclassified during the year ended December 31, 2021 $1.9 million from equity to other non-current liabilities and $4.8 million from equity to other payables equal to the fair value of the awards at the date of reclassification. The Company treated the excess of the fair value at the reclassification date over the grant date fair value of the RSUs (for the portion of the vesting period that has already elapsed) in the amount of $2.9 million as an equity transaction. Therefore the full amount of the liability at reclassification was recorded as a charge to equity. The changes in fair value of the liability from reclassification date to balance sheet date or settlement date are recorded as stock-based compensation expense in the Consolidated Statement of Comprehensive Income (loss). The Company incurred share-based payment expenses for performance, market and service based RSUs of $1.6 million (including $1.1 million expense in respect of RSU liability awards), $1.5 million (including $0.6 million expense in respect of RSU liability awards), and $5.7 million for the years ended December 31, 2022, 2021 and 2020, respectively. The decrease in the share based compensation expense in respect of the RSUs for the year ended December 31, 2021, as compared to the year ended December 31, 2020 is due to reduction in the fair value of the liability awards as compared to their value at the date the awards were reclassified from equity awards to liability awards, as well as forfeitures of certain awards due to unexpected terminations of RSU holders. As of December 31, 2022, the carrying amount of the RSU liability awards was $5.9 million, $1.8 million current; $4.1 million non current, out of which $1.8 million related to awards that have met all their performance and market conditions. Stock Options Stock option activity for the years ended December 31, 2022, 2021 and 2020, is detailed as follows: Number of Options Wtd Average Exercise Price (GBP) Wtd Average of Wtd Average Stock Price at Exercise (GBP) Outstanding at January 1, 2020 8,472,827 1.16 8.55 Granted 4,076,982 3.14 Exercised (514,410) 1.52 2.88 Forfeited and expired (1,119,313) 1.88 Options Exercisable at December 31, 2020 and January 1, 2021 5,447,405 0.98 7.46 Outstanding at December 31, 2020 and January 1, 2021 10,916,086 1.81 8.38 Granted 5,424,000 3.34 Exercised (2,238,187) 0.70 3.63 Forfeited and expired (687,781) 2.53 Options Exercisable at December 31, 2021 and January 1, 2022 4,773,873 1.42 6.50 Outstanding at December 31, 2021 and January 1, 2022 13,414,118 2.58 8.29 Granted 8,881,000 2.04 Exercised (577,022) 0.50 2.43 Forfeited and expired (3,924,215) 2.89 Options Exercisable at December 31, 2022 6,185,216 2.03 6.21 Outstanding at December 31, 2022 17,793,881 2.31 8.03 The fair value of the stock options awarded by the Company was estimated at the grant date using the Black-Scholes option valuation model, considering the terms and conditions upon which options were granted, with the following weighted-average assumptions: At December 31, 2022 2021 2020 Expected volatility 41.70 % 41.05 % 41.25 % Expected terms (in years) 6.11 6.16 6.11 Risk-free interest rate 2.13 % 1.06 % 0.53 % Expected dividend yield — — — Grant date fair value $1.15 $1.87 $1.72 The Company incurred share-based payment expense for the stock options of $8.4 million, $6.2 million and $2.1 million for the years ended December 31, 2022, 2021 and 2020, respectively. The increase in expense for the year ended December 31, 2022, as compared to the year ended December 31, 2021, is due to the new grants granted in 2022. The increase in expense for the year ended December 31, 2021, as compared to the year ended December 31, 2020, is due to new grants granted in 2021. For shares outstanding as of December 31, 2022, the range of exercise prices is detailed as follows: Range of Exercise Prices (GBP) Options Wtd Wtd Average of 0.01 439,490 — 6.76 1.00 to 2.00 6,276,391 1.58 7.00 2.00 to 3.00 5,375,750 2.26 8.92 3.00 to 4.00 5,702,250 3.34 8.40 Total 17,793,881 2.31 8.03 Subsidiary Plans Certain subsidiaries of the Group have adopted stock option plans. A summary of stock option activity by number of shares in these subsidiaries is presented in the following table: Outstanding as of January 1, 2022 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2022 Entrega 349,500 45,000 — (50,000) — — 344,500 Follica 2,686,120 90,000 — — — — 2,776,120 Sonde 2,049,004 — — — — (2,049,004) — Vedanta 1,991,637 490,506 (400,000) (65,235) (192,332) — 1,824,576 Outstanding as of January 1, 2021 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2021 Alivio 3,888,168 197,398 (2,373,750) (506,260) (1,205,556) — — Entrega 962,000 — (525,000) (87,500) — — 349,500 Follica 1,309,040 1,383,080 — (6,000) — — 2,686,120 Sonde 2,192,834 — — (51,507) (92,323) — 2,049,004 Vedanta 1,741,888 451,532 (52,938) (76,491) (72,354) — 1,991,637 Outstanding as of January 1, 2020 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2020 Alivio 3,698,244 189,924 — — — — 3,888,168 Entrega 972,000 — — — (10,000) — 962,000 Follica 1,309,040 — — — — — 1,309,040 Sonde 1,829,004 363,830 — — — — 2,192,834 Vedanta 1,450,100 493,951 (813) — (201,350) — 1,741,888 The weighted-average exercise prices and remaining contractual life for the options outstanding as of December 31, 2022, were as follows: Outstanding at December 31, 2022 Number of options Weighted-average exercise price $ Weighted-average contractual life outstanding Entrega 344,500 1.91 4.92 Follica 2,776,120 1.41 6.38 Vedanta 1,824,576 15.89 6.88 The weighted average exercise prices for the options granted for the years ended December 31, 2022, 2021 and 2020, were as follows: For the years ended December 31, 2022 $ 2021 $ 2020 $ Alivio — — 0.47 Entrega 0.02 — — Follica 1.86 1.86 — Sonde — — 0.18 Vedanta 14.94 19.69 19.59 The weighted average exercise prices for options forfeited during the year ended December 31, 2022, were as follows: Forfeited during the year ended December 31, 2022 Number of options Weighted-average exercise price $ Vedanta 192,332 19.64 The weighted average exercise prices for options exercised during the year ended December 31, 2022, were as follows: Exercised during the year ended December 31, 2022 Number of options Weighted-average exercise price Vedanta 400,000 0.02 The weighted average exercise prices for options exercisable as of December 31, 2022, were as follows: Exercisable at December 31, 2022 Number of Options Weighted-average exercise price $ Exercise Price Range Entrega 344,500 1.91 0.02-2.36 Follica 2,776,120 1.41 0.03-1.86 Vedanta 1,824,576 15.89 0.02-21.35 Significant Subsidiary Plans Vedanta 2020 Stock Incentive Plan On June 2, 2020, the Company’s Board of Directors approved the 2020 Stock Incentive Plan, or 2020 Plan, which replaced the 2010 Stock Incentive Plan, or 2010 Plan, which was set to expire in December 2020. All authorized and issued shares under the 2010 Plan were transferred to the 2020 Plan. The 2020 Plan provides for the grant of incentive stock options, nonqualified stock options, and restricted stock to employees, directors, and nonemployees of the Company up to an aggregate of 2,145,867 shares of the Company's common stock. In March 2021, the Company’s Board of Directors approved an increase in the authorized shares of 151,188 for a total of 2,297,055. In July 2021, the Company’s Board of Directors approved an increase in the authorized shares of 500,000 for a total of 2,797,055. Under the 2020 Plan, 914,331 shares remained available for issuance as of December 31, 2022. The options granted under the 2020 Plan are equity settled and expire 10 years from the grant date. Typically, the awards vest in four years but vesting conditions can vary based on the discretion of Vedanta’s Board of Directors. Options granted under the 2020 Plan are exercisable at a price per share not less than the fair market value of the underlying ordinary shares on the date of grant. The estimated fair value of options, including the effect of estimated forfeitures, is recognized over the options’ vesting period. The fair value of the stock option grants has been estimated at the date of grant using the Black-Scholes option pricing model with the following range of assumptions: Assumption/Input 2022 2021 2020 Expected award life (in years) 6.00-8.33 6.00-7.11 6.00-10.00 Expected award price volatility 88.22%-89.68% 88.05%-88.59% 89.24%-95.46% Risk free interest rate 1.67%-3.13% 0.96%-1.32% 0.32%-0.87% Expected dividend yield — — — Grant date fair value $10.51-$15.14 $13.84-$16.23 $13.09-$16.54 Share price at grant date $14.00-$18.84 $19.00-$21.35 $19.59 Vedanta incurred share-based compensation expense of $4.3 million, $5.4 million and $2.4 million for the years ended December 31, 2022, 2021 and 2020, respectively. Other Plans The stock compensation expense under plans at other subsidiaries of the Group not including Vedanta amounted to $0.4 million, $0.8 million and $0.4 million for the years ended December 31, 2022, 2021 and 2020, respectively. |
Finance Cost, Net
Finance Cost, Net | 12 Months Ended |
Dec. 31, 2022 | |
Finance Cost Net [Abstract] | |
Finance Cost, net | Finance Cost, net The following table shows the breakdown of finance income and costs: 2022 $000s 2021 $000s 2020 $000s For the years ended December 31, Finance income Interest income from financial assets 5,799 214 1,183 Total finance income 5,799 214 1,183 Finance costs Contractual interest expense on notes payable (212) (1,031) (96) Interest expense on other borrowings (1,759) (1,502) (496) Interest expense on lease liability (1,982) (2,181) (2,354) Gain/(loss) on foreign currency exchange 14 (56) — Total finance cost – contractual (3,939) (4,771) (2,946) Gain/(loss) from change in fair value of warrant liability 6,740 1,419 (117) Gain/(loss) from change in fair value of preferred shares 130,825 8,362 (4,234) Gain/(loss) from change in fair value of convertible debt (502) (175) — Total finance income/(costs) – fair value accounting 137,063 9,606 (4,351) Finance income/(costs), net 138,924 5,050 (6,115) |
Earnings_(Loss) per Share
Earnings/(Loss) per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings per share [abstract] | |
Earnings/(Loss) per Share | Earnings/(Loss) per Share The basic and diluted income/(loss) per share has been calculated by dividing the income/(loss) for the year attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the years ended December 31, 2022, 2021 and 2020, respectively. During the years ended December 31, 2022 and 2021 the Company incurred a net loss and therefore all outstanding potential securities were considered anti-dilutive. The amount of potential securities that were excluded from the calculation amounted to 3,134,131 and 6,553,905 shares, respectively. Earnings/(Loss) Attributable to Owners of the Company: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Income/(loss) for the year, attributable to the owners of the Company (50,354) (50,354) (60,558) (60,558) 5,985 5,985 Income/(loss) attributable to ordinary shareholders (50,354) (50,354) (60,558) (60,558) 5,985 5,985 Weighted-Average Number of Ordinary Shares: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Issued ordinary shares at January 1, 287,796,585 287,796,585 285,885,025 285,885,025 285,370,619 285,370,619 Effect of shares issued 690,772 690,772 705,958 705,958 233,048 233,048 Effect of dilutive shares (please refer to Note 8) — — — — — 7,252,246 Effect of treasury shares purchased (3,727,922) (3,727,922) — — — — Weighted average number of ordinary shares at December 31, 284,759,435 284,759,435 286,590,983 286,590,983 285,603,667 292,855,913 Earnings/(Loss) per Share: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Basic and diluted earnings/(loss) per share (0.18) (0.18) (0.21) (0.21) 0.02 0.02 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property, plant and equipment [abstract] | |
Property and Equipment | Property and Equipment Cost Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of January 1, 2021 8,420 1,452 1,519 18,054 3,852 33,297 Additions, net of transfers 1,424 — 92 183 6,723 8,422 Disposals (323) — (282) — — (605) Reclassifications 2,211 — — 248 (2,459) — Balance as of December 31, 2021 11,733 1,452 1,329 18,485 8,116 41,115 Additions, net of transfers 390 — 11 412 1,362 2,176 Disposals (118) — — — (77) (195) Deconsolidation of subsidiaries — — (58) — — (58) Reclassifications 1,336 58 137 5,067 (6,598) — Balance as of December 31, 2022 13,341 1,510 1,419 23,964 2,803 43,037 Accumulated depreciation and impairment loss Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of January 1, 2021 (3,965) (454) (1,287) (4,815) — (10,520) Depreciation (1,973) (208) (174) (1,991) — (4,346) Disposals 251 — 271 — — 522 Balance as of December 31, 2021 (5,686) (663) (1,190) (6,806) — (14,344) Depreciation (2,082) (212) (107) (3,444) — (5,845) Disposals 57 — — — — 57 Deconsolidation of subsidiaries — — 53 — — 53 Balance as of December 31, 2022 (7,711) (875) (1,244) (10,250) — (20,080) Property and Equipment, net Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of December 31, 2021 6,047 790 139 11,679 8,116 26,771 Balance as of December 31, 2022 5,630 635 174 13,714 2,803 22,957 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets consist of licenses of intellectual property acquired by the Group through various agreements with third parties and are recorded at the value of the consideration transferred. Information regarding the cost and accumulated amortization of intangible assets is as follows: Cost Licenses Balance as of January 1, 2021 900 Additions 90 Balance as of December 31, 2021 990 Additions 25 Write-off (163) Deconsolidation of subsidiaries (21) Balance as of December 31, 2022 831 Accumulated amortization Licenses Balance as of January 1, 2021 (1) Amortization (2) Balance as of December 31, 2021 (3) Amortization (1) Deconsolidation of subsidiary 4 Balance as of December 31, 2022 — Intangible assets, net Licenses Balance as of December 31, 2021 987 Balance as of December 31, 2022 831 Substantially all the intangible asset licenses represent in-process-research-and-development assets since they are still being developed and are not ready for their intended use. As such, these assets are not yet amortized but tested for impairment annually. During 2022, the company wrote off one of its research intangible assets for which research was ceased in the amount of $162.5 thousand. The Company tested all other such intangible assets for impairment as of balance sheet date and concluded that none of such assets were impaired. During the year ended December 31, 2022, Sonde Health, Inc. was deconsolidated and as such $17.5 thousand in net assets were derecognised. The company had negligible Amortization expense for the years ended December 31, 2022 2021 and 2020. |
Other Financial Assets
Other Financial Assets | 12 Months Ended |
Dec. 31, 2022 | |
Other Financial Assets [Abstract] | |
Other Financial Assets | Other Financial Assets Other financial assets consist of restricted cash held, which represents amounts that are reserved as collateral against letters of credit with a bank that are issued for the benefit of a landlord in lieu of a security deposit for office space leased by the Group. Information regarding restricted cash was as follows: 2022 $000s 2021 $000s As of December 31, Restricted cash 2,124 2,124 Total other financial assets 2,124 2,124 |
Equity
Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [abstract] | |
Equity | Equity Total equity for PureTech as of December 31, 2022, and 2021, was as follows: December 31, 2022 $000s December 31, 2021 $000s Equity Share capital, £0.01 par value, issued and paid 278,566,306 and 287,796,585 as of December 31, 2022 and 2021, respectively 5,455 5,444 Merger Reserve 138,506 138,506 Share premium 289,624 289,303 Treasury shares, 10,595,347 and zero as of December 31, 2022 and 2021, respectively (26,492) — Translation reserve 89 469 Other reserves (14,478) (40,077) Retained earnings/(accumulated deficit) 149,516 199,871 Equity attributable to owners of the Group 542,220 593,515 Non-controlling interests 5,369 (9,368) Total equity 547,589 584,147 Changes in share capital and share premium relate primarily to incentive options exercises during the period. Shareholders are entitled to vote on all matters submitted to shareholders for a vote. Each ordinary share is entitled to one vote. Each ordinary share is entitled to receive dividends when and if declared by the Company’s Directors. The Company has not declared any dividends in the past. On June 18, 2015, the Company acquired the entire issued share capital of PureTech LLC in return for 159,648,387 Ordinary Shares. This was accounted for as a common control transaction at cost. It was deemed that the share capital was issued in line with movements in share capital as shown prior to the transaction taking place. In addition, the merger reserve records amounts previously recorded as share premium. Other reserves comprise the cumulative credit to share-based payment reserves corresponding to share-based payment expenses recognized through Consolidated Statements of Comprehensive Income/(Loss), settlements of vested share based payment awards as well as other additions that flow directly through equity such as the excess or deficit from changes in ownership of subsidiaries while control is maintained by the Group. On May 9, 2022, the Company announced the commencement of a $50.0 million share repurchase program the ("Program") of its ordinary shares of one pence each (“Ordinary Shares”). The Company is executing the Program in two equal tranches. In respect of the two tranches, PureTech entered into an irrevocable (see below) non-discretionary instruction with Jefferies International Limited (“Jefferies”) in relation to the purchase by Jefferies of Ordinary Shares for an aggregate consideration (excluding expenses) of no greater than $25.0 million for each tranche and the simultaneous on-sale of such Ordinary Shares by Jefferies to PureTech, subject to certain volume and price restrictions. Jefferies makes its trading decisions in relation to the Ordinary Shares independently of, and uninfluenced by, the Company. Purchases may continue during any close period to which the Company is subject. The instruction to Jeffries may be amended or withdrawn so long as the Company is not in a close period or otherwise in possession of inside information. Any purchases of Ordinary Shares under the Program were carried out on the London Stock Exchange and could be carried out on any other UK recognized investment exchange which may be agreed, in accordance with pre-set parameters and in accordance with, and subject to limits, including those limits related to daily volume and price, prescribed by the Company’s general authority to repurchase Ordinary Shares granted by its shareholders at its annual general meeting on May 27, 2021, and relevant Rules and Regulations. All Ordinary Shares repurchased under the Program are held in treasury. |
Subsidiary Preferred Shares
Subsidiary Preferred Shares | 12 Months Ended |
Dec. 31, 2022 | |
Subsidiary Preferred Shares [Abstract] | |
Subsidiary Preferred Shares | Subsidiary Preferred Shares Preferred shares issued by subsidiaries often contain redemption and conversion features that are assessed under IFRS 9 in conjunction with the host preferred share instrument. This balance represents subsidiary preferred shares issued to third parties. The subsidiary preferred shares are redeemable upon the occurrence of a contingent event, other than full liquidation of the Company, that is not considered to be within the control of the Company. Therefore these subsidiary preferred shares are classified as liabilities. These liabilities are measured at fair value through profit and loss. The preferred shares are convertible into ordinary shares of the subsidiaries at the option of the holder and mandatorily convertible into ordinary shares upon a subsidiary listing in a public market at a price above that specified in the subsidiary’s charter or upon the vote of the holders of subsidiary preferred shares specified in the charter. Under certain scenarios the number of ordinary shares receivable on conversion will change and therefore, the number of shares that will be issued is not fixed. As such the conversion feature is considered to be an embedded derivative that normally would require bifurcation. However, since the preferred share liabilities are measured at fair value through profit and loss, as mentioned above, no bifurcation is required. The preferred shares are entitled to vote with holders of common shares on an as converted basis. The Group recognized the preferred share balance upon the receipt of cash financing or upon the conversion of notes into preferred shares at the amount received or carrying balance of any notes converted into preferred shares. The balance as of December 31, 2022 and December 31, 2021, represents the fair value of the instruments for all subsidiary preferred shares. The following summarizes the subsidiary preferred share balance: 2022 $000s 2021 $000s As of December 31, Entrega 169 669 Follica 350 11,191 Sonde — 13,362 Vedanta Biosciences 26,820 148,796 Total subsidiary preferred share balance 27,339 174,017 As is customary, in the event of any voluntary or involuntary liquidation, dissolution or winding up of a subsidiary, the holders of subsidiary preferred shares which are outstanding shall be entitled to be paid out of the assets of the subsidiary available for distribution to shareholders and before any payment shall be made to holders of ordinary shares. A merger, acquisition, sale of voting control or other transaction of a subsidiary in which the shareholders of the subsidiary immediately before the transaction do not own a majority of the outstanding shares of the surviving company shall be deemed to be a liquidation event. Additionally, a sale, lease, transfer or other disposition of all or substantially all of the assets of the subsidiary shall also be deemed a liquidation event. As of December 31, 2022 and December 31, 2021, the minimum liquidation preference reflects the amounts that would be payable to the subsidiary preferred holders upon a liquidation event of the subsidiaries, which is as follows: 2022 $000s 2021 $000s As of December 31, Entrega 2,216 2,216 Follica 6,405 6,405 Sonde — 12,000 Vedanta Biosciences 149,568 149,568 Total minimum liquidation preference 158,189 170,189 For the years ended December 31, 2022 and 2021, the Group recognized the following changes in the value of subsidiary preferred shares: $000s Balance as of January 1, 2021 118,972 Issuance of new preferred shares – financing cash flow 37,610 Conversion of convertible notes 25,797 Decrease in value of preferred shares measured at fair value – finance costs (income) (8,362) Balance as of January 1, 2022 174,017 Decrease in value of preferred shares measured at fair value – finance costs (income) (130,825) Deconsolidation of subsidiary – (Sonde) (15,853) Balance as of December 31, 2022 27,339 2022 During the year ended December 31, 2022 there were no issuances of new preferred shares. 2021 On July 21, 2021 Vedanta closed a Series D financing in which Vedanta issued 2,387,675 Preferred D shares for consideration of $68.4 million. From such consideration of $68.4 million, $25.8 million was received from Pfizer through conversion of its convertible note (see Note 17) and $5.0 million was received from PureTech in exchange for 174,520 Preferred D shares. The amount received from PureTech was eliminated in the consolidated financial statements. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Financial Instruments [Abstract] | |
Financial Instruments | Financial Instruments The Group’s financial instruments consist of financial liabilities, including preferred shares, convertible notes, warrants and loans payable, as well as financial assets. Many of these financial instruments are presented at fair value with fair value changes recorded through profit and loss. Fair Value Process For financial instruments measured at fair value under IFRS 9, the change in the fair value is reflected through profit and loss. Using the guidance in IFRS 13, the total business enterprise value and allocable equity of each entity being valued was determined using a market backsolve approach through a recent arm’s length financing round (or a future probable arm's length transaction), market PWERM approach, discounted cash flow income approach, or hybrid approaches. The approaches, in order of strongest fair value evidence, are detailed as follows: Valuation Method Description Market – Backsolve The market backsolve approach benchmarks the original issue price (OIP) of the company’s latest funding transaction as current value. Market/Asset – PWERM Under a PWERM, the company value is based upon the probability-weighted present value of expected future investment returns, considering each of the possible future outcomes available to the enterprise. An asset approach may be included as an expected future outcome within the PWERM method. Possible future outcomes can include IPO scenarios, potential SPAC transactions, merger and acquisition transactions as well as other similar exit transactions of the investee. I ncome Based – DCF The income approach is used to estimate fair value based on the income streams, such as cash flows or earnings, that an asset or business can be expected to generate. As of December 31, 2022 and 2021, at each measurement date, the fair value of preferred shares and warrant liabilities, including embedded conversion rights that are not bifurcated, as well as investments held at fair value (that are not publicly traded), were determined using the following allocation methods: option pricing model (“OPM”), Probability-Weighted Expected Return Method ("PWERM"), or Hybrid allocation framework. The methods are detailed as follows: Allocation Method Description OPM The OPM model treats preferred stock as call options on the enterprise’s equity value, with exercise prices based on the liquidation preferences of the preferred stock. PWERM Under a PWERM, share value is based upon the probability-weighted present value of expected future investment returns, considering each of the possible future outcomes available to the enterprise, as well as the rights of each share class. Hybrid The hybrid method (“HM”) is a combination of the PWERM and OPM. Under the hybrid method, multiple liquidity scenarios are weighted based on the probability of the scenarios occurrence, similar to the PWERM, while also utilizing the OPM to estimate the allocation of value in one or more of the scenarios. Valuation policies and procedures are regularly monitored by the Company’s finance group. Fair value measurements, including those categorized within Level 3, are prepared and reviewed on their issuance date and then on an annual basis for reasonableness and compliance with the fair value measurements guidance under IFRS. The Group measures fair values using the following fair value hierarchy that reflects the significance of the inputs used in making the measurements: Fair Value Description Level 1 Inputs that are quoted market prices (unadjusted) in active markets for identical instruments. Level 2 Inputs other than quoted prices included within Level 1 that are observable either directly (i.e. as prices) or indirectly (i.e. derived from prices). Level 3 Inputs that are unobservable. This category includes all instruments for which the valuation technique includes inputs not based on observable data and the unobservable inputs have a significant effect on the instrument’s valuation. Whilst the Group considers the methodologies and assumptions adopted in fair value measurements as supportable, reasonable and robust, because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investment existed. Subsidiary Preferred Shares Liability and Subsidiary Convertible Notes The following table summarizes the changes in the Group’s subsidiary preferred shares and convertible note liabilities measured at fair value, which were categorized as Level 3 in the fair value hierarchy: Subsidiary Preferred Shares Subsidiary Convertible Balance at January 1, 2020 100,989 — Value at issuance 13,750 25,000 Change in fair value 4,233 — Balance at December 31, 2020 and January 1, 2021 118,972 25,000 Value at issuance 37,610 2,215 Conversion to subsidiary preferred shares 25,797 (25,797) Accrued interest - contractual — 867 Change in fair value (8,362) 175 Balance at December 31, 2021 and January 1, 2022 174,017 2,461 Value at issuance — 393 Accrued interest – contractual — 48 Change in fair value (130,825) 502 Deconsolidation - Sonde (15,853) (3,403) Balance at December 31, 2022 27,339 — The change in fair value of preferred shares and convertible notes are recorded in Finance income/(costs) – fair value accounting in the Consolidated Statements of Comprehensive Income/(Loss). The table below sets out information about the significant unobservable inputs used at December 31, 2022, in the fair value measurement of the Group’s material subsidiary preferred shares liabilities categorized as Level 3 in the fair value hierarchy: Fair Value at December 31, 2022 Valuation Technique Unobservable Inputs Weighted Average Sensitivity to Decrease in Input 26,820 PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation Estimated Time to Exit 2.14 Fair value decrease Equity Discount Rate 30% Fair value increase Debt Discount Rate 15% Fair value decrease Volatility 95% Fair value decrease Subsidiary Preferred Shares Sensitivity The following summarizes the sensitivity from the assumptions made by the Company with respect to the significant unobservable inputs which are categorized as Level 3 in the fair value hierarchy and used in the fair value measurement of the Group’s subsidiary preferred shares liabilities (Please refer to Note 15): Input Subsidiary Preferred Share Liability As of December 31, 2022 Sensitivity Range Financial Liability Increase/(Decrease) Time to Liquidity - 6 Months (1,322) + 6 Months 856 Volatility (10) % (1,133) +10% 1,200 Discount Rate (5) % (2,035) +5% 1,922 Financial Assets Held at Fair Value Karuna, Vor and Akili Valuation Karuna (Nasdaq: KRTX), Vor (Nasdaq: VOR), Akili (Nasdaq: AKLI) and additional immaterial investments are listed entities on an active exchange and as such the fair value as of December 31, 2022, was calculated utilizing the quoted common share price. Please refer to Note 5 for further details. Akili, Gelesis and Sonde In accordance with IFRS 9, the Company accounted for its preferred share investments in Akili (until the exchange of such shares to common stock traded on Nasdaq) and Gelesis (until the exchange of such shares to common stock) and accounts for its investment in Sonde (investment in Preferred A-2 and B shares, subsequent to the date of deconsolidation) as financial assets held at fair value through the profit and loss. In addition, the Company accounts for its investment in Gelesis Earn-out shares and Akili Earn-out shares (see Note 5) as investments held at fair value. All the valuations of the aforementioned investments are categorized as Level 3 in the fair value hierarchy due to the use of significant unobservable inputs to value such assets. During the year ended December 31, 2022, the Company recorded such investments at fair value and recognized the change in fair value of the investments as a loss of $30.0 million that was recorded to the Consolidated Statements of Comprehensive Income/(Loss) in the line item Gain/(loss) on investments held at fair value. The following table summarizes the changes in all the Group’s investments held at fair value, which were categorized as Level 3 in the fair value hierarchy: $'000s Balance at January 1, 2020 154,445 Cash purchase of Gelesis preferred shares (please refer to Note 6) 10,000 Cash purchase of Vor preferred shares 1,150 Gain/(Loss) on changes in fair value 41,297 Balance at December 31, 2020 and January 1, 2021 206,892 Cash purchase of Vor preferred shares 500 Reclassification of Vor from level 3 to level 1 (33,365) Gain/(Loss) on changes in fair value 65,505 Balance at January 1, 2022 before allocation of associate loss to long-term interest 239,533 Deconsolidation of Sonde 11,168 Gelesis – New Investment – Earn out Shares 14,214 Exchange of Gelesis preferred shares to Gelesis common shares (92,303) Reclassification of Akili to level 1 investment (128,764) Change in fair value (31,253) Balance as of December 31, 2022 12,593 The change in fair value of investments held at fair value are recorded in Gain/(loss) on investments held at fair value in the Consolidated Statements of Comprehensive Income/(Loss). The table below sets out information about the significant unobservable inputs used at December 31, 2022, in the fair value measurement of the Group’s material preferred share investments held at fair value categorized as Level 3 in the fair value hierarchy: Fair Value at December 31, 2022 Valuation Technique Unobservable Inputs Weighted Average Sensitivity to Decrease in Input 11,403 Market Backsolve & OPM Estimated time to exit 2.00 Fair value decrease Volatility 55% Fair value decrease As the material investments held at fair value categorized as level 3 in the fair value hierarchy are based on a market backsolve approach using a recent arm's length transaction the change in unobservable inputs in reasonably possible scenarios has an immaterial impact on the financial statements. Warrants Warrants issued by subsidiaries within the Group are classified as liabilities, as they will be settled in a variable number of preferred shares. The following table summarizes the changes in the Group’s subsidiary warrant liabilities, which were categorized as Level 3 in the fair value hierarchy: Subsidiary Warrant Liability Balance at January 1, 2020 7,997 Warrant Issuance 92 Change in fair value - finance costs (income) 117 Balance at December 31, 2020 and January 1, 2021 8,206 Change in fair value - finance costs (income) (1,419) Balance at December 31, 2021 and January 1, 2022 6,787 Change in fair value - finance costs (income) (6,740) Balance at December 31, 2022 47 The change in fair value of warrants are recorded in Finance income/(costs) – fair value accounting in the Consolidated Statements of Comprehensive Income/(Loss). In connection with various amendments to its 2010 Loan and Security Agreement, Follica issued Series A-1 preferred share warrants at various dates in 2013 and 2014. In 2017, in conjunction with the issuance of convertible notes, the exercise price of the warrants was adjusted to $0.07 per share. In connection with the September 2, 2021 Oxford Finance LLC loan issuance, Vedanta also issued Oxford Finance LLC 12,886 Series C-2 preferred share warrants with an exercise price of $23.28 per share, expiring September 2030. The fair value of the warrant liabilities was immaterial as of December 31, 2022 due to the decline in the fair value of the underlying preferred shares in the Follica warrant. See also Note 15 for the fair value of Follica preferred share liabilities. Short-term Note from Associate On December 7, 2021, Gelesis issued PureTech a $15.0 million note to be repaid the earlier of three business days after the closing of the business combination of Gelesis with Capstar Special Acquisition Corp ("Capstar"), or 30 days following the termination of such business combination. In the event of the business combination termination, the Company, who represented the majority of the note holders, could have elected to convert the note at the next equity financing at a discount of 25% from the financing price. The note bore interest at a rate of 10% per annum. The note was repaid by Gelesis in January 2022 due to the closing of the business combination between Gelesis and Capstar on January 13, 2022. Note from Associate On July 27, 2022, PureTech, as a lender, entered into an unsecured Short Term Promissory Note ("Note") with Gelesis (GLS), as a borrower, in the amount of $15.0 million. The Note bears an annual interest rate of 15% per annum and accrues until the note is repaid. The term of the Note is the earlier of December 31, 2023 or five business days following the consummation of a qualified financing by Gelesis. In case of default, PureTech will be issued a warrant which shall entitle PureTech to purchase at an exercise price per share of $0.01 a number of shares of Gelesis common Stock equal to (i) (A) 0.2 multiplied by (B) the amount of outstanding principal and accrued interest under the Note as of the date of conversion described below, divided by (ii) the volume weighted average price of each share of Common Stock, as reported by the New York Stock Exchange, for the last five (5) trading days ("the “Common Stock VWAP”) occurring immediately prior to the date of exercise. In addition, PureTech will have the option to convert the amount of outstanding principal and accrued interest under the Note into a number of shares of Gelesis Common Stock (the “Conversion Securities”) equal to (i) the amount of outstanding principal and accrued interest under the Note as of the date of such conversion, divided by (ii) the lesser of the price per share of (A) the Gelesis common Stock, as reported by the New York Stock Exchange, as of 4:00 P.M. Eastern Time on the date of the conversion notice or (B) the Common Stock VWAP as of the day prior to the date of the conversion notice. Based on the terms of the note, the note is required to be measured at fair value with changes in fair value recorded through profit and loss. The fair value of the note as of December 31, 2022 was $16.5 million. During the year ended December 31, 2022 the Group recorded $963 thousand of interest income and a gain of $539 thousand for the change in the fair value of the note. The change in the fair value of the note was recorded in the line item Other Income/(expense) in the Consolidated Statements of Comprehensive Income/(Loss). The note was valued using a discounted cash flow approach of the probability weighted future returns on the note, using a discount rate of 28.9%. Increasing or decreasing the discount rate by 5.0% will decrease or increase the value, respectively, by approximately $0.4 million. Also, increasing the estimated term to a qualified financing by 6 months (estimated as 3 months from December 31, 2022) will decrease the fair value by approximately $0.9 million. Subsequent to balance sheet date, on April 10, 2023, the NYSE commenced proceedings to delist the common stock of Gelesis from the NYSE due to Gelesis ceasing to meet certain conditions to trade on such stock exchange. Trading in Gelesis’s common stock was suspended immediately, and it was subsequently delisted from the NYSE. The common stock of Gelesis is currently available for trading in the over-the-counter (“OTC”) market under the symbol GLSH. See Note 26 for additional details, including information related to an additional note issued by Gelesis to the Group after balance sheet date. Fair Value Measurement and Classification The fair value of financial instruments by category at December 31, 2022 and 2021: 2022 Carrying Amount Fair Value Financial Assets Financial Liabilities Level 1 Level 2 Level 3 Total Financial assets: Money Markets 1,2 95,249 — 95,249 — — 95,249 Short-term investments 1 200,229 — 200,229 — — 200,229 Note from associate 16,501 — — — 16,501 16,501 Investments held at fair value 251,892 — 239,299 — 12,593 251,892 Trade and other receivables 3 11,867 — — 11,867 — 11,867 Total financial assets 575,738 — 534,777 11,867 29,094 575,738 Financial liabilities: Subsidiary warrant liability — 47 — — 47 47 Subsidiary preferred shares — 27,339 — — 27,339 27,339 Subsidiary notes payable — 2,345 — 2,097 248 2,345 Share based liability awards — 5,932 4,396 — 1,537 5,932 Total financial liabilities — 35,664 4,396 2,097 29,171 35,664 1 Issued by a diverse group of corporations, largely consisting of financial institutions, virtually all of which are investment grade. 2 Included within Cash and cash equivalents 3 Outstanding receivables are owed primarily by government agencies and large corporations, virtually all of which are investment grade. As of balance sheet date the long term loan book value (see Note 20) approximated its fair value due to its variable rate. 2021 Carrying Amount Fair Value Financial Assets Financial Liabilities Level 1 Level 2 Level 3 Total Financial assets: Money Markets 1 432,649 — 432,649 — — 432,649 Short-term note from associate 15,120 — — — 15,120 15,120 Investments held at fair value 2 493,888 — 254,355 — 239,533 493,888 Trade and other receivables 3 3,174 — — 3,174 — 3,174 Total financial assets 944,832 — 687,005 3,174 254,653 944,832 Financial liabilities: Subsidiary warrant liability — 6,787 — — 6,787 6,787 Subsidiary preferred shares — 174,017 — — 174,017 174,017 Subsidiary notes payable — 4,641 — 1,945 2,696 4,641 Share based liability awards — 7,362 6,081 — 1,281 7,362 Total financial liabilities — 192,808 6,081 1,945 184,781 192,808 1 Issued by a diverse group of corporations, largely consisting of financial institutions, virtually all of which are investment grade. Included within Cash and cash equivalents 2 Balance prior to share of associate loss allocated to long-term interest (please refer to Note 5). 3 Outstanding receivables are owed primarily by government agencies, virtually all of which are investment grade. |
Subsidiary Notes Payable
Subsidiary Notes Payable | 12 Months Ended |
Dec. 31, 2022 | |
Subsidiary Notes Payable [Abstract] | |
Subsidiary Notes Payable | Subsidiary Notes Payable The subsidiary notes payable are comprised of loans and convertible notes. As of December 31, 2022 and December 31, 2021, the loan in Follica and the financial instruments for Knode and Appeering did not contain embedded derivatives and therefore these instruments continue to be held at amortized cost. The notes payable consist of the following: 2022 $000s 2021 $000s As of December 31, Loans 2,097 1,945 Convertible notes 248 2,696 Total subsidiary notes payable 2,345 4,641 Loans In October 2010, Follica entered into a loan and security agreement with Lighthouse Capital Partners VI, L.P. The loan is secured by Follica’s assets, including Follica’s intellectual property and bears interest at a rate of 12.0 percent. The outstanding loan balance totaled approximately $2.0 million and $1.9 million as of December 31, 2022 and December 31, 2021, respectively. The increase in 2022 is attributed to interest expense for the year ended December 31, 2022. Convertible Notes Convertible Notes outstanding were as follows: Vedanta $000s Knode $000s Appeering $000s Sonde $000s Total $000s January 1, 2021 25,000 89 134 — 25,223 Gross principal - issuance of notes - financing activity — — — 2,215 2,215 Accrued interest on convertible notes - finance costs 797 5 8 70 880 Conversion to subsidiary preferred shares (25,797) — — — (25,797) Change in fair value - finance costs — — — 175 175 December 31, 2021 and January 1, 2022 — 94 141 2,461 2,696 Gross principal - issuance of notes - financing activity — — — 393 393 Accrued interest on convertible notes - finance costs — 5 8 48 60 Change in fair value - finance costs — — — 502 502 Deconsolidation — — — (3,403) (3,403) December 31, 2022 — 99 149 — 248 On December 30, 2020, Vedanta issued a $25.0 million convertible promissory note to an investor. The note bore interest at an annual rate of 6.0 percent and its maturity date was the first anniversary of the note. Prepayment of the note was not allowed and there was no conversion discount feature on the note. The note was mandatorily convertible in a Qualified equity financing and a Qualified Public Offering at the current price of the financing or offering, all as defined in the note purchase agreement. In addition, the note allowed for optional conversion immediately prior to a Non Qualified public offering, Non Qualified Equity financing, or a Corporate transaction and for a pay-out in the case of a change of control transaction. On July 19, 2021, upon the occurrence of Vedanta's Series D preferred share issuance that was considered to be a Qualified Equity Financing, the entire outstanding amount of the note, principal and interest, was converted into Series D preferred shares of Vedanta at the current price of the financing. For further details, please see Note 15. On April 6, 2021, and on November 24, 2021, Sonde issued unsecured convertible promissory notes to its existing shareholders for a combined total of $4.3 million, of which $2.2 million were issued to third party shareholders (and $2.1 million were issued to the Company and eliminated in consolidation). In addition, in March 2022 Sonde issued an additional amount of $0.9 million, of which $0.4 million were issued to third parties (and $0.5 million issued to PureTech and eliminated in consolidation). The notes bore interest at an annual rate of 6.0 percent and were to mature on the second anniversary of the issuance. The notes were to mandatorily convert in a Qualified Financing, as defined in the note purchase agreement, at a discount of 20.0 percent from the price per share in the Qualified Financing. In addition, the notes allowed for optional conversion concurrently with a discount of 20.0 percent from the price per share in the Non Qualified Equity Financing. Upon the completion of the Preferred B round of financing in Sonde on May 25, 2022, the Group lost control in Sonde and all convertible notes were derecognized as part of the deconsolidation - See Note 5. For the Vedanta and Sonde convertible notes, since these Notes contained embedded derivatives, the Notes were assessed under IFRS 9 and the entire financial instruments were elected to be accounted for as FVTPL. The Vedanta convertible note was settled through its conversion in July 2021 and the Sonde notes were deconsolidated in May 2022. See above. |
Non-Controlling Interest
Non-Controlling Interest | 12 Months Ended |
Dec. 31, 2022 | |
Non-Controlling Interests [Abstract] | |
Non-controlling Interest | Non-Controlling Interest During the year ended December 31, 2022, Sonde Health, Inc was deconsolidated and therefore transferred retroactively to the Non-Controlled Founded Entity segment. See Note 5. Investments Held at Fair Value. The Company has revised in the 2022 financial statements the prior period financial information related to the segmentation of NCI, to conform to the presentation as of and for the year ending December 31, 2022. Please refer to Note 4 “Segment Information” for further details regarding reportable segments. The following table summarizes the changes in the equity classified non-controlling ownership interest in subsidiaries by reportable segment: Internal $000s Controlled Founded Entities $000s Non-Controlled Founded $000s Parent Company & Other Total Balance at January 1, 2020 * (8,682) 1,465 (11,016) 593 (17,639) Share of comprehensive loss (191) (905) (306) (15) (1,417) Equity settled share-based payments 305 2,395 122 — 2,822 Other — 11 19 (6) 24 Balance at December 31, 2020 and January 1, 2021 * (8,567) 2,966 (11,181) 574 (16,209) Share of comprehensive loss (96) (1,634) (436) 15 (2,151) NCI exercise of share-based awards in subsidiaries - change in NCI interest — (5,922) — — (5,922) Equity settled share-based payments (4) 6,224 32 — 6,252 Acquisition of a subsidiary non controlling interest 8,668 — — — 8,668 Other — — — (6) (6) Balance at December 31, 2021 and January 1, 2022 — 1,634 (11,585) 583 (9,368) Share of comprehensive income (loss) — 13,604 (330) 15 13,290 NCI exercise of share-based awards — (15,164) — — (15,164) Deconsolidation of subsidiaries — — 11,904 — 11,904 Equity settled share-based payments — 4,703 8 — 4,711 Other — — 2 (6) (4) Balance as of December 31, 2022 — 4,778 — 592 5,369 * Revised to reclassify Sonde to the Non-controlled Founded Entities segment to comply with current period classification. See Note 4. The following tables summarize the financial information related to the Group’s subsidiaries with material non-controlling interests, aggregated for interests in similar entities, and before and after intra group eliminations. 2022 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations $000s Total $000s Statement of Comprehensive Loss Total revenue — 12,202 — 12,202 Income/(loss) for the year — 98,633 1,003 99,636 Other comprehensive income/(loss) — — — — Total comprehensive income/(loss) for the year — 98,633 1,003 99,636 Statement of Financial Position Total assets — 35,341 (100) 35,241 Total liabilities — 76,635 (11,057) 65,578 Net assets/(liabilities) — (41,294) 10,957 (30,336) As of December 31, 2022, Controlled Founded Entities with non-controlling interests primarily include Follica Incorporated, Entrega Inc., and Vedanta Biosciences, Inc. Ownership interests of the non-controlling interests in Follica Incorporated, Entrega Inc., and Vedanta Biosciences, Inc are 19.9 percent, 11.7 percent, and 12.2 percent, respectively. In addition, Non-controlling interests include the amounts recorded for subsidiary stock options, with the vast majority comprising of Vedanta stock options. 2021 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations $000s Total $000s Statement of Comprehensive Loss Total revenue — 7,771 — 7,771 Income/(loss) for the year — (50,436) 792 (49,644) Other comprehensive income/(loss) — — — — Total comprehensive income/(loss) for the year — (50,436) 792 (49,644) Statement of Financial Position Total assets — 66,279 (161) 66,118 Total liabilities — 228,856 (10,755) 218,101 Net assets/(liabilities) — (162,576) 10,594 (151,982) As of December 31, 2021, Controlled Founded Entities with non-controlling interests primarily include, Follica Incorporated, Sonde Health Inc., Entrega Inc. and Vedanta Biosciences, Inc. Ownership interests of the non-controlling interests in Follica Incorporated, Sonde Health Inc., and Vedanta Biosciences, Inc are 19.9 percent, 11.7 percent, 6.2 percent and 3.7 percent, respectively. In addition, Non-controlling interests include the amounts recorded for subsidiary stock options, with the vast majority comprising of Vedanta stock options. 2020 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations Total Statement of Comprehensive Loss Total revenue 3,267 1,957 — 5,224 Income/(loss) for the year (2,407) (53,535) 1,073 (54,869) Total comprehensive income/(loss) for the year (2,407) (53,535) 1,073 (54,869) As of December 31, 2020, Internal segment with non-controlling interests includes Alivio, Controlled Founded Entities with non-controlling interests primarily include, Follica Incorporated, Sonde Health Inc., and Vedanta Biosciences, Inc. Ownership interests of the non-controlling interests in Alivio Therapeutics, Inc., Follica Incorporated, Sonde Health Inc., and Vedanta Biosciences, Inc are 8.1 percent, 19.9 percent, 4.5 percent and 0.4 percent, respectively. In addition, Non-controlling interests include the amounts recorded for subsidiary stock options, with the vast majority comprising of Vedanta stock options. On June 11, 2021, PureTech acquired the remaining 17.1 percent of the minority non-controlling interests of Alivio (after exercise of all in the money stock options) increasing its ownership to 100.0 percent of Alivio. The consideration for such non controlling interests amounted to $1.2 million, to be paid in three equal installments, with the first installment of $0.4 million paid at the effective date of the transaction and two additional installment to be paid upon the occurrence of certain contingent events. The Group recorded a contingent consideration liability of $0.6 million at fair value for the two additional installments, resulting in a total acquisition cost of $1.0 million. The excess of the consideration paid over the book value of the non-controlling interest of approximately $9.6 million was recorded directly as a charge to shareholders’ equity. The second installment of $0.4 million was paid in July 2021, upon the occurrence of the contingent event specified in the agreement. The contingent consideration liability is adjusted to fair value at the end of each reporting period with changes in fair value recorded in earnings. Changes in fair value of the aforementioned contingent consideration liability were not material. As of December 31, 2022, the remaining contingent liability was reduced to zero as the second contingent event did not occur. On December 1, 2021, options holders in Entrega exercised options into shares of common stock, increasing the NCI interest held from 0.2 percent to 11.7 percent. During 2021 option holders in Vedanta exercised options and increased the NCI interest to 3.7 percent. The exercise of the options resulted in an increase in the NCI share in Entrega's and Vedanta's shareholder's deficit of $5.9 million. The consideration paid by NCI ($0.1 million) together with the increase in NCI share in Entrega's and Vedanta's shareholder deficit ( $5.9 million) amounted to $6.0 million and was recorded as a gain directly in shareholders' equity. On February 15, 2022, option holders in Vedanta exercised options into shares of common stock, increasing the NCI interest held from 3.7 percent to 12.2 percent. The exercise of the options resulted in an increase in the NCI share in Vedanta's shareholder's deficit of $15.2 million. The consideration paid by NCI ($7.2 thousand) together with the increase in NCI share in Vedanta's shareholder deficit ($15.2 million) amounted to $15.2 million and was recorded as a gain directly in shareholders' equity. |
Trade and Other Payables
Trade and Other Payables | 12 Months Ended |
Dec. 31, 2022 | |
Trade and other payables [abstract] | |
Trade and Other Payables | Trade and Other Payables Information regarding Trade and other payables was as follows: As of December 31, 2022 $000s 2021 $000s Trade payables 26,504 11,346 Accrued expenses 24,518 17,309 Income tax payable 57 57 Liability settled share based awards 1,805 4,703 Other 1,957 2,403 Total trade and other payables 54,840 35,817 |
Long-term loan
Long-term loan | 12 Months Ended |
Dec. 31, 2022 | |
Long-term loan [Abstract] | |
Long-term loan | Long-term loan In September 2020, Vedanta entered into a $15.0 million loan and security agreement with Oxford Finance LLC. The loan is secured by Vedanta's assets, including equipment, inventory and intellectual property. The loan bears a floating interest rate of 7.7 percent plus the greater of (i) 30 day U.S. Dollar LIBOR reported in the Wall Street Journal or (ii) 0.17 percent. The loan matures September 2025 and requires interest only payments prior to 2023. The loan also carries a final fee upon full repayment of 7.0 percent of the original principal, or $1.1 million. As part of the loan agreement, Vedanta also issued Oxford Finance LLC 12,886 Series C-2 preferred share warrants with an exercise price of $23.28 per share, expiring September 2030. The outstanding loan balance totaled approximately $15.4 million as of December 31, 2022. The following table summarizes long-term loan activity for the years ended December 31, 2022 and 2021: Long-term loan 2022 $000s 2021 $000s Balance at January 1, 15,118 14,818 Accrued interest 1,755 1,502 Interest paid (1,436) (1,201) Other (38) — Balance at December 31, 15,400 15,118 The following table summarizes Vedanta's future principal payments for the long-term loan as of December 31, 2022: Balance Type 2023 2024 2025 Total Principal 5,156 5,625 4,219 15,000 Balance of accreted premium net of unamortized issuance costs 400 Total 15,400 The long-term loan is presented as follows in the Statement of Financial Position as of December 31, 2022 and 2021: Long-term loan 2022 $000s 2021 $000s Current portion of Long-term loan 5,156 857 Long-term loan 10,244 14,261 Total Long-term loan 15,400 15,118 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases The activity related to the Group’s right of use asset and lease liability for the years ended December 31, 2022 and 2021 is as follows: Right of use asset, net 2022 $000s 2021 $000s Balance at January 1, 17,166 20,098 Additions 163 739 Tenant improvement - lease incentive — (733) Depreciation (3,047) (2,938) Balance at December 31, 14,281 17,166 Total lease liability 2022 $000s 2021 $000s Balance at January 1, 32,990 35,348 Additions 163 1,016 Cash paid for rent - principal - financing cash flow (4,025) (3,375) Cash paid for rent - interest (1,982) (2,181) Interest expense 1,982 2,181 Balance at December 31, 29,128 32,990 Depreciation of the right-of-use assets, which virtually all consist of leased real estate, is included in the General and administrative expenses and Research and development expenses line items in the Consolidated Statements of Comprehensive Income/(Loss). The Company recorded depreciation expense of $3.0 million, $2.9 million and $2.7 million for the years ended December 31, 2022, 2021 and 2020 respectively. The following details the short term and long-term portion of the lease liability as of December 31, 2022 and 2021: Total lease liability 2022 $000s 2021 $000s Short-term Portion of Lease Liability 4,972 3,950 Long-term Portion of Lease Liability 24,155 29,040 Total Lease Liability 29,128 32,990 The following table details the future maturities of the lease liability, showing the undiscounted lease payments to be paid after the reporting date: 2022 $000s Less than one year 6,673 One to two years 6,763 Two to three years 5,168 Three to four years 4,419 Four to five years 4,551 More than five years 7,483 Total undiscounted lease maturities 35,056 Interest 5,928 Total lease liability 29,128 During the year ended December 31, 2019, PureTech entered into a lease agreement for certain premises consisting of approximately 50,858 rentable square feet of space located at 6 Tide Street. The lease commenced on April 26, 2019 (“Commencement Date”) for an initial term consisting of ten years and three months and there is an option to extend for two consecutive periods of five years each. The Company assessed at lease commencement date whether it is reasonably certain to exercise the extension options and deemed such options not reasonably certain to be exercised. The Company will reassess whether it is reasonably certain to exercise the options only if there is a significant event or significant changes in circumstances within its control. On June 26, 2019, PureTech executed a sublease agreement with Gelesis. The lease is for the approximately 9,446 rentable square feet located on the sixth floor of the Company’s former offices at the 501 Boylston Street building. The sublessee obtained possession of the premises on June 1, 2019 and the rent period term began on June 1, 2019 and expires on August 31, 2025. The sublease was determined to be a finance lease. As of December 31, 2022, the balances related to the sublease were as follows: Total lease receivable $000s Short-term Portion of Lease Receivable 450 Long-term Portion of Lease Receivable 835 Total Lease Receivable 1,285 The following table details the future maturities of the lease receivable, showing the undiscounted lease payments to be received after the reporting date: 2022 $000s Less than one year 513 One to two years 523 Two to three years 353 Total undiscounted lease receivable 1,389 Unearned Finance income 103 Net investment in the lease 1,285 On August 6, 2019, PureTech executed a sublease agreement with Dewpoint Therapeutics, Inc. (“Dewpoint”). The sublease was for approximately 11,852 rentable square feet located on the third floor of the 6 Tide Street building, where the Company’s offices are currently located. Dewpoint obtained possession of the premises on September 1, 2019 with a rent period term that began on September 1, 2019, and expired on August 31, 2021. The sublease was determined to be an operating lease. |
Capital and Financial Risk Mana
Capital and Financial Risk Management | 12 Months Ended |
Dec. 31, 2022 | |
Capital And Financial Risk Management [Abstract] | |
Capital and Financial Risk Management | Capital and Financial Risk Management Capital Risk Management The Group's capital and financial risk management policy is to maintain a strong capital base so as to support its strategic priorities, maintain investor, creditor and market confidence as well as sustain the future development of the business. The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. To maintain or adjust the capital structure, the Group may issue new shares or incur new debt. The Group has some external debt and no material externally imposed capital requirements. The Group’s share capital is clearly set out in Note 14. Management continuously monitors the level of capital deployed and available for deployment in the Internal segment and at the corporate level as well as at Controlled Founded Entities. The Directors seek to maintain a balance between the higher returns that might be possible with higher levels of deployed capital and the advantages and security afforded by a sound capital position. The Group’s Directors have overall responsibility for establishment and oversight of the Group's capital and risk management framework. The Group is exposed to certain risks through its normal course of operations. The Group’s main objective in using financial instruments is to promote the development and commercialization of intellectual property through the raising and investing of funds for this purpose. The Group’s policies in calculating the nature, amount and timing of investments are determined by planned future investment activity. Due to the nature of activities and with the aim to maintain the investors’ funds as secure and protected, the Group’s policy is to hold any excess funds in highly liquid and readily available financial instruments and maintain insignificant exposure to other financial risks. The Group has exposure to the following risks arising from financial instruments: Credit Risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. Financial instruments that potentially subject the Group to concentrations of credit risk consist principally of cash and cash equivalents, short term investments, and trade and other receivables. The Group held the following balances (not including the income tax receivable resulting from overpayment of income taxes, see Note 25): 2022 $000s 2021 $000s As of December 31 Cash and cash equivalents 149,866 465,708 Short-term investments 200,229 — Trade and other receivables 11,867 3,174 Total 361,961 468,882 The Group invests its excess cash in U.S. Treasury Bills (presented as short-term investments), and money market accounts, which the Group believes are of high credit quality. Further the Group's cash and cash equivalents and short-term investments are held at diverse, investment-grade financial institutions. The Group assesses the credit quality of customers on an ongoing basis. The credit quality of financial assets is assessed by historical and recent payment history, counterparty financial position, reference to credit ratings (if available) or to historical information about counterparty default rates. The Group does not have expected credit losses owing largely to a small number of counterparties and the high credit quality of most counterparties (primarily the US government and large funds with respect to grant income and large high credit quality corporations). The aging of trade and other receivables that were not impaired at December 31 is as follows: As of December 31 2022 $000s 2021 $000s Not impaired 11,867 3,174 Total 11,867 3,174 With regard to the Note from associate, such note is presented at fair value which incorporates, among other factors, the credit risk of the counterparty. See Note 16 for details. Liquidity Risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group actively manages its risk of a funds shortage by closely monitoring the maturity of its financial assets and liabilities and projected cash flows from operations, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. Due to the nature of these financial liabilities, the funds are available on demand to provide optimal financial flexibility. The table below summarizes the maturity profile of the Group’s financial liabilities, including subsidiary preferred shares that have customary liquidation preferences, as of December 31, 2022 and 2021, based on contractual undiscounted payments: As of December 31 2022 Carrying Amount Within Three Months Three to Twelve Months One to Five Years Total Long-term loan (non-current + current) 15,400 1,838 5,281 11,413 18,531 Subsidiary notes payable 2,345 2,345 — — 2,345 Trade and other payables 54,840 54,840 — — 54,840 Warrants 2 47 47 — — 47 Subsidiary preferred shares (Note 15) 1 27,339 27,339 — — 27,339 Total 99,971 86,409 5,281 11,413 103,103 As of December 31 2021 Carrying Amount Within Three Months Three to Twelve Months One to Five Years Total Long-term loan 15,118 296 2,182 16,274 18,752 Subsidiary notes payable 4,641 4,641 — — 4,641 Trade and other payables 35,817 35,817 — — 35,817 Warrants 2 6,787 6,787 — — 6,787 Subsidiary preferred shares (Note 15) 1 174,017 174,017 — — 174,017 Total 236,381 221,559 2,182 16,274 240,015 1 Redeemable only upon a liquidation or Deemed liquidation event, as defined in the applicable shareholder documents. 2 Warrants issued by subsidiaries to third parties to purchase preferred shares. * Does not include payments in respect of lease obligations. For the contractual future payments related to lease obligations, see Note 21. Interest Rate Sensitivity As of December 31, 2022, the Group had cash and cash equivalents of $149.9 million, and short term investments of $200.2 million. The Group's exposure to interest rate sensitivity is impacted by changes in the underlying U.K. and U.S. bank interest rates. The Group has not entered into investments for trading or speculative purposes. Due to the conservative nature of the Group's investment portfolio, which is predicated on capital preservation and investments in short duration, high-quality U.S. Treasury Bills and related money market accounts, a change in interest rates would not have a material effect on the fair market value of the Group's portfolio, and therefore the Group does not expect operating results or cash flows to be significantly affected by changes in market interest rates. Controlled Founded Entity Investments The Group maintains investments in certain Controlled Founded Entities. The Group’s investments in Controlled Founded Entities are eliminated as intercompany transactions upon financial consolidation. The Group is however exposed to a preferred share liability owing to the terms of existing preferred shares and the ownership of Controlled Founded Entities preferred shares by third parties. As discussed in Note 15, certain of the Group’s subsidiaries have issued preferred shares that include the right to receive a payment in the event of any voluntary or involuntary liquidation, dissolution or winding up of a subsidiary, including in the event of "deemed liquidation" as defined in the incorporation documents of the entities, which shall be paid out of the assets of the subsidiary available for distribution to shareholders and before any payment shall be made to holders of ordinary shares. The liability of preferred shares is maintained at fair value through the profit and loss. The Group’s strong cash position, budgeting and forecasting processes, as well as decision making and risk mitigation framework enable the Group to robustly monitor and support the business activities of the Controlled Founded Entities to ensure no exposure to dissolution or liquidation. Accordingly, the Group views exposure to 3rd party preferred share liability as low. Non-Controlled Founded Entity Investments The Group maintains certain investments in Non-Controlled Founded Entities which are deemed either as investments and accounted for as investments held at fair value or associates and accounted for under the equity method (please refer to Note 1). The Group's exposure to investments held at fair value is $251.9 million as of December 31, 2022, and the Group may or may not be able to realize the value in the future. Accordingly, the Group views the risk as high. The Group’s exposure to investments in associates is limited to the carrying amount of the investment in an Associate. The Group is not exposed to further contractual obligations or contingent liabilities beyond the value of the investments. Accordingly, the Group does not view this as a high risk. As of December 31, 2022, Gelesis and Sonde are the only associates. The carrying amount of the investment in Gelesis and Sonde as associates was $9.1 million. Please refer to Notes 5, 6 and 16 for further information regarding the Group's exposure to Non-Controlled Founded Entity Investments. Equity Price Risk As of December 31, 2022, the Group held 1,054,464 common shares of Karuna, 2,671,800 common shares of Vor and 12,527,477 common shares of Akili. The fair value of these investments in Karuna, Vor and Akili was $239.0 million. The investments in Karuna, Vor and Akili are exposed to fluctuations in the market price of these common shares. The effect of a 10.0 percent adverse change in the market price of Karuna, Vor and Akili common shares as of December 31, 2022, would have been a loss of approximately $23.9 million, that would have been recognized as a component of Other income (expense) in the Consolidated Statements of Comprehensive Income/(Loss). Foreign Exchange Risk The Group maintains consolidated financial statements in the Group's functional currency, which is the U.S. dollar. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at rates of exchange prevailing at the balance sheet dates. Non-monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the date of the transaction. Exchange gains or losses arising from foreign currency transactions are included in the determination of net income (loss) for the respective periods. Such foreign currency gains or losses were not material for all reported periods. See Note 9. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments And Contingencies [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Group is party to certain licensing agreements where the Group is licensing IP from third parties. In consideration for such licenses the Group has made upfront payments and may be required to make additional contingent payments based on developmental and sales milestones and/or royalty on future sales. As of December 31, 2022, these milestone events have not yet occurred and therefore the Group does not have a present obligation to make the related payments in respect of the licenses. Such milestones are dependent on events that are outside of the control of the Group and many of these milestone events are remote of occurring. As of December 31, 2022, payments in respect of developmental milestones that are dependent on events that are outside the control of the Group but are reasonably possible to occur amounted to approximately $8.7 million. These milestone amounts represent an aggregate of multiple milestone payments depending on different milestone events in multiple agreements. The probability that all such milestone events will occur in the aggregate is remote. Payments made to license IP represent the acquisition cost of intangible assets. See Note 12. The Group is party to certain sponsored research arrangements as well as arrangements with contract manufacturing and contract research organizations, whereby the counterparty provides the Company with research and/or manufacturing services. As of December 31, 2022, the noncancellable commitments in respect of such contracts amounted to approximately $11.3 million. |
Related Parties Transactions
Related Parties Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related party transactions [abstract] | |
Related Parties Transactions | Related Parties Transactions Related Party Subleases and royalties During 2019, PureTech executed a sublease agreement with a related party, Gelesis. Please refer to Note 21 for further details regarding the sublease. The Group receives royalties from Gelesis on its product sales. Such royalties amounted to $509 thousand and $231 thousand for the years ended December 31, 2022 and 2021, respectively and are presented in Contract revenue in the Consolidated Statements of Comprehensive Income/(Loss). Key Management Personnel Compensation Key management includes executive directors and members of the executive management team of the Group (not including compensation provided to non-executive directors). The key management personnel compensation of the Group was as follows for the years ended December 31: 2022 $000s 2021 $000s 2020 $000s As of December 31 Short-term employee benefits 4,369 4,666 4,833 Share-based payment expense 2,741 4,045 5,822 Total 7,109 8,711 10,656 Short-term employee benefits include salaries, health care and other non-cash benefits. Share-based payments are generally subject to vesting terms over future periods. For cash settlements of share based awards – see Note 8. In addition the Company paid remuneration to non-executive directors in the amounts of $655 thousand, $605 thousand and $690 thousand for the years ended December 31, 2022, 2021, and 2020, respectively. Also, the Company incurred $365 thousand and $161 thousand of stock based compensation expense for such non-executive directors for the years ended December 31, 2022 and 2021, respectively. There is no stock based compensation expense for such non-executive directors for the year ended December 31, 2020. During the years ended December 31, 2022 and 2021, the Company incurred $51 thousand, and $181 thousand, respectively of expenses paid to related parties. Convertible Notes Issued to Directors Certain related parties of the Group have invested in convertible notes issued by the Group’s subsidiaries. As of December 31, 2022 and 2021, the outstanding related party notes payable totaled $99 thousand and $94 thousand respectively, including principal and interest. The notes issued to related parties bear interest rates, maturity dates, discounts and other contractual terms that are the same as those issued to outside investors during the same issuances, as described in Note 17. Directors’ and Senior Managers’ Shareholdings and Share Incentive Awards The Directors and senior managers hold beneficial interests in shares in the following businesses and sourcing companies as at December 31, 2022: Business Name (Share Class) Number of shares held as of December 31, 2022 Number of options held as of December 31, 2022 Number of RSUs held as of December 31, 2022 Ownership Directors: Ms Daphne Zohar² Gelesis (Common) 465,121 3,303,306 1,349,697 4.45 % Dr Robert Langer Entrega (Common) 250,000 82,500 — 4.09 % Dr Raju Kucherlapati Enlight (Class B Common) — 30,000 — 3.00 % Gelesis (Common) 139,625 — 50,639 0.12 % Dr John LaMattina 3 Akili (Common) 56,554 — — 0.07 % Gelesis (Common) 3 395,035 37,129 — 0.38 % Vedanta Biosciences (Common) 25,000 — — 0.17 % Senior Managers: Dr Bharatt Chowrira Karuna (Common) 5,000 — — 0.01 % Dr Joseph Bolen Vor (Common) — 9,191 — 0.01 % 1 Ownership interests as of December 31, 2022 are calculated on a diluted basis, including issued and outstanding shares, warrants and options (and written commitments to issue options) but excluding unallocated shares authorized to be issued pursuant to equity incentive plans and any shares issuable upon conversion of outstanding convertible promissory notes. 2 Common shares, RSUs and options held by Yishai Zohar, who is the husband of Ms. Zohar. Ms. Zohar does not have any direct interest in the share capital of Gelesis. Ms. Zohar recuses herself from any and all material decisions with regard to Gelesis. 3 Dr John and Ms Mary LaMattina hold 345,035 shares of common shares in Gelesis. Individually, Dr LaMattina holds 50,000 shares of Gelesis and convertible notes issued by Appeering in the aggregate principal amount o $50,000. Directors and senior managers hold 25,371,839 ordinary shares and 9.1 percent voting rights of the Company as of December 31, 2022. This amount excludes options to purchase 2,350,000 ordinary shares. This amount also excludes 6,448,899 shares, which are issuable based on the terms of performance based RSU awards granted to certain senior managers covering the financial years 2022, 2021 and 2020, and 172,056 shares, which are issuable to directors immediately prior to the Company's 2023 Annual General Meeting of Stockholders based on the terms of the RSU awards granted to non-executive directors in 2022. Such shares will be issued to such senior managers and non executive directors in future periods provided that performance and/or service conditions are met and certain of the shares will be withheld for payment of customary withholding taxes. Note from Associate See Note 16 for details on the notes issued by Gelesis to the Company. The Company recognized finance income of 1.6 million with respect to interest and changes in fair value related to the notes. |
Taxation
Taxation | 12 Months Ended |
Dec. 31, 2022 | |
Taxation [Abstract] | |
Taxation | Taxation Tax on the profit or loss for the year comprises current and deferred income tax. Tax is recognized in the Consolidated Statements of Comprehensive Income/(Loss) except to the extent that it relates to items recognized directly in equity. For the years ended December 31, 2022, 2021 and 2020, the Group filed a consolidated U.S. federal income tax return which included all subsidiaries in which the Company owned greater than 80 percent of the vote and value. For the years ended December 31, 2022, 2021 and 2020, the Group filed certain consolidated state income tax returns which included all subsidiaries in which the Company owned greater than 50 percent of the vote and value. The remaining subsidiaries file separate U.S. tax returns. Amounts recognized in Consolidated Statements of Comprehensive Income/(Loss): 2022 $000s 2021 $000s 2020 $000s As of December 31 Income/(loss) for the year (37,065) (62,709) 4,568 Income tax expense/(benefit) (55,719) 3,756 14,401 Income/(loss) before taxes (92,783) (58,953) 18,969 Recognized income tax expense/(benefit): 2022 $000s 2021 $000s 2020 $000s As of December 31 Federal 13,065 22,138 21,796 Foreign — — — State 1,336 109 — Total current income tax expense/(benefit) 14,401 22,247 21,796 Federal (48,240) (15,416) (7,349) Foreign — — — State (21,880) (3,075) (46) Total deferred income tax expense/(benefit) (70,120) (18,491) (7,395) Total income tax expense/(benefit), recognized (55,719) 3,756 14,401 The tax expense/(benefit) was $(55.7) million, $3.8 million and $14.4 million in 2022, 2021 and 2020 respectively. The increase in tax benefit for the year ended December 31, 2022 is primarily the result of the loss before taxes in entities in the U.S. Federal and Massachusetts consolidated return groups of the Company. Reconciliation of Effective Tax Rate The Group is primarily subject to taxation in the U.S. A reconciliation of the U.S. federal statutory tax rate to the effective tax rate is as follows: 2022 2021 2020 As of December 31 $000s % $000s % $000s % US federal statutory rate (19,486) 21.00 (12,380) 21.00 3,984 21.00 Effects of state tax rate in U.S. (8,043) 8.67 (4,484) 7.61 1,844 9.72 R&D and orphan drug tax credits (6,876) 7.41 (5,056) 8.58 (5,642) (29.74) Non deductible share based payment expenses 788 (0.85) 555 (0.94) 327 1.73 Finance income/(costs) – fair value accounting (28,783) 31.02 (2,017) 3.42 919 4.84 Loss with respect to associate for which no deferred tax asset is recognized 1,413 (1.52) 11,542 (19.58) — — Change in blended state rate impact due to state apportionment change (8,856) 9.54 — — — — Transaction Costs — — 309 (0.52) 361 1.91 Interest Expense 69 (0.07) 217 (0.37) (2,258) (11.91) Executive Compensation 300 (0.32) 746 (1.27) 827 4.36 Recognition of deferred tax assets and tax benefits not previously recognized (184) 0.20 (414) 0.70 — — Current year losses for which no deferred tax asset is recognized 17,287 (18.63) 14,375 (24.38) 13,948 73.53 Sonde Deconsolidation (3,572) 3.85 — — — — Other 224 (0.25) 363 (0.62) 91 0.48 (55,719) 60.05 3,756 (6.37) 14,401 75.92 The Company is also subject to taxation in the UK but to date no taxable income has been generated in the UK. Changes in corporate tax rates can change both the current tax expense (benefit) as well as the deferred tax expense (benefit). Deferred Tax Assets and Liabilities Deferred tax assets have been recognized in the U.S. jurisdiction in respect of the following items: 2022 $000s 2021 $000s As of December 31 Operating tax losses 48,317 46,982 Tax credits 11,101 10,673 Share-based payments 8,423 7,265 Capitalized Research & Experimental Expenditures 36,084 — Investment in Associates 13,036 11,542 Lease Liability 7,143 8,969 Other temporary differences 2,957 2,665 Deferred tax assets 127,061 88,096 Investments held at fair value (47,877) (96,804) ROU asset (3,519) (4,667) Fixed assets (2,348) (3,547) Deferred tax liabilities (53,744) (105,018) Deferred tax assets (liabilities), net 73,317 (16,922) Deferred tax liabilities, net, recognized (19,645) (89,765) Deferred tax assets (liabilities), net, not recognized 92,962 72,843 We have recognized deferred tax assets related to entities in the U.S. Federal and Massachusetts consolidated return groups due to future reversals of existing taxable temporary differences that will be sufficient to recover the net deferred tax assets. Our unrecognized deferred tax assets of $93.0 million are primarily related to tax credit, loss carryforwards and deductible temporary differences in subsidiaries outside the U.S. Federal and Massachusetts consolidated return groups. Such deferred tax assets have not been recognized because it is not probable that future taxable profits will be available to support their realizability. The unrecognized deferred tax assets, to a lesser extent, also relate to unrecognized deferred tax assets with respect to a portion of Section 174 capitalized research & experimental expenditures which became effective in 2022 under the Tax Cuts and Jobs Act and an investment in an associate since the Group does not believe it is probable that such tax benefits will be realized in the foreseeable future. There was movement in deferred tax recognized, which impacted income tax expense by approximately $70.1 million benefit, primarily related to changes in the value of investments and Section 174 capitalized research & experimental expenditures. The Company sold a portion of its stock in Karuna and VOR during 2022 resulting in net taxable income and current tax expense of $14.4 million. Unrecognized Deferred Tax Assets Deferred tax assets have not been recognized in respect of the following carryforward losses, credits and temporary differences, because it is not probable that future taxable profit will be available against which the Group can use the benefits therefrom. 2022 $000s 2021 $000s As of December 31 Gross Amount Tax Effected Gross Amount Tax Effected Deductible Temporary Difference 132,145 33,544 59,925 16,224 Tax Losses 219,466 48,317 215,425 46,982 Tax Credits 11,101 11,101 9,636 9,636 Total 362,712 92,962 284,986 72,843 Tax Losses and tax credits carryforwards Tax losses and tax credits for which no deferred tax asset was recognized As of December 31 2022 $000s 2021 $000s Gross Amount Tax Effected Gross Amount Tax Effected Tax losses expiring: Within 10 years 23,930 5,387 19,735 4,343 More than 10 years 42,822 10,509 47,937 11,611 Available Indefinitely 152,714 32,421 147,753 31,028 Total 219,466 48,317 215,425 46,982 Tax credits expiring: Within 10 years 43 43 4 4 More than 10 years 11,058 11,058 9,632 9,632 Available indefinitely — — — — Total 11,101 11,101 9,636 9,636 The Group had U.S. federal net operating losses carry forwards (“NOLs”) of approximately $219.5 million, $215.4 million and $169.7 million as of December 31, 2022, 2021 and 2020, respectively, which are available to offset future taxable income. These NOLs expire through 2037 with the exception of $152.7 million which is not subject to expiration. The Group had U.S. Federal research and development tax credits of approximately $4.5 million, $3.9 million and $3.9 million as of December 31, 2022, 2021 and 2020, respectively, which are available to offset future taxes that expire at various dates through 2042. The Group also had Federal Orphan Drug credits of approximately $6.1 million and $5.7 million as of December 31, 2022, and 2021, which are available to offset future taxes that expire at various dates through 2042. A portion of these Federal NOLs and credits can only be used to offset the profits from the Company’s subsidiaries who file separate Federal tax returns. These NOLs and credits are subject to review and possible adjustment by the Internal Revenue Service. The Group had state net operating losses carry forwards (“NOLs”) of approximately $71.7 million, $27.9 million and $67.4 million for the years ended December 31, 2022, 2021 and 2020, respectively, which are available to offset future taxable income. These NOLs expire at various dates beginning in 2030. The Group had Massachusetts research and development tax credits of approximately $0.6 million, $1.3 million and $2.1 million for the years ended December 31, 2022, 2021 and 2020, respectively, which are available to offset future taxes and expire at various dates through 2037. These NOLs and credits are subject to review and possible adjustment by the Massachusetts Department of Revenue. Utilization of the NOLs and research and development credit carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986 due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes may limit the amount of NOL and research and development credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. The Company notes that a 382 analysis was performed through December 31, 2022. The results of this analysis concluded that certain net operating losses were subject to limitation under Section 382 of the Internal Revenue Code. None of the Company’s tax attributes which are subject to a restrictive Section 382 limitation have been recognized in the financial statements. Tax Balances The current tax related balances are presented in the Statement of Financial Position as follows: As of December 31 2022 $000s 2021 $000s Income tax receivable – current 10,040 4,514 Trade and Other Payables (57) (57) Uncertain Tax Positions The Company has no uncertain tax positions as of December 31, 2022. U.S. corporations are routinely subject to audit by federal and state tax authorities in the normal course of business. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events after December 31, 2022, the date of issuance of the Consolidated Financial Statements, and has not identified any recordable or disclosable events not otherwise reported in these Consolidated Financial Statements or notes thereto, except for the following: On March 1, 2023 Vedanta issued convertible debt to a syndicate of investors. The initial close of the debt was for proceeds of approximately $88.5 million. The note carries an interest rate of 9 percent per annum. The debt has various conversion triggers and the conversion price is established at the lower of 80% of the equity price of the last financing round, or a certain pre-money valuation cap established in the agreement. As part of the issuance of the debt, the convertible debt holders were granted representation in Vedanta's Board of Directors and PureTech lost control over Vedanta. On April 24, 2023, Vedanta closed the second tranche of the convertible debt for additional proceeds of $18.0 million, of which $5.0 million were invested by the Company. On March 22, 2023, the Company entered into an agreement with Royalty Pharma according to which Royalty Pharma acquired an interset in the Group's royalty from Karuna's KarXT, with $100.0 million in cash up-front, and up to $400.0 million in additional cash consideration, contingent on the achievement of certain regulatory and commercial milestones. Gelesis On February 21, 2023, the Company entered into a Note and Warrant Purchase agreement with Gelesis for $5.0 million cash consideration. As part of the agreement, the Company received a short term convertible senior secured note of $5.0 million and warrants to purchase additional shares of Gelesis' common stock. The note carries an interest rate of 12 percent per annum and holds an initial maturity date of July 31, 2023 unless the note is earlier converted or redeemed by the issuer. On April 10, 2023, the NYSE commenced proceedings to delist the common stock of Gelesis from the NYSE due to Gelesis ceasing to meet certain conditions to trade on such stock exchange. Trading in the Gelesis’s common stock was suspended immediately, and it was subsequently delisted from the NYSE. The common stock of Gelesis is currently available for trading in the over-the-counter (“OTC”) market under the symbol GLSH. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Group are presented as of December 31, 2022 and 2021, and for the years ended December 31, 2022, 2021 and 2020. The Group financial statements have been approved by the Directors on April 27, 2023, and are prepared in accordance with UK-adopted International Financial Reporting Standards (IFRSs). The Consolidated Financial Statements also comply fully with IFRSs as issued by the International Accounting Standards Board (IASB). UK-adopted IFRSs differs in certain respects from IFRS as issued by the IASB. However, the differences have no impact for the periods presented. For presentation of the Consolidated Statements of Comprehensive Income/(Loss), the Company uses a classification based on the function of expenses, rather than based on their nature, as it is more representative of the format used for internal reporting and management purposes and is consistent with international practice. Certain amounts in the Consolidated Financial Statements and accompanying notes may not add due to rounding. All percentages have been calculated using unrounded amounts. |
Basis of Measurement | Basis of Measurement The consolidated financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: investments held at fair value, short-term and convertible note from associate and liabilities classified as fair value through the profit or loss. |
Going Concern | Considering the Group’s and the Company's financial position as of December 31, 2022, and its principal risks and opportunities, a going concern analysis has been prepared for at least the twelve-month period from the date of signing the Consolidated Financial Statements ("the going concern period") utilizing realistic scenarios and applying a severe but plausible downside scenario. Even under the downside scenario, the analysis demonstrates the Group and the Company continue to maintain sufficient liquidity headroom and continue to comply with all financial obligations. The Directors believe the Group and the Company is adequately resourced to continue in operational existence for at least the twelve-month period from the date of signing the Consolidated Financial Statements. Accordingly, the Directors considered it appropriate to adopt the going concern basis of accounting in preparing the Consolidated Financial Statements and the PureTech Health plc Financial Statements. |
Basis of consolidation | Basis of consolidation The consolidated financial information as of December 31, 2022 and 2021, and for each of the years ended December 31, 2022, 2021 and 2020, comprises an aggregation of financial information of the Company and the consolidated financial information of PureTech Health LLC (“PureTech LLC”). Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated. |
Subsidiaries | Subsidiaries As used in these financial statements, the term subsidiaries refers to entities that are controlled by the Group. Financial results of subsidiaries of the Group as of December 31, 2022, are reported within the Internal segment, Controlled Founded Entities segment or the Parent Company and Other section (please refer to Note 4). Under applicable accounting rules, the Group controls an entity when it is exposed to, or has the rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights, board representation, shareholders' agreements, ability to appoint Directors and management, de facto control and other related factors. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance. |
Associates | Associates As used in these financial statements, the term associates are those entities in which the Group has no control but maintains significant influence over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of an entity, unless it can be clearly demonstrated that this is not the case. The Group evaluates if it maintains significant influence over associates by assessing if the Group has lost the power to participate in the financial and operating policy decisions of the associate. Application of the equity method to associates Associates are accounted for using the equity method (equity accounted investees) and are initially recognized at cost, or if recognized upon deconsolidation they are initially recorded at fair value at the date of deconsolidation. The consolidated financial statements include the Group’s share of the total comprehensive income and equity movements of equity accounted investees, from the date that significant influence commences until the date that significant influence ceases. To the extent the Group holds interests in associates that are not providing access to returns underlying ownership interests, the instrument held by PureTech is accounted for in accordance with IFRS 9 as investments held at fair value. When the Group’s share of losses exceeds its equity method investment in the investee, losses are applied against Long-Term Interests, which are investments accounted for under IFRS 9. Investments are determined to be Long-Term Interests when they are long-term in nature and in substance they form part of the Group's net investment in that associate. This determination is impacted by many factors, among others, whether settlement by the investee through redemption or repayment is planned or likely in the foreseeable future, whether the investment can be converted and/or is likely to be converted to common stock or other equity instrument and other factors regarding the nature of the investment. Whilst this assessment is dependent on many specific facts and circumstances of each investment, typically conversion features whereby the investment is likely to convert to common stock or other equity instruments would point to the investment being a Long-Term Interest. Similarly, where the investment is not planned or likely to be settled through redemption or repayment in the foreseeable future, this would indicate that the investment is a Long-Term Interest. When the net investment in the associate, which includes the Group’s investments in other long-term interests, is reduced to nil, recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of an investee. The Group has also adopted the amendments to IAS 28 Investments in Associates that addresses the dual application of IAS 28 and IFRS 9 (see below) when equity method losses are applied against Long-Term Interests (LTI). The amendments provide the annual sequence in which both standards are to be applied in such a case. The Group has applied the equity method losses to the LTIs presented as part of Investments held at fair value subsequent to remeasuring such investments to their fair value at balance sheet date. |
Financial Instruments | Financial Instruments Classification The Group classifies its financial assets in the following measurement categories: • Those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss), and • Those to be measured at amortized cost. The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows. For assets measured at fair value, gains and losses are recorded in profit or loss. For investments in equity instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at FVOCI. As of balance sheet dates, none of the Company's financial assets are accounted for as FVOCI. Measurement At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at FVTPL, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets that are carried at FVTPL are expensed. Impairment The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortized cost. For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables. |
Financial Assets | Financial Assets The Group’s financial assets consist of cash and cash equivalents, investments in debt securities, trade and other receivables, notes, restricted cash deposits and investments in equity securities. The Group’s financial assets are virtually all classified into the following categories: investments held at fair value, notes, trade and other receivables, short-term investments and cash and cash equivalents. The Group determines the classification of financial assets at initial recognition depending on the purpose for which the financial assets were acquired. Investments held at fair value are investments in equity instruments that are not held for trading. Such investments consist of the Group's minority interest holdings where the Group has no significant influence or preferred share investments in the Group's associates that are not providing access to returns underlying ownership interests. These financial assets are initially measured at fair value and subsequently re-measured at fair value at each reporting date. The Company elects if the gain or loss will be recognized in Other Comprehensive Income/(Loss) or through profit and loss on an instrument by instrument basis. The Company has elected to record the changes in fair values for the financial assets falling under this category through profit and loss. Please refer to Note 5. Changes in the fair value of financial assets at FVTPL are recognized in other income/(expense) in the Consolidated Statements of Comprehensive Income/(Loss) as applicable. The notes from an associate, since their contractual terms do not consist solely of cash flow payments of principal and interest on the principal amount outstanding, such notes are initially and subsequently measured at fair value, with changes in fair value recognized through profit and loss. Short term investments consist of short-term US treasury bills that are held to maturity. The contractual terms consist solely of payment of the principal and the Group's business model is to hold the treasury bills to maturity. As such, such short term investments are recorded at amortized cost. As of balance sheet date amortized cost approximated the fair value of such short-term investments. Trade and other receivables are non-derivative financial assets with fixed and determinable payments that are not quoted on active markets. These financial assets are carried at the amounts expected to be received less any expected lifetime losses. Such losses are determined taking into account previous experience, credit rating and economic stability of counterparty and economic conditions. When a trade receivable is determined to be uncollectible, it is written off against the available provision. As of balance sheet date, The Group did not incur or record any such expected lifetime losses. Trade and other receivables are included in current assets, unless maturities are greater than 12 months after the end of the reporting period. |
Financial Liabilities | Financial Liabilities The Group’s financial liabilities consist of trade and other payables, subsidiary notes payable, long-term loan, preferred shares, and warrant liability. Warrant liabilities are initially recognized at fair value. After initial recognition, these financial liabilities are re-measured at FVTPL using an appropriate valuation technique. Subsidiary notes payable without embedded derivatives and the long-term loan are accounted for at amortized cost. The majority of the Group’s subsidiaries have preferred shares and certain notes payable with embedded derivatives, which are classified as current liabilities. When the Group has preferred shares and notes with embedded derivatives that qualify for bifurcation, the Group has elected to account for the entire instrument as FVTPL after determining under IFRS 9 that the instrument qualifies to be accounted for under such FVTPL method. The Group derecognizes a financial liability when its contractual obligations are discharged, cancelled or expire. |
Equity Instruments Issued by the Group | Equity Instruments Issued by the Group Financial instruments issued by the Group are treated as equity only to the extent that they meet the following two conditions, in accordance with IAS 32: 1. They include no contractual obligations upon the Group to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavorable to the Group; and 2. Where the instrument will or may be settled in the Group’s own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Group’s own equity instruments or is a derivative that will be settled by the Group exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. To the extent that this definition is not met, the financial instrument is classified as a financial liability. Where the instrument so classified takes the legal form of the Group’s own shares, the amounts presented in the Group's shareholders' equity exclude amounts in relation to those shares. |
IFRS 15, Revenue from Contracts with Customers | IFRS 15, Revenue from Contracts with Customers The standard establishes a five-step principle-based approach for revenue recognition and is based on the concept of recognizing an amount that reflects the consideration for performance obligations only when they are satisfied and the control of goods or services is transferred. The majority of the Group’s contract revenue is generated from licenses and services, some of which are part of collaboration arrangements. Management reviewed contracts where the Group received consideration in order to determine whether or not they should be accounted for in accordance with IFRS 15. To date, PureTech has entered into transactions that generate revenue and meet the scope of either IFRS 15 or IAS 20 Accounting for Government Grants. Contract revenue is recognized at either a point-in-time or over time, depending on the nature of the performance obligations. The Group accounts for agreements that meet the definition of IFRS 15 by applying the following five step model: • Identify the contract(s) with a customer – A contract with a customer exists when (i) the Group enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to those goods or services, (ii) the contract has commercial substance and, (iii) the Group determines that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. • Identify the performance obligations in the contract – Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or together with other resources that are readily available from third parties or from the Group, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. • Determine the transaction price – The transaction price is determined based on the consideration to which the Group will be entitled in exchange for transferring goods or services to the customer. To the extent the transaction price includes variable consideration, the Group estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Group’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. • Allocate the transaction price to the performance obligations in the contract – If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis. • Recognize revenue when (or as) the Group satisfies a performance obligation – The Group satisfies performance obligations either over time or at a point in time as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised good or service to a customer. Revenue generated from services agreements (typically where licenses and related services were combined into one performance obligation) is determined to be recognized over time when it can be determined that the services meet one of the following: (a) the customer simultaneously receives and consumes the benefits provided by the entity’s performance as the entity performs; (b) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or (c) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. It was determined that the Group has contracts that meet criteria (a), since the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the Company performs. Therefore revenue is recognized over time using the input method based on costs incurred to date as compared to total contract costs. The Company believes that in research and development service type agreements using costs incurred to date represents the most faithful depiction of the entity’s performance towards complete satisfaction of a performance obligation. Revenue from licenses that are not part of a combined performance obligation are recognized at a point in time due to the licenses relating to intellectual property that has significant stand-alone functionality and as such represent a right to use the entity's intellectual property as it exists at the point in time at which the license is granted. Royalty income received in respect of licensing agreements is recognized as the related third party sales in the licensee occur. Amounts that are receivable or have been received per contractual terms but have not been recognized as revenue since performance has not yet occurred or has not yet been completed are recorded as deferred revenue. The Company classifies as non-current deferred revenue amounts received for which performance is expected to occur beyond one year or one operating cycle. |
Grant Income | Grant Income The Company recognizes grants from governmental agencies as grant income in the Consolidated Statement of Comprehensive Income/(Loss), gross of the expenditures that were related to obtaining the grant, when there is reasonable assurance that the Company will comply with the conditions within the grant agreement and there is reasonable assurance that payments under the grants will be received. The Company evaluates the conditions of each grant as of each reporting date to ensure that the Company has reasonable assurance of meeting the conditions of each grant arrangement and that it is expected that the grant payment will be received as a result of meeting the necessary conditions. The Company submits qualifying expenses for reimbursement after the Company has incurred the research and development expense. The Company records an unbilled receivable upon incurring such expenses. In cases were grant income is received prior to the expenses being incurred or recognized, the amounts received are deferred until the related expense is incurred and/or recognized. Grant income is recognized in the Consolidated Statements of Comprehensive Income/(Loss) at the time in which the Company recognizes the related reimbursable expense for which the grant is intended to compensate. |
Functional and Presentation Currency | Functional and Presentation Currency These consolidated financial statements are presented in United States dollars (“US dollars”). The functional currency of all members of the Group is the U.S. dollar. The Group's share in foreign exchange differences in associates were reported in Other Comprehensive Income/(Loss). |
Foreign Currency | Foreign Currency Transactions in foreign currencies are translated to the respective functional currencies of Group entities at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on remeasurement are recognized in the Consolidated Statement of Comprehensive Income/(Loss). Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include all highly liquid instruments with original maturities of three months or less. |
Share Capital | Share Capital Ordinary shares are classified as equity. The Group's equity is comprised of share capital, share premium, merger reserve, other reserve, translation reserve, and retained earnings/accumulated deficit. |
Treasury Shares | Treasury Shares Treasury shares are recognized at cost and are deducted from shareholders' equity. No gain or loss is recognized in profit and loss for the purchase, sale, re-issue or cancellation of the Company's own equity shares |
Property and Equipment | Property and Equipment Property and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Assets under construction represent leasehold improvements and machinery and equipment to be used in operations or research and development activities. When parts of an item of property and equipment have different useful lives, they are accounted for as separate items (major components) of property and equipment. Depreciation is calculated using the straight-line method over the estimated useful life of the related asset: Laboratory and manufacturing equipment 2-8 years Furniture and fixtures 7 years Computer equipment and software 1-5 years Leasehold improvements 5-10 years, or the remaining term of the lease, if shorter Depreciation methods, useful lives and residual values are reviewed at each balance sheet date. |
Intangible Assets | Intangible Assets Intangible assets, which include purchased patents and licenses with finite useful lives, are carried at historical cost less accumulated amortization, if amortization has commenced. Intangible assets with finite lives are amortized from the time they are available for their intended use. Amortization is calculated using the straight-line method to allocate the costs of patents and licenses over their estimated useful lives. Research and development intangible assets, which are still under development and have accordingly not yet obtained marketing approval, are presented as In-Process Research and Development (IPR&D). IPR&D is not amortized since it is not yet available for its intended use, but it is evaluated for potential impairment on an annual basis or more frequently when facts and circumstances warrant. |
Impairment | Impairment Impairment of Non-Financial Assets The Group reviews the carrying amounts of its property and equipment and intangible assets at each reporting date to determine whether there are indicators of impairment. If any such indicators of impairment exist, then an asset’s recoverable amount is estimated. The recoverable amount is the higher of an asset’s fair value less cost of disposal and value in use. The Company’s IPR&D intangible assets are not yet available for their intended use. As such, they are tested for impairment at least annually. An impairment loss is recognized when an asset’s carrying amount exceeds its recoverable amount. For the purposes of impairment testing, assets are grouped at the lowest levels for which there are largely independent cash flows. If a non- financial asset instrument is impaired, an impairment loss is recognized in the Consolidated Statements of Comprehensive Income/(Loss). Investments in associates are considered impaired if, and only if, objective evidence indicates that one or more events, which occurred after the initial recognition, have had an impact on the future cash flows from the net investment and that impact can be reliably estimated. If an impairment exists the Company measures an impairment by comparing the carrying value of the net investment in the associate to its recoverable amount and recording any excess as an impairment loss. See Note 6 for impairment recorded in respect of an investment in associate during the year ended December 31, 2022. |
Employee Benefits | Employee Benefits Short-Term Employee Benefits Short-term employee benefit obligations are measured on an undiscounted basis and expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation due to past service provided by the employee, and the obligation can be estimated reliably. Defined Contribution Plans |
Share-based Payments | Share-based Payments Share-based payment arrangements, in which the Group receives goods or services as consideration for its own equity instruments, are accounted for as equity-settled share-based payment transactions (except certain restricted stock units - see below) in accordance with IFRS 2, regardless of how the equity instruments are obtained by the Group. The grant date fair value of employee share-based payment awards is recognized as an expense with a corresponding increase in equity over the requisite service period related to the awards. The amount recognized as an expense is adjusted to reflect the actual number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with market conditions, the grant date fair value is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes. Certain restricted stock units are treated as liability settled awards starting in 2021. Such awards are remeasured at every reporting date until settlement date and are recognized as compensation expense over the requisite service period. Differences in remeasurement are recognized in profit and loss. The cumulative cost that will ultimately be recognized in respect of these awards will equal to the amount at settlement. The fair value of the awards is measured using option pricing models and other appropriate models, which take into account the terms and conditions of the awards granted. See further details in Note 8. |
Development Costs | Development Costs Expenditures on research activities are recognized as incurred in the Consolidated Statements of Comprehensive Income/(Loss). In accordance with IAS 38 development costs are capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, the Group can demonstrate its ability to use or sell the intangible asset, the Group intends to and has sufficient resources to complete development and to use or sell the asset, and it is able to measure reliably the expenditure attributable to the intangible asset during its development. The point at which technical feasibility is determined to have been reached is, generally, when regulatory approval has been received where applicable. Management determines that commercial viability has been reached |
Provisions | Provisions A provision is recognized in the Consolidated Statements of Financial Position when the Group has a present legal or constructive obligation due to a past event that can be reliably measured, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability. |
Leases | Leases The Group leases real estate (and some minor equipment) for use in operations. These leases generally have lease terms of 1 to 10 years. The Group includes options that are reasonably certain to be exercised as part of the determination of the lease term. The group determines if an arrangement is a lease at inception of the contract in accordance with guidance detailed in IFRS 16. ROU assets represent the Group’s right to use an underlying asset for the lease term and lease liabilities represent the Group's obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of the lease payments over the lease term. As most of the Group's leases do not provide an implicit rate, The Group used its estimated incremental borrowing rate, based on information available at commencement date, in determining the present value of future payments. The Group’s leases are virtually all leases of real estate. The Group has elected to account for lease payments as an expense on a straight-line basis over the life of the lease for: • Leases with a term of 12 months or less and containing no purchase options; and • Leases where the underlying asset has a value of less than $5,000. The right-of-use asset is depreciated on a straight-line basis and the lease liability gives rise to an interest charge. Further information regarding the subleases, right of use asset and lease liability can be found in Note 21. |
Finance Income and Finance Costs | Finance Income and Finance Costs Finance income is comprised of income on funds invested in U.S. treasuries, income on money market funds and income on a finance lease. Financing income is recognized as it is earned. Finance costs comprise mainly of loan, notes and lease liability interest expenses and the changes in the fair value of financial liabilities carried at FVTPL (such changes can consist of finance income when the fair value of such financial liabilities decreases). |
Taxation | Taxation Tax on the profit or loss for the year comprises current and deferred income tax. In accordance with IAS 12, tax is recognized in the Consolidated Statements of Comprehensive Income/(Loss) except to the extent that it relates to items recognized directly in equity. Current income tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantially enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognized due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax assets are recognized for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Deferred tax assets with respect to investments in associates are recognized only to the extent that it is probable the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis. |
Fair Value Measurements | Fair Value Measurements The Group’s accounting policies require that certain financial assets and certain financial liabilities be measured at their fair value. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. |
Operating Segments | Operating Segments Operating segments are reported in a manner that is consistent with the internal reporting provided to the chief operating decision maker (“CODM”). The CODM reviews discrete financial information for the operating segments in order to assess their performance and is responsible for making decisions about resources allocated to the segments. The CODM has been identified as the Group’s Directors. |
New Standards and Interpretations Not Yet Adopted | New Standards and Interpretations Not Yet Adopted A number of new standards, interpretations, and amendments to existing standards are effective for annual periods commencing on or after January 1, 2023 and have not been applied in preparing the consolidated financial information. The Company’s assessment of the impact of these new standards and interpretations is set out below. Effective January 1, 2023, the definition of accounting estimates has been amended as an amendment to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. The amendments clarify how companies should distinguish changes in accounting policies from changes in accounting estimates. The distinction is important because changes in accounting estimates are applied prospectively only to future transactions and future events, but changes in accounting policies are generally also applied retrospectively to past transactions and other past events. This amendment is not expected to have an impact on the Group's financial statements. Effective January 1, 2023, IAS 1 has been amended to clarify that liabilities are classified as either current or non-current, depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date. The Company does not expect this amendment will have a material impact on its financial statements. Effective January 1, 2023, IAS 12 is amended to narrow the scope of the initial recognition exemption (IRE) so that it does not apply to transactions that give rise to equal and offsetting temporary differences. As a result, companies will need to recognise a deferred tax asset and a deferred tax liability for temporary differences arising on initial recognition of a lease and a decommissioning provision. The amendment is not expected to have an impact on the Group's financial statements as the Group has already recognized a deferred tax asset and deferred tax liability that arose on initial recognition of its leases (the Group does not have decommissioning provisions). None of the other new standards, interpretations, and amendments are applicable to the Company’s financial statements and therefore will not have an impact on the Company. |
Accounting Policies (Tables)
Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Disclosure of subsidiaries | All current subsidiaries are domiciled within the United States and conduct business activities solely within the United States. Voting percentage at December 31, through the holdings in 2022 2021 2020 Subsidiary Common Preferred Common Preferred Common Preferred Subsidiary operating companies Alivio Therapeutics, Inc. 1,2 — 100.0 — 100.0 — 91.9 Entrega, Inc. (indirectly held through Enlight) 1,2 — 77.3 — 77.3 — 83.1 Follica, Incorporated 1,2 28.7 56.7 28.7 56.7 28.7 56.7 PureTech LYT (formerly Ariya Therapeutics, Inc.) — 100.0 — 100.0 — 100.0 PureTech LYT-100 — 100.0 — 100.0 — 100.0 PureTech Management, Inc. 3 100.0 — 100.0 — 100.0 — PureTech Health LLC 3 100.0 — 100.0 — 100.0 — Vedanta Biosciences, Inc. 1,2 — 47.0 — 48.6 — 59.3 Vedanta Biosciences Securities Corp. (indirectly held through Vedanta) 1,2 — 47.0 — 48.6 — 59.3 Deconsolidated former subsidiary operating companies Sonde Health, Inc. 1,2,5 — 40.2 — 51.8 — 51.8 Akili Interactive Labs, Inc. 6 14.7 — — 26.7 — 41.9 Gelesis, Inc. 1,2,6 22.8 — 4.8 19.7 4.9 20.2 Karuna Therapeutics, Inc. 1,2 3.1 — 5.6 — 12.6 — Vor Biopharma Inc.1,2 4.1 — 8.6 — — 16.4 Nontrading holding companies Endra Holdings, LLC (held indirectly through Enlight) 2 86.0 — 86.0 — 86.0 — Ensof Holdings, LLC (held indirectly through Enlight) 2 86.0 — 86.0 — 86.0 — PureTech Securities Corp. 2 100.0 — 100.0 — 100.0 — PureTech Securities II Corp. 2 100.0 — 100.0 — 100.0 — Inactive subsidiaries Appeering, Inc. 2 — 100.0 — 100.0 — 100.0 Commense Inc. 2 — 99.1 — 99.1 — 99.1 Enlight Biosciences, LLC 2 86.0 — 86.0 — 86.0 — Ensof Biosystems, Inc. (held indirectly through Enlight) 1,2 57.7 28.3 57.7 28.3 57.7 28.3 Knode Inc. (indirectly held through Enlight) 2 — 86.0 — 86.0 — 86.0 Libra Biosciences, Inc. 2 — 100.0 — 100.0 — 100.0 Mandara Sciences, LLC 2 98.3 — 98.3 — 98.3 — Tal Medical, Inc. 1,2 — 100.0 — 100.0 — 100.0 1 The voting percentage is impacted by preferred shares that are classified as liabilities, which results in the ownership percentage not being the same as the ownership percentage used in allocations to non-controlling interests disclosed in Note 18. The allocation of losses/profits to the noncontrolling interest is based on the holdings of subordinated stock that provide ownership rights in the subsidiaries. The ownership of liability classified preferred shares are quantified in Note 15. 2 Registered address is Corporation Trust Center, 1209 Orange St., Wilmington, DE 19801, USA. 3 Registered address is 2711 Centerville Rd., Suite 400, Wilmington, DE 19808, USA. 4 The Company’s interests in its subsidiaries are predominantly in the form of preferred shares, which have a liquidation preference over the common stock, are convertible into common stock at the holder’s discretion or upon certain liquidity events, are entitled to one vote per share on all matters submitted to shareholders for a vote and entitled to receive dividends when and if declared. In the case of Enlight, Mandara and PureTech Health LLC, the holdings are membership interests in an LLC. The holders of common stock are entitled to one vote per share on all matters submitted to shareholders for a vote and entitled to receive dividends when and if declared. 5 On May 25, 2022 PureTech lost control over Sonde and Sonde was deconsolidated from the Group’s financial statements, resulting in only the profits and losses generated by Sonde through the deconsolidation date being included in the Group’s Consolidated Statement of Comprehensive Income/(Loss). See Notes 5 and 6 for further details about the accounting for the investments in Sonde subsequent to deconsolidation. 6 See Notes 5 and 6 for the Gelesis and Akili SPAC merger and for the exchange of the Group's preferred stock investments for common stock of those entities. |
Disclosure of estimated useful life of assets | Depreciation is calculated using the straight-line method over the estimated useful life of the related asset: Laboratory and manufacturing equipment 2-8 years Furniture and fixtures 7 years Computer equipment and software 1-5 years Leasehold improvements 5-10 years, or the remaining term of the lease, if shorter Depreciation methods, useful lives and residual values are reviewed at each balance sheet date. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue [abstract] | |
Disclosure of revenue | Revenue recorded in the Consolidated Statement of Comprehensive Income/(Loss) consists of the following: For the years ended December 31, 2022 $000s 2021 $000s 2020 $000s Contract revenue 2,090 9,979 8,341 Grant income 13,528 7,409 3,427 Total revenue 15,618 17,388 11,768 |
Disclosure of disaggregation of revenue from contracts with customers | The Group disaggregates contract revenue in a manner that depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The Group disaggregates revenue based on contract revenue or grant revenue, and further disaggregates contract revenue based on the transfer of control of the underlying performance obligations. Timing of contract revenue recognition For the years ended December 31, 2022 $000s 2021 $000s 2020 $000s Transferred at a point in time – Licensing Income 1 527 6,809 2,054 Transferred over time 2 1,563 3,171 6,286 2,090 9,979 8,341 1 2022 – Attributed to Non-Controlled Founded Entities segment ( $19 thousand) and to Parent Company and Other ($509 thousand); 2021 – Attributed to the Internal segment ($6,500 thousand), Non-Controlled Founded Entities segment ($74 thousand), and to Parent Company and Other ($235 thousand); 2020 – Attributed to Parent Company and Other. See note 4, Segment information. 2 2022 – Attributed to Controlled Founded Entities segment ($1,500 thousand) and to Non-Controlled Founded Entities segment ($63 thousand ); 2021 – Attributed to Internal segment ($1,629 thousand), Non-Controlled Founded Entities segment ($41 thousand), and to Controlled Founded Entities segment ($1,500 thousand). 2020 – Attributed to Internal segment ($5,297 thousand), Controlled Founded Entities segment ($896 thousand), and to Non-Controlled Founded Entities segment ($93 thousand). See Note 4, Segment Information. Customers over 10% of revenue 2022 $000s 2021 $000s 2020 $000s Customer A — — 1,518 Customer B 1,500 1,500 896 Customer C — — 2,043 Customer D — 7,250 1,736 Customer E — — 2,000 Customer F 509 — — 2,009 8,750 8,193 |
Disclosure of contract balances | Contract liabilities are included within deferred revenue on the Consolidated Statement of Financial Position. Contract Balances 2022 $000s 2021 $000s Accounts receivable 606 704 Deferred revenue – short term — 65 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Information [Abstract] | |
Disclosure of operating segments | Information About Reportable Segments: 2022 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Income/(Loss) Contract revenue — 1,500 81 509 2,090 Grant revenue 2,826 10,702 — — 13,528 Total revenue 2,826 12,202 81 509 15,618 General and administrative expenses (8,301) (16,462) (1,296) (34,933) (60,991) Research and development expenses (116,054) (34,668) (826) (885) (152,433) Total operating expense (124,355) (51,130) (2,122) (35,817) (213,425) Other income/(expense): Gain on deconsolidation of subsidiary — — — 27,251 27,251 Gain/(loss) on investment held at fair value — — — (32,060) (32,060) Realized loss on sale of investments — — — (29,303) (29,303) Other income/(expense) (204) (3) — 8,338 8,131 Total other income/(expense) (204) (3) — (25,775) (25,981) Net finance income/(costs) 615 138,006 (3,045) 3,348 138,924 Share of net income/(loss) of associates accounted for using the equity method — — — (27,749) (27,749) Gain on dilution of ownership interest in associate — — — 28,220 28,220 Impairment of investment in associate — — — (8,390) (8,390) Income/(loss) before taxes (121,118) 99,075 (5,085) (65,655) (92,783) Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (114,255) (32,468) (2,079) (57,452) (206,254) Finance income/(costs) – IFRS 9 fair value accounting — 140,056 (2,993) — 137,063 Share-based payment expense (5,136) (4,703) (8) (4,852) (14,699) Depreciation of tangible assets (1,727) (2,526) (4) (1,588) (5,845) Amortization of ROU assets — (1,283) — (1,764) (3,047) Amortization of intangible assets — — (1) — (1) Taxation — — — 55,719 55,719 Income/(loss) for the year (121,118) 99,075 (5,085) (9,936) (37,065) Other comprehensive income/(loss) — — — (379) (379) Total comprehensive income/(loss) for the year (121,118) 99,075 (5,085) (10,316) (37,444) Total comprehensive income/(loss) attributable to: Owners of the Company (121,118) 85,471 (4,755) (10,331) (50,733) Non-controlling interests — 13,604 (330) 15 13,290 December 31, 2022 $000s Consolidated Statements of Financial Position: Total assets 51,599 35,341 — 615,707 702,647 Total liabilities 1 271,186 76,635 — (192,763) 155,057 Net assets/(liabilities) (219,587) (41,294) — 808,470 547,589 1 Parent Company and Other Includes eliminations of intercompany liabilities between the Parent Company and the reportable segments in the amount of $255.5 million. 2021 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Income/(Loss) Contract revenue 8,129 1,500 115 235 9,979 Grant revenue 1,253 6,156 — — 7,409 Total revenue 9,382 7,656 115 235 17,388 General and administrative expenses (8,673) (17,504) (3,225) (27,797) (57,199) Research and development expenses (65,444) (40,667) (3,116) (1,244) (110,471) Total Operating expenses (74,118) (58,171) (6,341) (29,041) (167,671) Other income/(expense): Gain/(loss) on investment held at fair value — — — 179,316 179,316 Realized loss on sale of investments — — — (20,925) (20,925) Other income/(expense) — 70 — 1,523 1,593 Total other income/(expense) (1) 70 — 159,914 159,983 Net finance income/(costs) (16) 7,528 (784) (1,679) 5,050 Share of net income/(loss) of associate accounted for using the equity method — — — (73,703) (73,703) Income/(loss) before taxes (64,753) (42,917) (7,010) 55,727 (58,953) (Loss)/income before taxes pre IFRS 9 fair value accounting, finance costs – subsidiary preferred shares, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (60,368) (44,335) (6,248) 63,628 (47,323) Finance income/(costs) – IFRS 9 fair value accounting — 10,322 (716) — 9,606 Share-based payment expense (3,066) (6,224) (32) (4,628) (13,950) Depreciation of tangible assets (1,319) (1,506) (12) (1,510) (4,347) Amortization of ROU assets — (1,174) — (1,764) (2,938) Amortization of intangible assets — — (2) — (2) Taxation — — — (3,756) (3,756) Income/(loss) for the year (64,753) (42,917) (7,010) 51,971 (62,709) Other comprehensive income/(loss) — — — — — Total comprehensive income/(loss) for the year (64,753) (42,917) (7,010) 51,971 (62,709) Total comprehensive income/(loss) attributable to: Owners of the Company (64,657) (41,283) (6,574) 51,956 (60,558) Non-controlling interests (96) (1,634) (436) 15 (2,151) December 31, 2021 $000s Consolidated Statements of Financial Position: Total assets 125,726 64,508 1,765 754,007 946,006 Total liabilities 1 228,789 209,212 19,645 (95,787) 361,859 Net (liabilities)/assets (103,063) (144,704) (17,880) 849,794 584,147 1 Parent Company and Other Includes eliminations of intercompany liabilities between the Parent Company and the reportable segments in the amount of $233.3 million. The proportion of net assets shown above that is attributable to non-controlling interest is disclosed in Note 18. 2020 Internal Controlled Founded Entities Non-Controlled Founded Parent Company & Consolidated Consolidated Statements of Comprehensive Loss Contract revenue 5,297 896 93 2,054 8,341 Grant revenue 1,563 1,864 — — 3,427 Total revenue 6,860 2,760 93 2,054 11,768 General and administrative expenses (3,482) (10,752) (2,939) (32,267) (49,440) Research and development expenses (45,346) (33,152) (3,128) (234) (81,859) Total operating expense (48,828) (43,904) (6,067) (32,500) (131,299) Other income/(expense): Gain/(loss) on investment held at fair value — — — 232,674 232,674 Realized loss on sale of investments — — — (54,976) (54,976) Gain/(loss) on disposal of assets (15) (15) — — (30) Other income/(expense) — 100 — 965 1,065 Other income/(expense) (15) 85 — 178,662 178,732 Net finance income/(costs) 19 (4,352) (852) (930) (6,115) Share of net income/(loss) of associate accounted for using the equity method — — — (34,117) (34,117) Income/(loss) before taxes (41,964) (45,410) (6,826) 113,170 18,969 (Loss)/income before taxes pre IAS 39 fair value accounting, finance costs – subsidiary preferred shares, share-based payment expense, depreciation of tangible assets and amortization of intangible assets (38,349) (36,736) (5,866) 121,644 40,694 Finance income/(costs) – IFRS 9 fair value accounting — (3,492) (859) — (4,351) Share-based payment expense (2,762) (2,469) (83) (5,405) (10,718) Depreciation of tangible assets (854) (1,528) (17) (1,547) (3,945) Amortization of ROU assets — (1,186) — (1,523) (2,709) Amortization of intangible assets — — (1) — (1) Taxation — (1) — (14,400) (14,401) Income/(loss) for the year (41,964) (45,411) (6,826) 98,769 4,568 Other comprehensive income/(loss) — — — 469 469 Total comprehensive income/(loss) for the year (41,964) (45,411) (6,826) 99,238 5,037 Total comprehensive income/(loss) attributable to: Owners of the Company (41,773) (44,506) (6,519) 99,253 6,454 Non-controlling interests (191) (905) (306) (15) (1,417) |
Investments held at fair value
Investments held at fair value (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments held at fair value [Abstract] | |
Summary of investments held at fair value | Interests in these investments were accounted for as shown below: Investments held at fair value $000's Balance as of January 1, 2021 553,167 Sale of Karuna shares (218,125) Loss realised on sale of investments (20,925) Cash purchase of Vor preferred shares 500 Gain – change in fair value through profit and loss 179,271 Balance as of December 31, 2021 and January 1, 2022 before allocation of share in associate loss to long-term interest (*) 493,888 Investment in Sonde Preferred shares – Sonde deconsolidation 11,168 Sale of Karuna and Vor shares (118,710) Loss realised on sale of investments as a result of written call option (29,303) Cash Investment (Akili) 5,000 Gelesis Earn out shares received in SPAC exchange 14,214 Exchange of Gelesis preferred shares to Gelesis common shares (92,303) Loss – change in fair value through profit and loss (32,060) Balance as of December 31, 2022 251,892 (*) Share in associate losses allocated to long-term interest amounted to $96.7 million as of December 31, 2021 and January 1, 2022 |
Investments in Associates (Tabl
Investments in Associates (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investment in Associates [Abstract] | |
Summary of investments in associates | The following table summarizes the activity related to the investment in associates balance for the years ended December 31, 2022 and 2021. Investment in Associates $000's As of January 1, 2021 — Share of net loss in Gelesis - limited to net investment amount (73,703) Share of losses recorded against Long Term Interests (LTIs) 73,703 As of December 31, 2021 and January 1, 2022 — Cash investment in associate 19,961 Additional investment as a result of backstop settlement (see above) 8,424 Gain on dilution of interest in associate (*) 13,793 Investment in Sonde - deconsolidation 7,680 Share in net loss of associates (27,749) Reversal of equity method losses recorded against LTIs (due to decrease in LTI fair value) (4,406) Share in other comprehensive loss of associates (166) Impairment (8,390) As of December 31, 2022 9,147 * Gain on dilution of interest was further increased due to the receipt of Gelesis earn out shares accounted for as investments held at fair value (see above). |
Summary of financial information of Gelesis | The following table summarizes the financial information of Gelesis as included in its own financial statements, adjusted for fair value adjustments at deconsolidation and differences in accounting policies. The table also reconciles the summarized financial information to the carrying amount of the Company’s interest in Gelesis. 2022 $000s 2021 $000s As of and for the year ended December 31, Percentage ownership interest 22.5 % 42.0 % Non-current assets 333,040 357,508 Current assets 23,495 66,092 Non-current liabilities (99,053) (120,786) Current liabilities (80,010) (537,432) Non controlling interests and options issued to third parties (46,204) (14,216) Net assets (deficit) attributable to shareholders of Gelesis Inc. 131,268 (248,834) Group's share of net assets (net deficit) 29,504 (104,527) Goodwill 3,858 7,211 Impairment (28,452) (37,495) Equity method losses recorded against Long-term Interests — 96,709 Unrecognized equity method losses (*) — 38,101 Investment in associate 4,910 — 2022 $000s 2021 $000s 2020 $000s Revenue 25,767 11,185 21,442 Loss from continuing operations (100%) (111,567) (271,430) (71,157) Total comprehensive loss (100%) (112,285) (273,005) (70,178) Group's share in net losses - limited to net investment amount (**) (24,306) (73,703) (34,117) Group's share of total comprehensive loss - limited to net investment amount (24,472) (73,703) (33,648) * Unrecognized equity method losses includes unrecognized other comprehensive loss of $0.7 million for the year ended December 31, 2021. ** For the year ended December 31, 2022 includes $4.4 million reversal of equity method losses recorded against Long-Term Interest (LTI) due to the decrease in fair value of such LTI. |
Operating Expenses (Tables)
Operating Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Operating Expenses [Abstract] | |
Disclosure of total operating expense | Total operating expenses were as follows: For the years ending December 31, 2022 $000s 2021 $000s 2020 $000s General and administrative 60,991 57,199 49,440 Research and development 152,433 110,471 81,859 Total operating expenses 213,425 167,671 131,299 |
Disclosure of information about employees | The average number of persons employed by the Group during the year, analyzed by category, was as follows: For the years ending December 31, 2022 2021 2020 General and administrative 57 52 43 Research and development 144 119 95 Total 201 171 138 |
Disclosure of payroll costs | The aggregate payroll costs of these persons were as follows: 2022 $000s 2021 $000s 2020 $000s For the years ending December 31, General and administrative 25,322 26,438 22,943 Research and development 36,321 28,950 20,674 Total 61,643 55,388 43,616 |
Disclosure of other operating expense | Detailed operating expenses were as follows: 2022 $000s 2021 $000s 2020 $000s For the years ending December 31, Salaries and wages 41,750 36,792 29,403 Healthcare benefits 2,908 2,563 1,866 Payroll taxes 2,286 2,084 1,629 Share-based payments 14,699 13,950 10,718 Total payroll costs 61,643 55,388 43,616 Other general and administrative expenses 35,669 30,761 26,497 Other research and development expenses 116,113 81,521 61,186 Total other operating expenses 151,782 112,282 87,683 Total operating expenses 213,425 167,671 131,299 |
Disclosure of auditors' remuneration | Auditor's remuneration: For the years ending December 31, 2022 $000s 2021 $000s 2020 $000s Audit of these financial statements 1,716 1,183 1,145 Audit of the financial statements of subsidiaries 132 312 291 Audit of the financial statements of associate** 814 571 350 Audit-related assurance services* 1,157 1,868 490 Non-audit related services — — 173 Total 3,819 3,934 2,449 * 2021 – $468.2 thousand represents prepaid expenses related to an expected initial public offering of a subsidiary. ** Audit fees of $720.0 thousand, $500.0 thousand and $350.0 thousand in respect of financial statements of associates for the years ended December 31, 2022, 2021, and 2020 respectively, are not included within the consolidated financial statements. Fees related to the audit of the financial statements of associates have been disclosed in respect of 2022, 2021, and 2020 as these fees went towards supporting the audit opinion on the Group accounts. Such amounts were not previously disclosed in the 2020 financial statements. Please refer to Note 8 for further disclosures related to share-based payments and Note 24 for management’s remuneration disclosures. |
Share-based Payments (Tables)
Share-based Payments (Tables) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Payments [Abstract] | ||
Disclosure of share-based payment expense as reflected in the Consolidated Statement of Income/(Loss) | The following table provides the classification of the Group’s consolidated share-based payment expense as reflected in the Consolidated Statement of Income/(Loss): Year ended December 31, 2022 $000s 2021 $000s 2020 $000s General and administrative 8,862 9,310 7,650 Research and development 5,837 4,640 3,068 Total 14,699 13,950 10,718 | |
Disclosure of RSU activity | RSU activity for the years ended December 31, 2022, 2021 and 2020 is detailed as follows: Number of Shares/Units Wtd Avg Grant Date Fair Value (GBP) (*) Outstanding (Non-vested) at January 1, 2020 4,636,347 2.08 RSUs Granted in Period 1,759,011 1.80 Vested (2,781,687) 1.54 Forfeited (191,089) 2.37 Outstanding (Non-vested) at December 31, 2020 and January 1, 2021 3,422,582 2.46 RSUs Granted in Period 2,195,133 2.15 Vested (1,176,695) 2.93 Forfeited (808,305) 2.25 Outstanding (Non-vested) at December 31, 2021 and January 1, 2022 3,632,715 1.91 RSUs Granted in Period 4,309,883 1.76 Vested (696,398) 2.80 Forfeited (1,155,420) 2.67 Outstanding (Non-vested) at December 31, 2022 6,090,780 1.74 * 2021 – for liability awards based on fair value at reporting date. | |
Disclosure of stock option activity | Stock option activity for the years ended December 31, 2022, 2021 and 2020, is detailed as follows: Number of Options Wtd Average Exercise Price (GBP) Wtd Average of Wtd Average Stock Price at Exercise (GBP) Outstanding at January 1, 2020 8,472,827 1.16 8.55 Granted 4,076,982 3.14 Exercised (514,410) 1.52 2.88 Forfeited and expired (1,119,313) 1.88 Options Exercisable at December 31, 2020 and January 1, 2021 5,447,405 0.98 7.46 Outstanding at December 31, 2020 and January 1, 2021 10,916,086 1.81 8.38 Granted 5,424,000 3.34 Exercised (2,238,187) 0.70 3.63 Forfeited and expired (687,781) 2.53 Options Exercisable at December 31, 2021 and January 1, 2022 4,773,873 1.42 6.50 Outstanding at December 31, 2021 and January 1, 2022 13,414,118 2.58 8.29 Granted 8,881,000 2.04 Exercised (577,022) 0.50 2.43 Forfeited and expired (3,924,215) 2.89 Options Exercisable at December 31, 2022 6,185,216 2.03 6.21 Outstanding at December 31, 2022 17,793,881 2.31 8.03 | |
Disclosure of terms and conditions of share-based payment arrangement | The fair value of the stock options awarded by the Company was estimated at the grant date using the Black-Scholes option valuation model, considering the terms and conditions upon which options were granted, with the following weighted-average assumptions: At December 31, 2022 2021 2020 Expected volatility 41.70 % 41.05 % 41.25 % Expected terms (in years) 6.11 6.16 6.11 Risk-free interest rate 2.13 % 1.06 % 0.53 % Expected dividend yield — — — Grant date fair value $1.15 $1.87 $1.72 | |
Disclosure of range of exercise prices of outstanding share options | For shares outstanding as of December 31, 2022, the range of exercise prices is detailed as follows: Range of Exercise Prices (GBP) Options Wtd Wtd Average of 0.01 439,490 — 6.76 1.00 to 2.00 6,276,391 1.58 7.00 2.00 to 3.00 5,375,750 2.26 8.92 3.00 to 4.00 5,702,250 3.34 8.40 Total 17,793,881 2.31 8.03 | |
Disclosure of subsidiary share-based payments | Subsidiary Plans Certain subsidiaries of the Group have adopted stock option plans. A summary of stock option activity by number of shares in these subsidiaries is presented in the following table: Outstanding as of January 1, 2022 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2022 Entrega 349,500 45,000 — (50,000) — — 344,500 Follica 2,686,120 90,000 — — — — 2,776,120 Sonde 2,049,004 — — — — (2,049,004) — Vedanta 1,991,637 490,506 (400,000) (65,235) (192,332) — 1,824,576 Outstanding as of January 1, 2021 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2021 Alivio 3,888,168 197,398 (2,373,750) (506,260) (1,205,556) — — Entrega 962,000 — (525,000) (87,500) — — 349,500 Follica 1,309,040 1,383,080 — (6,000) — — 2,686,120 Sonde 2,192,834 — — (51,507) (92,323) — 2,049,004 Vedanta 1,741,888 451,532 (52,938) (76,491) (72,354) — 1,991,637 Outstanding as of January 1, 2020 Granted During the Year Exercised During the Year Expired During the Year Forfeited During the Year Deconsolidation During the Year Outstanding as of December 31, 2020 Alivio 3,698,244 189,924 — — — — 3,888,168 Entrega 972,000 — — — (10,000) — 962,000 Follica 1,309,040 — — — — — 1,309,040 Sonde 1,829,004 363,830 — — — — 2,192,834 Vedanta 1,450,100 493,951 (813) — (201,350) — 1,741,888 | |
Disclosure of weighted average exercise prices for options outstanding | The weighted-average exercise prices and remaining contractual life for the options outstanding as of December 31, 2022, were as follows: Outstanding at December 31, 2022 Number of options Weighted-average exercise price $ Weighted-average contractual life outstanding Entrega 344,500 1.91 4.92 Follica 2,776,120 1.41 6.38 Vedanta 1,824,576 15.89 6.88 | |
Disclosure of weighted average exercise prices for options granted | The weighted average exercise prices for the options granted for the years ended December 31, 2022, 2021 and 2020, were as follows: For the years ended December 31, 2022 $ 2021 $ 2020 $ Alivio — — 0.47 Entrega 0.02 — — Follica 1.86 1.86 — Sonde — — 0.18 Vedanta 14.94 19.69 19.59 | |
Disclosure of weighted average exercise prices for options forfeited | The weighted average exercise prices for options forfeited during the year ended December 31, 2022, were as follows: Forfeited during the year ended December 31, 2022 Number of options Weighted-average exercise price $ Vedanta 192,332 19.64 | |
Disclosure of weighted average exercise prices for options exercised | The weighted average exercise prices for options exercised during the year ended December 31, 2022, were as follows: Exercised during the year ended December 31, 2022 Number of options Weighted-average exercise price Vedanta 400,000 0.02 | |
Disclosure of weighted average exercise prices for options exercisable | The weighted average exercise prices for options exercisable as of December 31, 2022, were as follows: Exercisable at December 31, 2022 Number of Options Weighted-average exercise price $ Exercise Price Range Entrega 344,500 1.91 0.02-2.36 Follica 2,776,120 1.41 0.03-1.86 Vedanta 1,824,576 15.89 0.02-21.35 | |
Disclosure of range of assumptions of fair value of stock option grants | The fair value of the stock option grants has been estimated at the date of grant using the Black-Scholes option pricing model with the following range of assumptions: Assumption/Input 2022 2021 2020 Expected award life (in years) 6.00-8.33 6.00-7.11 6.00-10.00 Expected award price volatility 88.22%-89.68% 88.05%-88.59% 89.24%-95.46% Risk free interest rate 1.67%-3.13% 0.96%-1.32% 0.32%-0.87% Expected dividend yield — — — Grant date fair value $10.51-$15.14 $13.84-$16.23 $13.09-$16.54 Share price at grant date $14.00-$18.84 $19.00-$21.35 $19.59 |
Finance Cost, Net (Tables)
Finance Cost, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Finance Cost Net [Abstract] | |
Disclosure of finance income (cost) | Finance Cost, net The following table shows the breakdown of finance income and costs: 2022 $000s 2021 $000s 2020 $000s For the years ended December 31, Finance income Interest income from financial assets 5,799 214 1,183 Total finance income 5,799 214 1,183 Finance costs Contractual interest expense on notes payable (212) (1,031) (96) Interest expense on other borrowings (1,759) (1,502) (496) Interest expense on lease liability (1,982) (2,181) (2,354) Gain/(loss) on foreign currency exchange 14 (56) — Total finance cost – contractual (3,939) (4,771) (2,946) Gain/(loss) from change in fair value of warrant liability 6,740 1,419 (117) Gain/(loss) from change in fair value of preferred shares 130,825 8,362 (4,234) Gain/(loss) from change in fair value of convertible debt (502) (175) — Total finance income/(costs) – fair value accounting 137,063 9,606 (4,351) Finance income/(costs), net 138,924 5,050 (6,115) |
Earnings_(Loss) per Share (Tabl
Earnings/(Loss) per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings per share [abstract] | |
Disclosure of earnings/(loss) attributable to owners of company | Earnings/(Loss) Attributable to Owners of the Company: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Income/(loss) for the year, attributable to the owners of the Company (50,354) (50,354) (60,558) (60,558) 5,985 5,985 Income/(loss) attributable to ordinary shareholders (50,354) (50,354) (60,558) (60,558) 5,985 5,985 |
Disclosure of weighted-average number of ordinary shares | Weighted-Average Number of Ordinary Shares: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Issued ordinary shares at January 1, 287,796,585 287,796,585 285,885,025 285,885,025 285,370,619 285,370,619 Effect of shares issued 690,772 690,772 705,958 705,958 233,048 233,048 Effect of dilutive shares (please refer to Note 8) — — — — — 7,252,246 Effect of treasury shares purchased (3,727,922) (3,727,922) — — — — Weighted average number of ordinary shares at December 31, 284,759,435 284,759,435 286,590,983 286,590,983 285,603,667 292,855,913 |
Disclosure of earnings/(loss) per share | Earnings/(Loss) per Share: 2022 2021 2020 Basic Diluted Basic Diluted Basic Diluted Basic and diluted earnings/(loss) per share (0.18) (0.18) (0.21) (0.21) 0.02 0.02 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, plant and equipment [abstract] | |
Disclosure of detailed information about property, plant and equipment | Cost Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of January 1, 2021 8,420 1,452 1,519 18,054 3,852 33,297 Additions, net of transfers 1,424 — 92 183 6,723 8,422 Disposals (323) — (282) — — (605) Reclassifications 2,211 — — 248 (2,459) — Balance as of December 31, 2021 11,733 1,452 1,329 18,485 8,116 41,115 Additions, net of transfers 390 — 11 412 1,362 2,176 Disposals (118) — — — (77) (195) Deconsolidation of subsidiaries — — (58) — — (58) Reclassifications 1,336 58 137 5,067 (6,598) — Balance as of December 31, 2022 13,341 1,510 1,419 23,964 2,803 43,037 |
Disclosure of accumulated depreciation and impairment loss | Accumulated depreciation and impairment loss Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of January 1, 2021 (3,965) (454) (1,287) (4,815) — (10,520) Depreciation (1,973) (208) (174) (1,991) — (4,346) Disposals 251 — 271 — — 522 Balance as of December 31, 2021 (5,686) (663) (1,190) (6,806) — (14,344) Depreciation (2,082) (212) (107) (3,444) — (5,845) Disposals 57 — — — — 57 Deconsolidation of subsidiaries — — 53 — — 53 Balance as of December 31, 2022 (7,711) (875) (1,244) (10,250) — (20,080) |
Disclosure of property & equipment, net | Property and Equipment, net Laboratory and Manufacturing Equipment Furniture and Computer Equipment and Leasehold Improvements Construction in Total Balance as of December 31, 2021 6,047 790 139 11,679 8,116 26,771 Balance as of December 31, 2022 5,630 635 174 13,714 2,803 22,957 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Disclosure of detailed information about intangible assets | Information regarding the cost and accumulated amortization of intangible assets is as follows: Cost Licenses Balance as of January 1, 2021 900 Additions 90 Balance as of December 31, 2021 990 Additions 25 Write-off (163) Deconsolidation of subsidiaries (21) Balance as of December 31, 2022 831 |
Disclosure of accumulated amortization | Accumulated amortization Licenses Balance as of January 1, 2021 (1) Amortization (2) Balance as of December 31, 2021 (3) Amortization (1) Deconsolidation of subsidiary 4 Balance as of December 31, 2022 — |
Disclosure of intangible assets, net | Intangible assets, net Licenses Balance as of December 31, 2021 987 Balance as of December 31, 2022 831 |
Other Financial Assets (Tables)
Other Financial Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Financial Assets [Abstract] | |
Disclosure of other financial assets | Other financial assets consist of restricted cash held, which represents amounts that are reserved as collateral against letters of credit with a bank that are issued for the benefit of a landlord in lieu of a security deposit for office space leased by the Group. Information regarding restricted cash was as follows: 2022 $000s 2021 $000s As of December 31, Restricted cash 2,124 2,124 Total other financial assets 2,124 2,124 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [abstract] | |
Disclosure of equity | Total equity for PureTech as of December 31, 2022, and 2021, was as follows: December 31, 2022 $000s December 31, 2021 $000s Equity Share capital, £0.01 par value, issued and paid 278,566,306 and 287,796,585 as of December 31, 2022 and 2021, respectively 5,455 5,444 Merger Reserve 138,506 138,506 Share premium 289,624 289,303 Treasury shares, 10,595,347 and zero as of December 31, 2022 and 2021, respectively (26,492) — Translation reserve 89 469 Other reserves (14,478) (40,077) Retained earnings/(accumulated deficit) 149,516 199,871 Equity attributable to owners of the Group 542,220 593,515 Non-controlling interests 5,369 (9,368) Total equity 547,589 584,147 |
Subsidiary Preferred Shares (Ta
Subsidiary Preferred Shares (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Subsidiary Preferred Shares [Abstract] | |
Disclosure of subsidiary preferred share balances | The following summarizes the subsidiary preferred share balance: 2022 $000s 2021 $000s As of December 31, Entrega 169 669 Follica 350 11,191 Sonde — 13,362 Vedanta Biosciences 26,820 148,796 Total subsidiary preferred share balance 27,339 174,017 |
Disclosure of subsidiary preferred shares, minimum liquidation preference | As of December 31, 2022 and December 31, 2021, the minimum liquidation preference reflects the amounts that would be payable to the subsidiary preferred holders upon a liquidation event of the subsidiaries, which is as follows: 2022 $000s 2021 $000s As of December 31, Entrega 2,216 2,216 Follica 6,405 6,405 Sonde — 12,000 Vedanta Biosciences 149,568 149,568 Total minimum liquidation preference 158,189 170,189 |
Disclosure of changes in the value of subsidiary preferred shares | For the years ended December 31, 2022 and 2021, the Group recognized the following changes in the value of subsidiary preferred shares: $000s Balance as of January 1, 2021 118,972 Issuance of new preferred shares – financing cash flow 37,610 Conversion of convertible notes 25,797 Decrease in value of preferred shares measured at fair value – finance costs (income) (8,362) Balance as of January 1, 2022 174,017 Decrease in value of preferred shares measured at fair value – finance costs (income) (130,825) Deconsolidation of subsidiary – (Sonde) (15,853) Balance as of December 31, 2022 27,339 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Financial Instruments [Abstract] | |
Disclosure of changes in financial liabilities, level 3 fair value - subsidiary preferred shares and convertible notes | The following table summarizes the changes in the Group’s subsidiary preferred shares and convertible note liabilities measured at fair value, which were categorized as Level 3 in the fair value hierarchy: Subsidiary Preferred Shares Subsidiary Convertible Balance at January 1, 2020 100,989 — Value at issuance 13,750 25,000 Change in fair value 4,233 — Balance at December 31, 2020 and January 1, 2021 118,972 25,000 Value at issuance 37,610 2,215 Conversion to subsidiary preferred shares 25,797 (25,797) Accrued interest - contractual — 867 Change in fair value (8,362) 175 Balance at December 31, 2021 and January 1, 2022 174,017 2,461 Value at issuance — 393 Accrued interest – contractual — 48 Change in fair value (130,825) 502 Deconsolidation - Sonde (15,853) (3,403) Balance at December 31, 2022 27,339 — |
Disclosure of significant unobservable inputs, level 3 fair value - preferred shares liability | The table below sets out information about the significant unobservable inputs used at December 31, 2022, in the fair value measurement of the Group’s material subsidiary preferred shares liabilities categorized as Level 3 in the fair value hierarchy: Fair Value at December 31, 2022 Valuation Technique Unobservable Inputs Weighted Average Sensitivity to Decrease in Input 26,820 PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation Estimated Time to Exit 2.14 Fair value decrease Equity Discount Rate 30% Fair value increase Debt Discount Rate 15% Fair value decrease Volatility 95% Fair value decrease |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities | The following summarizes the sensitivity from the assumptions made by the Company with respect to the significant unobservable inputs which are categorized as Level 3 in the fair value hierarchy and used in the fair value measurement of the Group’s subsidiary preferred shares liabilities (Please refer to Note 15): Input Subsidiary Preferred Share Liability As of December 31, 2022 Sensitivity Range Financial Liability Increase/(Decrease) Time to Liquidity - 6 Months (1,322) + 6 Months 856 Volatility (10) % (1,133) +10% 1,200 Discount Rate (5) % (2,035) +5% 1,922 |
Disclosure of changes in assets, level 3 fair value - investments held at fair value | The following table summarizes the changes in all the Group’s investments held at fair value, which were categorized as Level 3 in the fair value hierarchy: $'000s Balance at January 1, 2020 154,445 Cash purchase of Gelesis preferred shares (please refer to Note 6) 10,000 Cash purchase of Vor preferred shares 1,150 Gain/(Loss) on changes in fair value 41,297 Balance at December 31, 2020 and January 1, 2021 206,892 Cash purchase of Vor preferred shares 500 Reclassification of Vor from level 3 to level 1 (33,365) Gain/(Loss) on changes in fair value 65,505 Balance at January 1, 2022 before allocation of associate loss to long-term interest 239,533 Deconsolidation of Sonde 11,168 Gelesis – New Investment – Earn out Shares 14,214 Exchange of Gelesis preferred shares to Gelesis common shares (92,303) Reclassification of Akili to level 1 investment (128,764) Change in fair value (31,253) Balance as of December 31, 2022 12,593 |
Disclosure of significant unobservable inputs - investments at fair value, assets | The table below sets out information about the significant unobservable inputs used at December 31, 2022, in the fair value measurement of the Group’s material preferred share investments held at fair value categorized as Level 3 in the fair value hierarchy: Fair Value at December 31, 2022 Valuation Technique Unobservable Inputs Weighted Average Sensitivity to Decrease in Input 11,403 Market Backsolve & OPM Estimated time to exit 2.00 Fair value decrease Volatility 55% Fair value decrease |
Disclosure of changes in financial liabilities - warrants | The following table summarizes the changes in the Group’s subsidiary warrant liabilities, which were categorized as Level 3 in the fair value hierarchy: Subsidiary Warrant Liability Balance at January 1, 2020 7,997 Warrant Issuance 92 Change in fair value - finance costs (income) 117 Balance at December 31, 2020 and January 1, 2021 8,206 Change in fair value - finance costs (income) (1,419) Balance at December 31, 2021 and January 1, 2022 6,787 Change in fair value - finance costs (income) (6,740) Balance at December 31, 2022 47 |
Disclosure of fair value measurement and classification | The fair value of financial instruments by category at December 31, 2022 and 2021: 2022 Carrying Amount Fair Value Financial Assets Financial Liabilities Level 1 Level 2 Level 3 Total Financial assets: Money Markets 1,2 95,249 — 95,249 — — 95,249 Short-term investments 1 200,229 — 200,229 — — 200,229 Note from associate 16,501 — — — 16,501 16,501 Investments held at fair value 251,892 — 239,299 — 12,593 251,892 Trade and other receivables 3 11,867 — — 11,867 — 11,867 Total financial assets 575,738 — 534,777 11,867 29,094 575,738 Financial liabilities: Subsidiary warrant liability — 47 — — 47 47 Subsidiary preferred shares — 27,339 — — 27,339 27,339 Subsidiary notes payable — 2,345 — 2,097 248 2,345 Share based liability awards — 5,932 4,396 — 1,537 5,932 Total financial liabilities — 35,664 4,396 2,097 29,171 35,664 1 Issued by a diverse group of corporations, largely consisting of financial institutions, virtually all of which are investment grade. 2 Included within Cash and cash equivalents 3 Outstanding receivables are owed primarily by government agencies and large corporations, virtually all of which are investment grade. As of balance sheet date the long term loan book value (see Note 20) approximated its fair value due to its variable rate. 2021 Carrying Amount Fair Value Financial Assets Financial Liabilities Level 1 Level 2 Level 3 Total Financial assets: Money Markets 1 432,649 — 432,649 — — 432,649 Short-term note from associate 15,120 — — — 15,120 15,120 Investments held at fair value 2 493,888 — 254,355 — 239,533 493,888 Trade and other receivables 3 3,174 — — 3,174 — 3,174 Total financial assets 944,832 — 687,005 3,174 254,653 944,832 Financial liabilities: Subsidiary warrant liability — 6,787 — — 6,787 6,787 Subsidiary preferred shares — 174,017 — — 174,017 174,017 Subsidiary notes payable — 4,641 — 1,945 2,696 4,641 Share based liability awards — 7,362 6,081 — 1,281 7,362 Total financial liabilities — 192,808 6,081 1,945 184,781 192,808 1 Issued by a diverse group of corporations, largely consisting of financial institutions, virtually all of which are investment grade. Included within Cash and cash equivalents 2 Balance prior to share of associate loss allocated to long-term interest (please refer to Note 5). 3 Outstanding receivables are owed primarily by government agencies, virtually all of which are investment grade. |
Subsidiary Notes Payable (Table
Subsidiary Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Subsidiary Notes Payable [Abstract] | |
Disclosure of subsidiary notes payable | The notes payable consist of the following: 2022 $000s 2021 $000s As of December 31, Loans 2,097 1,945 Convertible notes 248 2,696 Total subsidiary notes payable 2,345 4,641 |
Disclosure of convertible notes | Convertible Notes outstanding were as follows: Vedanta $000s Knode $000s Appeering $000s Sonde $000s Total $000s January 1, 2021 25,000 89 134 — 25,223 Gross principal - issuance of notes - financing activity — — — 2,215 2,215 Accrued interest on convertible notes - finance costs 797 5 8 70 880 Conversion to subsidiary preferred shares (25,797) — — — (25,797) Change in fair value - finance costs — — — 175 175 December 31, 2021 and January 1, 2022 — 94 141 2,461 2,696 Gross principal - issuance of notes - financing activity — — — 393 393 Accrued interest on convertible notes - finance costs — 5 8 48 60 Change in fair value - finance costs — — — 502 502 Deconsolidation — — — (3,403) (3,403) December 31, 2022 — 99 149 — 248 |
Non-Controlling Interest (Table
Non-Controlling Interest (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Non-Controlling Interests [Abstract] | |
Disclosure of changes in equity classified non-controlling ownership interests in subsidiaries | The following table summarizes the changes in the equity classified non-controlling ownership interest in subsidiaries by reportable segment: Internal $000s Controlled Founded Entities $000s Non-Controlled Founded $000s Parent Company & Other Total Balance at January 1, 2020 * (8,682) 1,465 (11,016) 593 (17,639) Share of comprehensive loss (191) (905) (306) (15) (1,417) Equity settled share-based payments 305 2,395 122 — 2,822 Other — 11 19 (6) 24 Balance at December 31, 2020 and January 1, 2021 * (8,567) 2,966 (11,181) 574 (16,209) Share of comprehensive loss (96) (1,634) (436) 15 (2,151) NCI exercise of share-based awards in subsidiaries - change in NCI interest — (5,922) — — (5,922) Equity settled share-based payments (4) 6,224 32 — 6,252 Acquisition of a subsidiary non controlling interest 8,668 — — — 8,668 Other — — — (6) (6) Balance at December 31, 2021 and January 1, 2022 — 1,634 (11,585) 583 (9,368) Share of comprehensive income (loss) — 13,604 (330) 15 13,290 NCI exercise of share-based awards — (15,164) — — (15,164) Deconsolidation of subsidiaries — — 11,904 — 11,904 Equity settled share-based payments — 4,703 8 — 4,711 Other — — 2 (6) (4) Balance as of December 31, 2022 — 4,778 — 592 5,369 * Revised to reclassify Sonde to the Non-controlled Founded Entities segment to comply with current period classification. See Note 4. |
Disclosure of aggregation of subsidiaries with material non-controlling interests before intra-group eliminations | The following tables summarize the financial information related to the Group’s subsidiaries with material non-controlling interests, aggregated for interests in similar entities, and before and after intra group eliminations. 2022 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations $000s Total $000s Statement of Comprehensive Loss Total revenue — 12,202 — 12,202 Income/(loss) for the year — 98,633 1,003 99,636 Other comprehensive income/(loss) — — — — Total comprehensive income/(loss) for the year — 98,633 1,003 99,636 Statement of Financial Position Total assets — 35,341 (100) 35,241 Total liabilities — 76,635 (11,057) 65,578 Net assets/(liabilities) — (41,294) 10,957 (30,336) 2021 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations $000s Total $000s Statement of Comprehensive Loss Total revenue — 7,771 — 7,771 Income/(loss) for the year — (50,436) 792 (49,644) Other comprehensive income/(loss) — — — — Total comprehensive income/(loss) for the year — (50,436) 792 (49,644) Statement of Financial Position Total assets — 66,279 (161) 66,118 Total liabilities — 228,856 (10,755) 218,101 Net assets/(liabilities) — (162,576) 10,594 (151,982) 2020 For the year ended December 31 Internal Controlled Founded Entities Intra-group eliminations Total Statement of Comprehensive Loss Total revenue 3,267 1,957 — 5,224 Income/(loss) for the year (2,407) (53,535) 1,073 (54,869) Total comprehensive income/(loss) for the year (2,407) (53,535) 1,073 (54,869) |
Trade and Other Payables (Table
Trade and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Trade and other payables [abstract] | |
Disclosure of trade and other payables | Information regarding Trade and other payables was as follows: As of December 31, 2022 $000s 2021 $000s Trade payables 26,504 11,346 Accrued expenses 24,518 17,309 Income tax payable 57 57 Liability settled share based awards 1,805 4,703 Other 1,957 2,403 Total trade and other payables 54,840 35,817 |
Long-term loan (Tables)
Long-term loan (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Long-term loan [Abstract] | |
Disclosure of long-term loan obligations | The following table summarizes long-term loan activity for the years ended December 31, 2022 and 2021: Long-term loan 2022 $000s 2021 $000s Balance at January 1, 15,118 14,818 Accrued interest 1,755 1,502 Interest paid (1,436) (1,201) Other (38) — Balance at December 31, 15,400 15,118 |
Disclosure of long-term loan - Vedanta | The following table summarizes Vedanta's future principal payments for the long-term loan as of December 31, 2022: Balance Type 2023 2024 2025 Total Principal 5,156 5,625 4,219 15,000 Balance of accreted premium net of unamortized issuance costs 400 Total 15,400 |
Disclosure of detailed information about borrowings | The long-term loan is presented as follows in the Statement of Financial Position as of December 31, 2022 and 2021: Long-term loan 2022 $000s 2021 $000s Current portion of Long-term loan 5,156 857 Long-term loan 10,244 14,261 Total Long-term loan 15,400 15,118 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Disclosure of quantitative information about right-of-use assets | The activity related to the Group’s right of use asset and lease liability for the years ended December 31, 2022 and 2021 is as follows: Right of use asset, net 2022 $000s 2021 $000s Balance at January 1, 17,166 20,098 Additions 163 739 Tenant improvement - lease incentive — (733) Depreciation (3,047) (2,938) Balance at December 31, 14,281 17,166 |
Disclosure of lease liabilities | Total lease liability 2022 $000s 2021 $000s Balance at January 1, 32,990 35,348 Additions 163 1,016 Cash paid for rent - principal - financing cash flow (4,025) (3,375) Cash paid for rent - interest (1,982) (2,181) Interest expense 1,982 2,181 Balance at December 31, 29,128 32,990 |
Disclosure of short-term and long-term portion of lease liability | The following details the short term and long-term portion of the lease liability as of December 31, 2022 and 2021: Total lease liability 2022 $000s 2021 $000s Short-term Portion of Lease Liability 4,972 3,950 Long-term Portion of Lease Liability 24,155 29,040 Total Lease Liability 29,128 32,990 |
Disclosure of maturity analysis of operating lease payments | The following table details the future maturities of the lease liability, showing the undiscounted lease payments to be paid after the reporting date: 2022 $000s Less than one year 6,673 One to two years 6,763 Two to three years 5,168 Three to four years 4,419 Four to five years 4,551 More than five years 7,483 Total undiscounted lease maturities 35,056 Interest 5,928 Total lease liability 29,128 |
Disclosure of short-term and long-term portion of lease receivable | As of December 31, 2022, the balances related to the sublease were as follows: Total lease receivable $000s Short-term Portion of Lease Receivable 450 Long-term Portion of Lease Receivable 835 Total Lease Receivable 1,285 |
Disclosure of maturity analysis of finance lease payments receivable | The following table details the future maturities of the lease receivable, showing the undiscounted lease payments to be received after the reporting date: 2022 $000s Less than one year 513 One to two years 523 Two to three years 353 Total undiscounted lease receivable 1,389 Unearned Finance income 103 Net investment in the lease 1,285 |
Capital and Financial Risk Ma_2
Capital and Financial Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Capital And Financial Risk Management [Abstract] | |
Disclosure of credit risk | Financial instruments that potentially subject the Group to concentrations of credit risk consist principally of cash and cash equivalents, short term investments, and trade and other receivables. The Group held the following balances (not including the income tax receivable resulting from overpayment of income taxes, see Note 25): 2022 $000s 2021 $000s As of December 31 Cash and cash equivalents 149,866 465,708 Short-term investments 200,229 — Trade and other receivables 11,867 3,174 Total 361,961 468,882 |
Information about credit quality of neither past due nor impaired financial assets | The aging of trade and other receivables that were not impaired at December 31 is as follows: As of December 31 2022 $000s 2021 $000s Not impaired 11,867 3,174 Total 11,867 3,174 With regard to the Note from associate, such note is presented at fair value which incorporates, among other factors, the credit risk of the counterparty. See Note 16 for details. |
Disclosure of liquidity risk | The table below summarizes the maturity profile of the Group’s financial liabilities, including subsidiary preferred shares that have customary liquidation preferences, as of December 31, 2022 and 2021, based on contractual undiscounted payments: As of December 31 2022 Carrying Amount Within Three Months Three to Twelve Months One to Five Years Total Long-term loan (non-current + current) 15,400 1,838 5,281 11,413 18,531 Subsidiary notes payable 2,345 2,345 — — 2,345 Trade and other payables 54,840 54,840 — — 54,840 Warrants 2 47 47 — — 47 Subsidiary preferred shares (Note 15) 1 27,339 27,339 — — 27,339 Total 99,971 86,409 5,281 11,413 103,103 As of December 31 2021 Carrying Amount Within Three Months Three to Twelve Months One to Five Years Total Long-term loan 15,118 296 2,182 16,274 18,752 Subsidiary notes payable 4,641 4,641 — — 4,641 Trade and other payables 35,817 35,817 — — 35,817 Warrants 2 6,787 6,787 — — 6,787 Subsidiary preferred shares (Note 15) 1 174,017 174,017 — — 174,017 Total 236,381 221,559 2,182 16,274 240,015 1 Redeemable only upon a liquidation or Deemed liquidation event, as defined in the applicable shareholder documents. 2 Warrants issued by subsidiaries to third parties to purchase preferred shares. * Does not include payments in respect of lease obligations. For the contractual future payments related to lease obligations, see Note 21. |
Related Parties Transactions (T
Related Parties Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions - Key Management Personnel Compensation [Abstract] | |
Disclosure of key management personnel compensation | The key management personnel compensation of the Group was as follows for the years ended December 31: 2022 $000s 2021 $000s 2020 $000s As of December 31 Short-term employee benefits 4,369 4,666 4,833 Share-based payment expense 2,741 4,045 5,822 Total 7,109 8,711 10,656 |
Disclosure of directors’ and senior managers’ shareholdings and share incentive awards | The Directors and senior managers hold beneficial interests in shares in the following businesses and sourcing companies as at December 31, 2022: Business Name (Share Class) Number of shares held as of December 31, 2022 Number of options held as of December 31, 2022 Number of RSUs held as of December 31, 2022 Ownership Directors: Ms Daphne Zohar² Gelesis (Common) 465,121 3,303,306 1,349,697 4.45 % Dr Robert Langer Entrega (Common) 250,000 82,500 — 4.09 % Dr Raju Kucherlapati Enlight (Class B Common) — 30,000 — 3.00 % Gelesis (Common) 139,625 — 50,639 0.12 % Dr John LaMattina 3 Akili (Common) 56,554 — — 0.07 % Gelesis (Common) 3 395,035 37,129 — 0.38 % Vedanta Biosciences (Common) 25,000 — — 0.17 % Senior Managers: Dr Bharatt Chowrira Karuna (Common) 5,000 — — 0.01 % Dr Joseph Bolen Vor (Common) — 9,191 — 0.01 % 1 Ownership interests as of December 31, 2022 are calculated on a diluted basis, including issued and outstanding shares, warrants and options (and written commitments to issue options) but excluding unallocated shares authorized to be issued pursuant to equity incentive plans and any shares issuable upon conversion of outstanding convertible promissory notes. 2 Common shares, RSUs and options held by Yishai Zohar, who is the husband of Ms. Zohar. Ms. Zohar does not have any direct interest in the share capital of Gelesis. Ms. Zohar recuses herself from any and all material decisions with regard to Gelesis. 3 Dr John and Ms Mary LaMattina hold 345,035 shares of common shares in Gelesis. Individually, Dr LaMattina holds 50,000 shares of Gelesis and convertible notes issued by Appeering in the aggregate principal amount o $50,000. |
Taxation (Tables)
Taxation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Taxation [Abstract] | |
Disclosure of income taxes recognized in comprehensive income | Amounts recognized in Consolidated Statements of Comprehensive Income/(Loss): 2022 $000s 2021 $000s 2020 $000s As of December 31 Income/(loss) for the year (37,065) (62,709) 4,568 Income tax expense/(benefit) (55,719) 3,756 14,401 Income/(loss) before taxes (92,783) (58,953) 18,969 |
Disclosure of recognized income tax expense | Recognized income tax expense/(benefit): 2022 $000s 2021 $000s 2020 $000s As of December 31 Federal 13,065 22,138 21,796 Foreign — — — State 1,336 109 — Total current income tax expense/(benefit) 14,401 22,247 21,796 Federal (48,240) (15,416) (7,349) Foreign — — — State (21,880) (3,075) (46) Total deferred income tax expense/(benefit) (70,120) (18,491) (7,395) Total income tax expense/(benefit), recognized (55,719) 3,756 14,401 |
Disclosure of reconciliation of effective tax rate | The Group is primarily subject to taxation in the U.S. A reconciliation of the U.S. federal statutory tax rate to the effective tax rate is as follows: 2022 2021 2020 As of December 31 $000s % $000s % $000s % US federal statutory rate (19,486) 21.00 (12,380) 21.00 3,984 21.00 Effects of state tax rate in U.S. (8,043) 8.67 (4,484) 7.61 1,844 9.72 R&D and orphan drug tax credits (6,876) 7.41 (5,056) 8.58 (5,642) (29.74) Non deductible share based payment expenses 788 (0.85) 555 (0.94) 327 1.73 Finance income/(costs) – fair value accounting (28,783) 31.02 (2,017) 3.42 919 4.84 Loss with respect to associate for which no deferred tax asset is recognized 1,413 (1.52) 11,542 (19.58) — — Change in blended state rate impact due to state apportionment change (8,856) 9.54 — — — — Transaction Costs — — 309 (0.52) 361 1.91 Interest Expense 69 (0.07) 217 (0.37) (2,258) (11.91) Executive Compensation 300 (0.32) 746 (1.27) 827 4.36 Recognition of deferred tax assets and tax benefits not previously recognized (184) 0.20 (414) 0.70 — — Current year losses for which no deferred tax asset is recognized 17,287 (18.63) 14,375 (24.38) 13,948 73.53 Sonde Deconsolidation (3,572) 3.85 — — — — Other 224 (0.25) 363 (0.62) 91 0.48 (55,719) 60.05 3,756 (6.37) 14,401 75.92 |
Disclosure of deferred taxes | Deferred tax assets have been recognized in the U.S. jurisdiction in respect of the following items: 2022 $000s 2021 $000s As of December 31 Operating tax losses 48,317 46,982 Tax credits 11,101 10,673 Share-based payments 8,423 7,265 Capitalized Research & Experimental Expenditures 36,084 — Investment in Associates 13,036 11,542 Lease Liability 7,143 8,969 Other temporary differences 2,957 2,665 Deferred tax assets 127,061 88,096 Investments held at fair value (47,877) (96,804) ROU asset (3,519) (4,667) Fixed assets (2,348) (3,547) Deferred tax liabilities (53,744) (105,018) Deferred tax assets (liabilities), net 73,317 (16,922) Deferred tax liabilities, net, recognized (19,645) (89,765) Deferred tax assets (liabilities), net, not recognized 92,962 72,843 |
Disclosure of unrecognized deferred tax assets | Deferred tax assets have not been recognized in respect of the following carryforward losses, credits and temporary differences, because it is not probable that future taxable profit will be available against which the Group can use the benefits therefrom. 2022 $000s 2021 $000s As of December 31 Gross Amount Tax Effected Gross Amount Tax Effected Deductible Temporary Difference 132,145 33,544 59,925 16,224 Tax Losses 219,466 48,317 215,425 46,982 Tax Credits 11,101 11,101 9,636 9,636 Total 362,712 92,962 284,986 72,843 |
Disclosure of unrecognized tax losses and tax credits carryforwards | Tax losses and tax credits for which no deferred tax asset was recognized As of December 31 2022 $000s 2021 $000s Gross Amount Tax Effected Gross Amount Tax Effected Tax losses expiring: Within 10 years 23,930 5,387 19,735 4,343 More than 10 years 42,822 10,509 47,937 11,611 Available Indefinitely 152,714 32,421 147,753 31,028 Total 219,466 48,317 215,425 46,982 Tax credits expiring: Within 10 years 43 43 4 4 More than 10 years 11,058 11,058 9,632 9,632 Available indefinitely — — — — Total 11,101 11,101 9,636 9,636 |
Disclosure of tax balances as presented in statement of financial position | Tax Balances The current tax related balances are presented in the Statement of Financial Position as follows: As of December 31 2022 $000s 2021 $000s Income tax receivable – current 10,040 4,514 Trade and Other Payables (57) (57) |
Accounting Policies - Subsidiar
Accounting Policies - Subsidiaries (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Subsidiary operating companies | Alivio Therapeutics, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 91.90% |
Subsidiary operating companies | Entrega, Inc. (indirectly held through Enlight) | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 77.30% | 77.30% | 83.10% |
Subsidiary operating companies | Follica, Incorporated | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 28.70% | 28.70% | 28.70% |
Subsidiary operating companies | Follica, Incorporated | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 56.70% | 56.70% | 56.70% |
Subsidiary operating companies | PureTech LYT (formerly Ariya Therapeutics, Inc.) | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Subsidiary operating companies | PureTech LYT-100 | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Subsidiary operating companies | PureTech Management, Inc. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Subsidiary operating companies | PureTech Health LLC | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Subsidiary operating companies | Vedanta Biosciences | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 47% | 48.60% | 59.30% |
Subsidiary operating companies | Vedanta Biosciences Securities Corp. (indirectly held through Vedanta) | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 47% | 48.60% | 59.30% |
Deconsolidated former subsidiary operating companies | Sonde Health, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 40.20% | 51.80% | 51.80% |
Deconsolidated former subsidiary operating companies | Akili Interactive Labs, Inc. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 14.70% | ||
Deconsolidated former subsidiary operating companies | Akili Interactive Labs, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 0% | 26.70% | 41.90% |
Deconsolidated former subsidiary operating companies | Gelesis, Inc. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 22.80% | 4.80% | 4.90% |
Deconsolidated former subsidiary operating companies | Gelesis, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 0% | 19.70% | 20.20% |
Deconsolidated former subsidiary operating companies | Karuna Therapeutics, Inc. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 3.10% | 5.60% | 12.60% |
Deconsolidated former subsidiary operating companies | Vor Biopharma Inc. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 4.10% | 8.60% | |
Deconsolidated former subsidiary operating companies | Vor Biopharma Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 0% | 16.40% | |
Nontrading holding companies | Endra Holdings, LLC (held indirectly through Enlight) | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 86% | 86% | 86% |
Nontrading holding companies | Ensof Holdings, LLC (held indirectly through Enlight) | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 86% | 86% | 86% |
Nontrading holding companies | PureTech Securities Corp. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Nontrading holding companies | PureTech Securities II Corp. | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | |
Inactive subsidiaries | Appeering Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Inactive subsidiaries | Commense Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 99.10% | 99.10% | 99.10% |
Inactive subsidiaries | Enlight Biosciences, LLC | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 86% | 86% | 86% |
Inactive subsidiaries | Ensof Biosystems, Inc. (held indirectly through Enlight) | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 57.70% | 57.70% | 57.70% |
Inactive subsidiaries | Ensof Biosystems, Inc. (held indirectly through Enlight) | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 28.30% | 28.30% | 28.30% |
Inactive subsidiaries | Knode Inc. (indirectly held through Enlight) | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 86% | 86% | 86% |
Inactive subsidiaries | Libra Biosciences, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Inactive subsidiaries | Mandara Sciences, LLC | Common | |||
Accounting Policies | |||
Voting percentage through the holdings | 98.30% | 98.30% | 98.30% |
Inactive subsidiaries | Tal Medical, Inc. | Preferred | |||
Accounting Policies | |||
Voting percentage through the holdings | 100% | 100% | 100% |
Accounting Policies - Property
Accounting Policies - Property and equipment (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Laboratory and manufacturing equipment | Minimum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 2 years |
Laboratory and manufacturing equipment | Maximum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 8 years |
Furniture and fixtures | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 7 years |
Computer equipment and software | Minimum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 1 year |
Computer equipment and software | Maximum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 5 years |
Leasehold improvements | Minimum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 5 years |
Leasehold improvements | Maximum | |
Accounting Policies | |
Useful life measured as period of time, property, plant and equipment | 10 years |
Accounting Policies - Narrative
Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies | ||||
Cash and cash equivalents | $ 149,866 | $ 465,708 | $ 403,881 | $ 132,360 |
Short-term investments | $ 200,229 | $ 0 |
Revenue - Disclosure of revenue
Revenue - Disclosure of revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue [abstract] | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Grant revenue | 13,528 | 7,409 | 3,427 |
Total revenue | $ 15,618 | $ 17,388 | $ 11,768 |
Revenue - Disaggregation of rev
Revenue - Disaggregation of revenue, timing of contract (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Internal | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 0 | 8,129 | 5,297 |
Non-controlled founded entities | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 81 | 115 | 93 |
Controlled founded entities | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 1,500 | 1,500 | 896 |
Parent company and other | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 509 | 235 | 2,054 |
Transferred at a point in time – licensing income | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 527 | 6,809 | 2,054 |
Transferred at a point in time – licensing income | Internal | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 6,500 | 5,297 | |
Transferred at a point in time – licensing income | Non-controlled founded entities | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 19 | 74 | |
Transferred at a point in time – licensing income | Parent company and other | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 509 | 235 | |
Transferred over time | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 1,563 | 3,171 | $ 6,286 |
Transferred over time | Internal | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 1,629 | ||
Transferred over time | Non-controlled founded entities | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 63 | 41 | |
Transferred over time | Controlled founded entities | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | $ 1,500 | $ 1,500 |
Revenue - Disaggregation of r_2
Revenue - Disaggregation of revenue, customers over 10% of revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 2,009 | 8,750 | 8,193 |
Customer A | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 0 | 0 | 1,518 |
Customer B | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 1,500 | 1,500 | 896 |
Customer C | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 0 | 0 | 2,043 |
Customer D | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 0 | 7,250 | 1,736 |
Customer E | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | 0 | 0 | 2,000 |
Customer F | Over 10 percent of revenue | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue | $ 509 | $ 0 | $ 0 |
Revenue - Contract balances (De
Revenue - Contract balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Contract Balances [Table] | ||
Accounts receivable | $ 606 | $ 704 |
Deferred revenue – short term | $ 0 | $ 65 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue [Line Items] | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Revenue recognized on deferred revenue outstanding at prior year end | 65 | ||
Revenue | 15,618 | 17,388 | 11,768 |
Gelesis | |||
Revenue [Line Items] | |||
Revenue | 25,767 | 11,185 | 21,442 |
Related parties | Gelesis | |||
Revenue [Line Items] | |||
Royalty income | 509 | 231 | 54 |
Imbrium Therapeutics L.P. | |||
Revenue [Line Items] | |||
Contract revenue | $ 6,500 | ||
Karuna Therapeutics, Inc. | |||
Revenue [Line Items] | |||
Contract revenue | $ 2,000 | ||
Performance obligations satisfied over | |||
Revenue [Line Items] | |||
Revenue | $ 0 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | $ 2,090 | $ 9,979 | $ 8,341 |
Grant revenue | 13,528 | 7,409 | 3,427 |
Total revenue | 15,618 | 17,388 | 11,768 |
General and administrative expenses | (60,991) | (57,199) | (49,440) |
Research and development expenses | (152,433) | (110,471) | (81,859) |
Total operating expense | (213,425) | (167,671) | (131,299) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 27,251 | 0 | 0 |
Gain/(loss) on investment held at fair value | (32,060) | 179,316 | 232,674 |
Realized loss on sale of investments | (29,303) | (20,925) | (54,976) |
Other income/(expense) | 8,131 | 1,592 | 1,035 |
Other income/(expense) | (25,981) | 159,983 | 178,732 |
Net finance income/(costs) | 138,924 | 5,050 | (6,115) |
Share of net loss of associates accounted for using the equity method | (27,749) | (73,703) | (34,117) |
Gain on dilution of ownership interest in associate | 28,220 | 0 | 0 |
Impairment of investment in associate | 8,390 | 0 | 0 |
Income/(loss) before taxes | (92,783) | (58,953) | 18,969 |
Finance income/(costs) – IFRS 9 fair value accounting | 137,063 | 9,606 | (4,351) |
Share-based payment expense | (14,699) | (13,950) | (10,718) |
Depreciation of tangible assets | (5,800) | (4,300) | (3,900) |
Depreciation | (3,047) | (2,938) | (2,700) |
Taxation | 55,719 | (3,756) | (14,401) |
Income/(Loss) for the year | (37,065) | (62,709) | 4,568 |
Other comprehensive income/(loss) | (379) | 0 | 469 |
Total comprehensive income/(loss) for the year | (37,444) | (62,709) | 5,037 |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | (50,733) | (60,558) | 6,454 |
Non-controlling interests | 13,290 | (2,151) | (1,417) |
Consolidated Statements of Financial Position | |||
Total assets | 702,647 | 946,006 | |
Total liabilities | 155,057 | 361,859 | |
Liabilities, intercompany eliminations between parent company and reportable segments | 255,500 | 233,300 | |
Internal | |||
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | 0 | 8,129 | 5,297 |
Grant revenue | 2,826 | 1,253 | 1,563 |
Total revenue | 2,826 | 9,382 | 6,860 |
General and administrative expenses | (8,301) | (8,673) | (3,482) |
Research and development expenses | (116,054) | (65,444) | (45,346) |
Total operating expense | (124,355) | (74,118) | (48,828) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 0 | ||
Gain/(loss) on investment held at fair value | 0 | 0 | 0 |
Realized loss on sale of investments | 0 | 0 | 0 |
Gain/(loss) on disposal of assets | (15) | ||
Other income/(expense) | (204) | 0 | 0 |
Other income/(expense) | (204) | (1) | (15) |
Net finance income/(costs) | 615 | (16) | 19 |
Share of net loss of associates accounted for using the equity method | 0 | 0 | 0 |
Gain on dilution of ownership interest in associate | 0 | ||
Impairment of investment in associate | 0 | ||
Income/(loss) before taxes | (121,118) | (64,753) | (41,964) |
Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets | (114,255) | (60,368) | (38,349) |
Finance income/(costs) – IFRS 9 fair value accounting | 0 | 0 | 0 |
Share-based payment expense | (5,136) | (3,066) | (2,762) |
Depreciation of tangible assets | (1,727) | (1,319) | (854) |
Depreciation | 0 | 0 | 0 |
Amortization of intangible assets | 0 | 0 | 0 |
Taxation | 0 | 0 | 0 |
Income/(Loss) for the year | (121,118) | (64,753) | (41,964) |
Other comprehensive income/(loss) | 0 | 0 | 0 |
Total comprehensive income/(loss) for the year | (121,118) | (64,753) | (41,964) |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | (121,118) | (64,657) | (41,773) |
Non-controlling interests | 0 | (96) | (191) |
Consolidated Statements of Financial Position | |||
Total assets | 51,599 | 125,726 | |
Total liabilities | 271,186 | 228,789 | |
Net assets/(liabilities) | (219,587) | (103,063) | |
Controlled founded entities | |||
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | 1,500 | 1,500 | 896 |
Grant revenue | 10,702 | 6,156 | 1,864 |
Total revenue | 12,202 | 7,656 | 2,760 |
General and administrative expenses | (16,462) | (17,504) | (10,752) |
Research and development expenses | (34,668) | (40,667) | (33,152) |
Total operating expense | (51,130) | (58,171) | (43,904) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 0 | ||
Gain/(loss) on investment held at fair value | 0 | 0 | 0 |
Realized loss on sale of investments | 0 | 0 | 0 |
Gain/(loss) on disposal of assets | (15) | ||
Other income/(expense) | (3) | 70 | 100 |
Other income/(expense) | (3) | 70 | 85 |
Net finance income/(costs) | 138,006 | 7,528 | (4,352) |
Share of net loss of associates accounted for using the equity method | 0 | 0 | 0 |
Gain on dilution of ownership interest in associate | 0 | ||
Impairment of investment in associate | 0 | ||
Income/(loss) before taxes | 99,075 | (42,917) | (45,410) |
Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets | (32,468) | (44,335) | (36,736) |
Finance income/(costs) – IFRS 9 fair value accounting | 140,056 | 10,322 | (3,492) |
Share-based payment expense | (4,703) | (6,224) | (2,469) |
Depreciation of tangible assets | (2,526) | (1,506) | (1,528) |
Depreciation | (1,283) | (1,174) | (1,186) |
Amortization of intangible assets | 0 | 0 | 0 |
Taxation | 0 | 0 | (1) |
Income/(Loss) for the year | 99,075 | (42,917) | (45,411) |
Other comprehensive income/(loss) | 0 | 0 | 0 |
Total comprehensive income/(loss) for the year | 99,075 | (42,917) | (45,411) |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | 85,471 | (41,283) | (44,506) |
Non-controlling interests | 13,604 | (1,634) | (905) |
Consolidated Statements of Financial Position | |||
Total assets | 35,341 | 64,508 | |
Total liabilities | 76,635 | 209,212 | |
Net assets/(liabilities) | (41,294) | (144,704) | |
Non-controlled founded entities | |||
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | 81 | 115 | 93 |
Grant revenue | 0 | 0 | 0 |
Total revenue | 81 | 115 | 93 |
General and administrative expenses | (1,296) | (3,225) | (2,939) |
Research and development expenses | (826) | (3,116) | (3,128) |
Total operating expense | (2,122) | (6,341) | (6,067) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 0 | ||
Gain/(loss) on investment held at fair value | 0 | 0 | 0 |
Realized loss on sale of investments | 0 | 0 | 0 |
Gain/(loss) on disposal of assets | 0 | ||
Other income/(expense) | 0 | 0 | 0 |
Other income/(expense) | 0 | 0 | 0 |
Net finance income/(costs) | (3,045) | (784) | (852) |
Share of net loss of associates accounted for using the equity method | 0 | 0 | 0 |
Gain on dilution of ownership interest in associate | 0 | ||
Impairment of investment in associate | 0 | ||
Income/(loss) before taxes | (5,085) | (7,010) | (6,826) |
Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets | (2,079) | (6,248) | (5,866) |
Finance income/(costs) – IFRS 9 fair value accounting | (2,993) | (716) | (859) |
Share-based payment expense | (8) | (32) | (83) |
Depreciation of tangible assets | (4) | (12) | (17) |
Depreciation | 0 | 0 | 0 |
Amortization of intangible assets | (1) | (2) | (1) |
Taxation | 0 | 0 | 0 |
Income/(Loss) for the year | (5,085) | (7,010) | (6,826) |
Other comprehensive income/(loss) | 0 | 0 | 0 |
Total comprehensive income/(loss) for the year | (5,085) | (7,010) | (6,826) |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | (4,755) | (6,574) | (6,519) |
Non-controlling interests | (330) | (436) | (306) |
Consolidated Statements of Financial Position | |||
Total assets | 0 | 1,765 | |
Total liabilities | 0 | 19,645 | |
Net assets/(liabilities) | 0 | (17,880) | |
Parent company and other | |||
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | 509 | 235 | 2,054 |
Grant revenue | 0 | 0 | 0 |
Total revenue | 509 | 235 | 2,054 |
General and administrative expenses | (34,933) | (27,797) | (32,267) |
Research and development expenses | (885) | (1,244) | (234) |
Total operating expense | (35,817) | (29,041) | (32,500) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 27,251 | ||
Gain/(loss) on investment held at fair value | (32,060) | 179,316 | 232,674 |
Realized loss on sale of investments | (29,303) | (20,925) | (54,976) |
Gain/(loss) on disposal of assets | 0 | ||
Other income/(expense) | 8,338 | 1,523 | 965 |
Other income/(expense) | (25,775) | 159,914 | 178,662 |
Net finance income/(costs) | 3,348 | (1,679) | (930) |
Share of net loss of associates accounted for using the equity method | (27,749) | (73,703) | (34,117) |
Gain on dilution of ownership interest in associate | 28,220 | ||
Impairment of investment in associate | 8,390 | ||
Income/(loss) before taxes | (65,655) | 55,727 | 113,170 |
Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets | (57,452) | 63,628 | 121,644 |
Finance income/(costs) – IFRS 9 fair value accounting | 0 | 0 | 0 |
Share-based payment expense | (4,852) | (4,628) | (5,405) |
Depreciation of tangible assets | (1,588) | (1,510) | (1,547) |
Depreciation | (1,764) | (1,764) | (1,523) |
Amortization of intangible assets | 0 | 0 | 0 |
Taxation | 55,719 | (3,756) | (14,400) |
Income/(Loss) for the year | (9,936) | 51,971 | 98,769 |
Other comprehensive income/(loss) | (379) | 0 | 469 |
Total comprehensive income/(loss) for the year | (10,316) | 51,971 | 99,238 |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | (10,331) | 51,956 | 99,253 |
Non-controlling interests | 15 | 15 | (15) |
Consolidated Statements of Financial Position | |||
Total assets | 615,707 | 754,007 | |
Total liabilities | (192,763) | (95,787) | |
Net assets/(liabilities) | 808,470 | 849,794 | |
Operating segments | |||
Consolidated Statements of Comprehensive Income/(Loss) | |||
Contract revenue | 2,090 | 9,979 | 8,341 |
Grant revenue | 13,528 | 7,409 | 3,427 |
Total revenue | 15,618 | 17,388 | 11,768 |
General and administrative expenses | (60,991) | (57,199) | (49,440) |
Research and development expenses | (152,433) | (110,471) | (81,859) |
Total operating expense | (213,425) | (167,671) | (131,299) |
Other income/(expense): | |||
Gain on deconsolidation of subsidiary | 27,251 | ||
Gain/(loss) on investment held at fair value | (32,060) | 179,316 | 232,674 |
Realized loss on sale of investments | (29,303) | (20,925) | (54,976) |
Gain/(loss) on disposal of assets | (30) | ||
Other income/(expense) | 8,131 | 1,593 | 1,065 |
Other income/(expense) | (25,981) | 159,983 | 178,732 |
Net finance income/(costs) | 138,924 | 5,050 | (6,115) |
Share of net loss of associates accounted for using the equity method | (27,749) | (73,703) | (34,117) |
Gain on dilution of ownership interest in associate | 28,220 | ||
Impairment of investment in associate | 8,390 | ||
Income/(loss) before taxes | (92,783) | (58,953) | 18,969 |
Income/(loss) before taxes pre IFRS 9 fair value accounting, share-based payment expense, depreciation of tangible assets and amortization of intangible assets | (206,254) | (47,323) | 40,694 |
Finance income/(costs) – IFRS 9 fair value accounting | 137,063 | 9,606 | (4,351) |
Share-based payment expense | (14,699) | (13,950) | (10,718) |
Depreciation of tangible assets | (5,845) | (4,347) | (3,945) |
Depreciation | (3,047) | (2,938) | (2,709) |
Amortization of intangible assets | (1) | (2) | (1) |
Taxation | 55,719 | (3,756) | (14,401) |
Income/(Loss) for the year | (37,065) | (62,709) | 4,568 |
Other comprehensive income/(loss) | (379) | 0 | 469 |
Total comprehensive income/(loss) for the year | (37,444) | (62,709) | 5,037 |
Total comprehensive income/(loss) attributable to: | |||
Owners of the Company | (50,733) | (60,558) | 6,454 |
Non-controlling interests | 13,290 | (2,151) | $ (1,417) |
Consolidated Statements of Financial Position | |||
Total assets | 702,647 | 946,006 | |
Total liabilities | 155,057 | 361,859 | |
Net assets/(liabilities) | $ 547,589 | $ 584,147 |
Investments held at fair valu_2
Investments held at fair value - Summary of investments held at fair value (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | ||||||
Jan. 08, 2021 | Jun. 30, 2020 | Feb. 12, 2020 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 13, 2022 | |
Investments held at fair value [Line Items] | ||||||||
Beginning balance | $ 397,179 | $ 553,167 | ||||||
Realized loss on sale of investments | (29,303) | (20,925) | $ (54,976) | |||||
Cash purchase of Vor preferred shares | 5,000 | 500 | 1,150 | |||||
Unrealized gain (loss) – change in fair value through profit and loss | (32,060) | 179,271 | ||||||
Balance before allocation of share in associate loss to long-term interest | 493,888 | |||||||
Investment in Sonde Preferred shares – Sonde deconsolidation | 11,168 | |||||||
Cash Investment (Akili) | 0 | 0 | 10,000 | |||||
Ending balance | 251,892 | 397,179 | $ 553,167 | |||||
Share of associate loss allocated to long-term interest (see Note 6) | (96,700) | |||||||
Gelesis | ||||||||
Investments held at fair value [Line Items] | ||||||||
Gelesis Earn out shares received in SPAC exchange | $ 14,214 | |||||||
Exchange of Gelesis preferred shares to Gelesis common shares | (92,303) | |||||||
Share of associate loss allocated to long-term interest (see Note 6) | 0 | 96,709 | ||||||
Karuna | ||||||||
Investments held at fair value [Line Items] | ||||||||
Sale of Karuna shares | (218,125) | |||||||
Realized loss on sale of investments | $ (29,300) | (29,303) | ||||||
Karuna and Vor | ||||||||
Investments held at fair value [Line Items] | ||||||||
Sale of Karuna shares | (118,710) | |||||||
Vor | ||||||||
Investments held at fair value [Line Items] | ||||||||
Cash purchase of Vor preferred shares | $ 500 | $ 500 | $ 700 | $ 500 | ||||
Akili | ||||||||
Investments held at fair value [Line Items] | ||||||||
Cash Investment (Akili) | 5,000 | |||||||
Gelesis Earn out shares received in SPAC exchange | $ 1,000 |
Investments held at fair valu_3
Investments held at fair value - Narrative (Details) $ in Thousands | 2 Months Ended | 5 Months Ended | 12 Months Ended | ||||||||||||||||||||||
Aug. 22, 2022 shares | May 25, 2022 USD ($) shares | Jan. 13, 2022 USD ($) shares | Nov. 10, 2021 shares | Nov. 09, 2021 USD ($) shares | May 25, 2021 USD ($) shares | May 24, 2021 | Feb. 10, 2021 shares | Feb. 09, 2021 USD ($) shares | Jan. 08, 2021 USD ($) shares | Aug. 26, 2020 USD ($) shares | Jun. 30, 2020 USD ($) shares | May 26, 2020 USD ($) shares | Apr. 30, 2020 USD ($) shares | Apr. 01, 2020 USD ($) shares | Feb. 12, 2020 USD ($) shares | Jan. 22, 2020 USD ($) shares | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Aug. 19, 2022 shares | Aug. 08, 2022 shares | Dec. 30, 2021 USD ($) | |
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Cash purchase of Vor preferred shares | $ 5,000 | $ 500 | $ 1,150 | ||||||||||||||||||||||
Share of losses recorded against Long Term Interests (LTIs) | 73,703 | ||||||||||||||||||||||||
Sale of investments held at fair value | 118,710 | 218,125 | 350,586 | ||||||||||||||||||||||
Realized loss on sale of investments | 29,303 | 20,925 | 54,976 | ||||||||||||||||||||||
Cash Investment (Akili) | 0 | 0 | 10,000 | ||||||||||||||||||||||
Loss – change in fair value through profit and loss | (32,060) | 179,271 | |||||||||||||||||||||||
Gain on deconsolidation of subsidiary | 27,251 | 0 | 0 | ||||||||||||||||||||||
Gelesis | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Share of losses recorded against Long Term Interests (LTIs) | 73,700 | 23,000 | |||||||||||||||||||||||
Gelesis Earn out shares received in SPAC exchange | $ 14,214 | ||||||||||||||||||||||||
Gains (losses) on change in fair value of equity investments | (4,400) | 34,600 | 7,100 | ||||||||||||||||||||||
Number of earnout shares received from SPAC exchange (in shares) | shares | 4,526,622 | ||||||||||||||||||||||||
CapStar Special Purpose Acquisition Corp | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Gelesis Earn out shares received in SPAC exchange | $ 100 | 100 | |||||||||||||||||||||||
Gains (losses) on earn-out shares at fair value through profit or loss | $ (14,100) | ||||||||||||||||||||||||
Vor | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Cash purchase of Vor preferred shares | $ 500 | $ 500 | $ 700 | 500 | |||||||||||||||||||||
Acquisition of equity instruments in other entities | shares | 961,538 | 961,538 | |||||||||||||||||||||||
Share price of investee shares (in dollars per share) | 18 | ||||||||||||||||||||||||
Proportion of ownership interest in investee | 8.60% | ||||||||||||||||||||||||
Sale of equity instruments in other entities (in shares) | shares | 535,400 | 535,400 | |||||||||||||||||||||||
Proceeds from sale of equity investment | $ (3,300) | ||||||||||||||||||||||||
Gains (losses) on change in fair value of equity investments | $ 16,200 | 3,900 | 19,100 | ||||||||||||||||||||||
Karuna | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Proportion of ownership interest in investee | 5.60% | 8.20% | 3.10% | ||||||||||||||||||||||
Gains (losses) on change in fair value of equity investments | $ 135,000 | 110,000 | 191,200 | ||||||||||||||||||||||
Sale of investments held at fair value | $ 100,100 | $ 118,000 | $ 115,500 | ||||||||||||||||||||||
Realized loss on sale of investments | $ 29,300 | 29,303 | |||||||||||||||||||||||
Akili | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Acquisition of equity instruments in other entities | shares | 500,000 | ||||||||||||||||||||||||
Number of shares held (in shares) | shares | 12,527,477 | ||||||||||||||||||||||||
Proportion of ownership interest in investee | 14.70% | 27.50% | 41.90% | ||||||||||||||||||||||
Gelesis Earn out shares received in SPAC exchange | $ 1,000 | 1,000 | |||||||||||||||||||||||
Gains (losses) on change in fair value of equity investments | (131,400) | $ 32,200 | 14,400 | ||||||||||||||||||||||
Cash Investment (Akili) | 5,000 | ||||||||||||||||||||||||
Number of earnout shares received from SPAC exchange (in shares) | shares | 1,433,914 | ||||||||||||||||||||||||
resTORbio | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Sale of investments held at fair value | $ 3,000 | ||||||||||||||||||||||||
Realized loss on sale of investments | 200 | ||||||||||||||||||||||||
Loss – change in fair value through profit and loss | 100 | ||||||||||||||||||||||||
Sonde | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Gains (losses) on change in fair value of equity investments | $ 200 | ||||||||||||||||||||||||
Fair value of equity investment | $ 11,200 | ||||||||||||||||||||||||
Sonde | One Unnamed Investor | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Cash purchase of Vor preferred shares | $ 3,500 | ||||||||||||||||||||||||
Acquisition of equity instruments in other entities | shares | 1,125,401 | ||||||||||||||||||||||||
Acquisition of equity instruments in other entities, discount rate | 20% | ||||||||||||||||||||||||
Capstar | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
SPAC exchange, PIPE transaction, amount | $ 15,000 | ||||||||||||||||||||||||
Business combination, investment in common share | $ 5,000 | ||||||||||||||||||||||||
Series A-2 preferred | Vor | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Acquisition of equity instruments in other entities | shares | 1,625,000 | ||||||||||||||||||||||||
Common | Vor | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Number of shares issued by investee (in shares) | shares | 9,828,017 | ||||||||||||||||||||||||
Number of shares held (in shares) | shares | 3,207,200 | ||||||||||||||||||||||||
Common | Karuna | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Number of shares held (in shares) | shares | 1,656,564 | 2,406,564 | |||||||||||||||||||||||
Sale of equity instruments in other entities (in shares) | shares | 750,000 | 1,000,000 | 1,333,333 | 555,500 | 2,100,000 | 125,000 | |||||||||||||||||||
Sale of investments held at fair value | $ 101,600 | $ 45,000 | $ 200,900 | ||||||||||||||||||||||
Realized loss on sale of investments | $ 54,800 | ||||||||||||||||||||||||
Exercise of call options, maximum number of common stocks to be purchased (in shares) | shares | 477,100 | ||||||||||||||||||||||||
Common | resTORbio | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Sale of equity instruments in other entities (in shares) | shares | 2,119,696 | ||||||||||||||||||||||||
Series 3 growth preferred stock | Gelesis | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Cash purchase of Vor preferred shares | $ 10,000 | ||||||||||||||||||||||||
Acquisition of equity instruments in other entities | shares | 579,038 | ||||||||||||||||||||||||
Series D | Akili | |||||||||||||||||||||||||
Investments held at fair value [Line Items] | |||||||||||||||||||||||||
Number of shares issued by investee (in shares) | shares | 13,053,508 | ||||||||||||||||||||||||
Proceeds from the issuance of shares and subsidiary preferred shares | $ 110,000 |
Investments in Associates - Nar
Investments in Associates - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Jan. 13, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 25, 2022 | Jan. 14, 2022 | Dec. 30, 2021 | |
Disclosure of associates [Line Items] | |||||||
Gain on dilution of ownership interest in associate | $ 28,220 | $ 0 | $ 0 | ||||
Impairment of investment in associate | (8,390) | 0 | 0 | ||||
Investment in associates - equity method | 9,147 | 0 | 0 | ||||
Capstar | |||||||
Disclosure of associates [Line Items] | |||||||
SPAC exchange, PIPE transaction, amount | $ 15,000 | ||||||
Stock committed to acquire during period (in dollars per share) | $ 10 | ||||||
Business combination, number of additional shares received at no additional cost (in shares) | 1,322,500 | ||||||
Business combination, additional shares to be received at no additional cost, fair value | 11,200 | ||||||
Business combination, additional shares to be received at no additional cost, transaction cost | 0 | ||||||
Business combination, number of shares received for additional cost (in shares) | 496,145 | ||||||
Business combination, investment in common share | $ 5,000 | ||||||
Capstar | Derivative Asset, Backstop Agreement | |||||||
Disclosure of associates [Line Items] | |||||||
Gains (losses) arising from difference between fair value and transaction price of derivative assets through profit or loss | 10,400 | 800 | |||||
Gains (losses) on change in fair value of derivatives | (2,800) | ||||||
Gain (loss) on derivative assets recognized through profit or loss | 7,600 | ||||||
Derivative financial assets | $ 8,400 | ||||||
Gelesis Holdings Inc. | |||||||
Disclosure of associates [Line Items] | |||||||
Number of shares in entity held by entity or by its subsidiaries or associates (in shares) | 16,727,582 | ||||||
Percentage of voting equity interests acquired | 23.20% | ||||||
Gelesis | |||||||
Disclosure of associates [Line Items] | |||||||
Investments in associates accounted for using equity method | $ 0 | ||||||
Unrecognized equity method losses | $ 0 | 38,101 | |||||
Unrecognised share of losses of associates, other comprehensive loss | $ (700) | ||||||
Percentage ownership interest | 22.50% | 42% | 47.90% | ||||
Percentage of voting equity interests acquired | 22.80% | 42% | |||||
Gain on dilution of ownership interest in associate | $ 28,300 | ||||||
Investment in associates - equity method | $ 4,910 | $ 0 | |||||
Sonde | |||||||
Disclosure of associates [Line Items] | |||||||
Investments in associates accounted for using equity method | $ 7,680 | ||||||
Percentage of voting equity interests acquired | 40.17% | 48.20% | |||||
Ownership percentage of associate's equity | 93.60% | ||||||
Share of profit (loss) of associates accounted for using equity method | $ 3,400 | ||||||
Sonde | Preferred A-1 Shares | |||||||
Disclosure of associates [Line Items] | |||||||
Investments in associates accounted for using equity method | $ 7,700 |
Investments in Associates - Sum
Investments in Associates - Summary of Investments in associates (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 25, 2022 | |
Disclosure of associates [Line Items] | ||||
As of period start | $ 0 | $ 0 | ||
Share of losses recorded against Long Term Interests (LTIs) | 73,703 | |||
Cash investment in associate | 19,961 | 0 | $ 0 | |
Additional investment as a result of backstop settlement (see above) | 8,424 | |||
Gain on dilution of ownership interest in associate | 13,793 | |||
Share in net loss of associates | (27,749) | (73,703) | (34,117) | |
Reversal of equity method losses recorded against LTIs (due to decrease in LTI fair value) | (4,406) | |||
Impairment | (8,390) | 0 | 0 | |
As of period end | 9,147 | 0 | 0 | |
Gelesis | ||||
Disclosure of associates [Line Items] | ||||
As of period start | 0 | |||
Share of net loss in Gelesis | (24,306) | (73,703) | (34,117) | |
Share of losses recorded against Long Term Interests (LTIs) | 73,700 | 23,000 | ||
Investment in Sonde - deconsolidation | $ 0 | |||
Share in other comprehensive loss of associates | (166) | |||
As of period end | $ 4,910 | $ 0 | ||
Sonde | ||||
Disclosure of associates [Line Items] | ||||
Investment in Sonde - deconsolidation | $ 7,680 |
Investments in Associates - S_2
Investments in Associates - Summary of financial information of Gelesis (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of associates [Line Items] | |||
Non-current assets | $ 316,454 | $ 444,197 | |
Current assets | 386,192 | 501,809 | |
Non-current liabilities | 58,172 | 135,725 | |
Current liabilities | 96,885 | 226,135 | |
Share of associate loss allocated to long-term interest (see Note 6) | (96,700) | ||
Investment in associates - equity method | 9,147 | 0 | $ 0 |
Revenue | 15,618 | 17,388 | 11,768 |
Total comprehensive income/(loss) for the year | (37,444) | $ (62,709) | $ 5,037 |
Reversal of equity method losses recorded against LTIs (due to decrease in LTI fair value) | $ 4,406 | ||
Gelesis | |||
Disclosure of associates [Line Items] | |||
Percentage ownership interest | 22.50% | 42% | 47.90% |
Non-current assets | $ 333,040 | $ 357,508 | |
Current assets | 23,495 | 66,092 | |
Non-current liabilities | 99,053 | 120,786 | |
Current liabilities | 80,010 | 537,432 | |
Non controlling interests and options issued to third parties | (46,204) | (14,216) | |
Net assets (deficit) attributable to shareholders of Gelesis Inc. | 131,268 | (248,834) | |
Group's share of net assets (net deficit) | 29,504 | (104,527) | |
Goodwill | 3,858 | 7,211 | |
Impairment of investment | (28,452) | (37,495) | |
Share of associate loss allocated to long-term interest (see Note 6) | 0 | 96,709 | |
Unrecognized equity method losses | 0 | 38,101 | |
Investment in associates - equity method | 4,910 | 0 | |
Revenue | 25,767 | 11,185 | $ 21,442 |
Loss from continuing operations (100%) | (111,567) | (271,430) | (71,157) |
Total comprehensive income/(loss) for the year | (112,285) | (273,005) | (70,178) |
Share of net loss in Gelesis | (24,306) | (73,703) | (34,117) |
Group's share of total comprehensive loss - limited to net investment amount | $ (24,472) | (73,703) | $ (33,648) |
Unrecognised share of losses of associates, other comprehensive loss | $ 700 |
Operating Expenses - Disclosure
Operating Expenses - Disclosure of total operating expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Expenses [Abstract] | |||
General and administrative expenses | $ 60,991 | $ 57,199 | $ 49,440 |
Research and development expenses | 152,433 | 110,471 | 81,859 |
Operating income/(loss) | $ 213,425 | $ 167,671 | $ 131,299 |
Operating Expenses - Disclosu_2
Operating Expenses - Disclosure of information about employees (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of information of employees [Line Items] | |||
Average number of employees | 201 | 171 | 138 |
General and administrative | |||
Disclosure of information of employees [Line Items] | |||
Average number of employees | 57 | 52 | 43 |
Research and development | |||
Disclosure of information of employees [Line Items] | |||
Average number of employees | 144 | 119 | 95 |
Operating Expenses - Disclosu_3
Operating Expenses - Disclosure of payroll costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of information of employees [Line Items] | |||
Aggregate payroll costs | $ 61,643 | $ 55,388 | $ 43,616 |
General and administrative | |||
Disclosure of information of employees [Line Items] | |||
Aggregate payroll costs | 25,322 | 26,438 | 22,943 |
Research and development | |||
Disclosure of information of employees [Line Items] | |||
Aggregate payroll costs | 36,321 | 28,950 | 20,674 |
Total | |||
Disclosure of information of employees [Line Items] | |||
Aggregate payroll costs | $ 61,643 | $ 55,388 | $ 43,616 |
Operating Expenses - Disclosu_4
Operating Expenses - Disclosure of other operating expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Expenses [Abstract] | |||
Salaries and wages | $ 41,750 | $ 36,792 | $ 29,403 |
Healthcare benefits | 2,908 | 2,563 | 1,866 |
Payroll taxes | 2,286 | 2,084 | 1,629 |
Share-based payment expense | 14,699 | 13,950 | 10,718 |
Total payroll costs | 61,643 | 55,388 | 43,616 |
Other general and administrative expenses | 35,669 | 30,761 | 26,497 |
Other research and development expenses | 116,113 | 81,521 | 61,186 |
Miscellaneous other operating expense | 151,782 | 112,282 | 87,683 |
Operating income/(loss) | $ 213,425 | $ 167,671 | $ 131,299 |
Operating Expenses - Disclosu_5
Operating Expenses - Disclosure of auditor's remuneration (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Auditors Remuneration [Line Items] | |||
Audit of these financial statements | $ 1,716,000 | $ 1,183,000 | $ 1,145,000 |
Audit of the financial statements of subsidiaries | 132,000 | 312,000 | 291,000 |
Audit of financial statements of associates | 814,000 | 571,000 | 350,000 |
Audit-related assurance services | 1,157,000 | 1,868,000 | 490,000 |
Non-audit related services | 0 | 0 | 173,000 |
Auditor's remuneration | 3,819,000 | 3,934,000 | 2,449,000 |
Prepaid expenses for expected subsidiary IPO, audit related assurance services | 468,200 | ||
Gelesis | |||
Auditors Remuneration [Line Items] | |||
Audit of financial statements of associates | $ 720,000 | $ 500,000 | $ 350,000 |
Share-based Payments - Disclosu
Share-based Payments - Disclosure of share-based payment expense as reflected in the Consolidated Statement of Income/(Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment [Line Items] | |||
Share-based payment expense | $ 14,699 | $ 13,950 | $ 10,718 |
General and administrative | |||
Share-based Payment [Line Items] | |||
Share-based payment expense | 8,862 | 9,310 | 7,650 |
Research and development | |||
Share-based Payment [Line Items] | |||
Share-based payment expense | $ 5,837 | $ 4,640 | $ 3,068 |
Share-based Payments - Narrativ
Share-based Payments - Narrative - Performance share plan (Details) | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2022 shares | Jun. 30, 2015 | Dec. 31, 2022 shares | Dec. 31, 2021 shares | Dec. 31, 2020 shares | |
Performance Share Plan [Line Items] | |||||
Number of share options granted in share-based payment arrangement (in shares) | 8,881,000 | 5,424,000 | 4,076,982 | ||
Performance share plan | |||||
Performance Share Plan [Line Items] | |||||
Share-based payment arrangements, percentage of common shares outstanding | 0.10 | ||||
Share-based awards expiration period | 10 years | ||||
Number of share options granted in share-based payment arrangement (in shares) | 24,889,462 |
Share-based Payments - Disclo_2
Share-based Payments - Disclosure of RSU activity (Details) - RSU | 12 Months Ended | ||
Dec. 31, 2022 shares £ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Outstanding (Non-vested), beginning of year (in shares) | shares | 3,632,715 | 3,422,582 | 4,636,347 |
Granted (in shares) | shares | 4,309,883 | 2,195,133 | 1,759,011 |
Vested (in shares) | shares | (696,398) | (1,176,695) | (2,781,687) |
Forfeited (in shares) | shares | (1,155,420) | (808,305) | (191,089) |
Outstanding (Non-vested), end of year (in shares) | shares | 6,090,780 | 3,632,715 | 3,422,582 |
Weighted average grant date fair value, RSU outstanding beginning balance (in GBP per share) | £ / shares | £ 1.91 | £ 2.46 | £ 2.08 |
Weighted average grant date fair value, RSU granted (in GBP per share) | £ / shares | 1.76 | 2.15 | 1.80 |
Weighted average grant date fair value, RSU vested (in GBP per share) | £ / shares | 2.80 | 2.93 | 1.54 |
Weighted average grant date fair value, RSU forfeited (in GBP per share) | £ / shares | 2.67 | 2.25 | 2.37 |
Weighted average grant date fair value, RSU Ending balance (in GBP per share) | £ / shares | £ 1.74 | £ 1.91 | £ 2.46 |
Share-based Payments - Narrat_2
Share-based Payments - Narrative - RSU (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
RSU [Line Items] | |||
Number of common shares redeemable from each RSU (in shares) | 1 | ||
Liability settled share based awards | $ 1,805 | $ 4,703 | |
Share-based payment expense | 14,699 | 13,950 | $ 10,718 |
Liability for share based awards | $ 4,128 | 2,659 | |
Minimum | |||
RSU [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 1 year | ||
Maximum | |||
RSU [Line Items] | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | ||
Performance based RSU | |||
RSU [Line Items] | |||
Liability for share based awards | $ 5,900 | 1,900 | |
Liability settled share based awards | 4,800 | ||
Excess of fair value at reclassification date over grant date fair value | 2,900 | ||
Current liabilities from share based payment transactions | 1,800 | ||
Liability for share based awards | 4,100 | ||
Liabilities from share based payment transactions, performance and market conditions met | 1,800 | ||
2017 performance based RSU | |||
RSU [Line Items] | |||
Share-based payment arrangement, cash settlement value | 12,500 | ||
Share-based payment arrangement after tax deduction, cash used to settle award | 7,200 | ||
2018 performance based RSU | |||
RSU [Line Items] | |||
Share-based payment arrangement, cash settlement value | (10,700) | ||
Share-based payment arrangement after tax deduction, cash used to settle award | 6,400 | ||
Performance, market and service based RSU | |||
RSU [Line Items] | |||
Share-based payment expense | 1,600 | 1,500 | $ 5,700 |
Expense in respect of RSU liability award | $ 1,100 | $ 600 |
Share-based Payments - Disclo_3
Share-based Payments - Disclosure of stock option activity (Details) | 12 Months Ended | |||
Dec. 31, 2022 shares £ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares | Dec. 31, 2019 shares £ / shares | |
Disclosure of share capital, reserves and other equity interest [Abstract] | ||||
Outstanding at beginning of period (in shares) | shares | 13,414,118 | 10,916,086 | 8,472,827 | |
Granted (in shares) | shares | 8,881,000 | 5,424,000 | 4,076,982 | |
Exercised (in shares) | shares | (577,022) | (2,238,187) | (514,410) | |
Forfeited and expired (in shares) | shares | (3,924,215) | (687,781) | (1,119,313) | |
Options exercisable (in shares) | shares | 6,185,216 | 4,773,873 | 5,447,405 | |
Outstanding at end of period (in shares) | shares | 17,793,881 | 13,414,118 | 10,916,086 | 8,472,827 |
Weighted-average exercise price, beginning of year (in GBP per share) | £ 2.58 | £ 1.81 | £ 1.16 | |
Weighted average exercise price, options granted (in GBP per share) | 2.04 | 3.34 | 3.14 | |
Weighted average exercise price, options exercised (in GBP per share) | 0.50 | 0.70 | 1.52 | |
Weighted average exercise price, options forfeited and expired (in GBP per share) | 2.89 | 2.53 | 1.88 | |
Weighted average exercise price of, options exercisable (in GBP per share) | 2.03 | 1.42 | 0.98 | |
Weighted-average exercise price, end of year (in GBP per share) | £ 2.31 | £ 2.58 | £ 1.81 | £ 1.16 |
Weighted average remaining contractual life of outstanding share options (in years) | 8 years 10 days | 8 years 3 months 14 days | 8 years 4 months 17 days | 8 years 6 months 18 days |
Weighted average remaining contractual life of options excisable (in years) | 6 years 2 months 15 days | 6 years 6 months | 7 years 5 months 15 days | |
Weighted average stock price of share options exercised in share-based payment arrangement (in GBP per share) | £ 2.43 | £ 3.63 | £ 2.88 |
Share-based Payments - Disclo_4
Share-based Payments - Disclosure of terms and conditions of share-based payment arrangement (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) yr | Dec. 31, 2021 USD ($) yr | Dec. 31, 2020 USD ($) yr | |
Weighted average assumptions [Abstract] | |||
Expected volatility | 41.70% | 41.05% | 41.25% |
Expected terms (in years) | yr | 6.11 | 6.16 | 6.11 |
Risk-free interest rate | 2.13% | 1.06% | 0.53% |
Expected dividend yield | $ 0 | $ 0 | $ 0 |
Grant date fair value | $ 1.15 | $ 1.87 | $ 1.72 |
Share-based Payments - Narrat_3
Share-based Payments - Narrative - Stock options (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payments Table [Line Items] | |||
Share-based payment expense | $ 14,699 | $ 13,950 | $ 10,718 |
Stock options | |||
Share-based Payments Table [Line Items] | |||
Share-based payment expense | $ 8,400 | $ 6,200 | $ 2,100 |
Share-based Payments - Disclo_5
Share-based Payments - Disclosure of range of exercise prices of outstanding share options (Details) | 12 Months Ended | |||
Dec. 31, 2022 shares £ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares | Dec. 31, 2019 shares £ / shares | |
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Number of share options (in shares) | shares | 17,793,881 | 13,414,118 | 10,916,086 | 8,472,827 |
Wtd Average Exercise Price (in GBP per share) | £ 2.31 | £ 2.58 | £ 1.81 | £ 1.16 |
Weighted average remaining contractual life of outstanding share options (in years) | 8 years 10 days | 8 years 3 months 14 days | 8 years 4 months 17 days | 8 years 6 months 18 days |
0.01 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | £ 0.01 | |||
Number of share options (in shares) | shares | 439,490 | |||
Wtd Average Exercise Price (in GBP per share) | £ 0 | |||
Weighted average remaining contractual life of outstanding share options (in years) | 6 years 9 months 3 days | |||
1.00 to 2.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Number of share options (in shares) | shares | 6,276,391 | |||
Wtd Average Exercise Price (in GBP per share) | £ 1.58 | |||
Weighted average remaining contractual life of outstanding share options (in years) | 7 years | |||
2.00 to 3.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Number of share options (in shares) | shares | 5,375,750 | |||
Wtd Average Exercise Price (in GBP per share) | £ 2.26 | |||
Weighted average remaining contractual life of outstanding share options (in years) | 8 years 11 months 1 day | |||
3.00 to 4.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Number of share options (in shares) | shares | 5,702,250 | |||
Wtd Average Exercise Price (in GBP per share) | £ 3.34 | |||
Weighted average remaining contractual life of outstanding share options (in years) | 8 years 4 months 24 days | |||
Bottom of range | 1.00 to 2.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | £ 1 | |||
Bottom of range | 2.00 to 3.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | 2 | |||
Bottom of range | 3.00 to 4.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | 3 | |||
Top of range | 1.00 to 2.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | 2 | |||
Top of range | 2.00 to 3.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | 3 | |||
Top of range | 3.00 to 4.00 | ||||
Disclosure of range of exercise prices of outstanding share options [line items] | ||||
Range of Exercise Prices (in GBP per share) | £ 4 |
Share-based Payments - Disclo_6
Share-based Payments - Disclosure of subsidiary share-based payments (Details) | 12 Months Ended | |||
Dec. 31, 2022 shares | Dec. 31, 2022 | Dec. 31, 2021 shares | Dec. 31, 2020 shares | |
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 13,414,118 | 10,916,086 | 8,472,827 | |
Number of share options granted in share-based payment arrangement (in shares) | 8,881,000 | 5,424,000 | 4,076,982 | |
Exercised (in shares) | (577,022) | (2,238,187) | (514,410) | |
Outstanding at end of period (in shares) | 17,793,881 | 13,414,118 | 10,916,086 | |
Alivio | ||||
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 0 | 3,888,168 | 3,698,244 | |
Number of share options granted in share-based payment arrangement (in shares) | 197,398 | 189,924 | ||
Exercised (in shares) | (2,373,750) | 0 | ||
Expired During the Year | (506,260) | 0 | ||
Forfeited (in shares) | (1,205,556) | 0 | ||
Deconsolidation (in shares) | 0 | 0 | ||
Outstanding at end of period (in shares) | 0 | 3,888,168 | ||
Entrega | ||||
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 349,500 | 962,000 | 972,000 | |
Number of share options granted in share-based payment arrangement (in shares) | 45,000 | 0 | 0 | |
Exercised (in shares) | 0 | (525,000) | 0 | |
Expired During the Year | (50,000) | (87,500) | 0 | |
Forfeited (in shares) | 0 | 0 | (10,000) | |
Deconsolidation (in shares) | 0 | 0 | 0 | |
Outstanding at end of period (in shares) | 344,500 | 349,500 | 962,000 | |
Follica | ||||
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 2,686,120 | 1,309,040 | 1,309,040 | |
Number of share options granted in share-based payment arrangement (in shares) | 90,000 | 1,383,080 | 0 | |
Exercised (in shares) | 0 | 0 | 0 | |
Expired During the Year | 0 | (6,000) | 0 | |
Forfeited (in shares) | 0 | 0 | 0 | |
Deconsolidation (in shares) | 0 | 0 | 0 | |
Outstanding at end of period (in shares) | 2,776,120 | 2,686,120 | 1,309,040 | |
Sonde | ||||
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 2,049,004 | 2,192,834 | 1,829,004 | |
Number of share options granted in share-based payment arrangement (in shares) | 0 | 0 | 363,830 | |
Exercised (in shares) | 0 | 0 | 0 | |
Expired During the Year | 0 | (51,507) | 0 | |
Forfeited (in shares) | 0 | (92,323) | 0 | |
Deconsolidation (in shares) | (2,049,004) | 0 | 0 | |
Outstanding at end of period (in shares) | 0 | 2,049,004 | 2,192,834 | |
Vedanta | ||||
Subsidiary Plans [Line Items] | ||||
Outstanding at beginning of period (in shares) | 1,991,637 | 1,741,888 | 1,450,100 | |
Number of share options granted in share-based payment arrangement (in shares) | 490,506 | 451,532 | 493,951 | |
Exercised (in shares) | (400,000) | (52,938) | (813) | |
Expired During the Year | (65,235) | (76,491) | 0 | |
Forfeited (in shares) | (192,332) | (192,332) | (72,354) | (201,350) |
Deconsolidation (in shares) | 0 | 0 | 0 | |
Outstanding at end of period (in shares) | 1,824,576 | 1,991,637 | 1,741,888 |
Share-based Payments - Disclo_7
Share-based Payments - Disclosure of weighted average exercise prices for options outstanding (Details) | 12 Months Ended | ||||
Dec. 31, 2022 shares £ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares | Dec. 31, 2019 shares £ / shares | Dec. 31, 2022 shares $ / shares | |
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 17,793,881 | 13,414,118 | 10,916,086 | 8,472,827 | 17,793,881 |
Weighted-average exercise price (in dollars per share) | £ / shares | £ 2.31 | £ 2.58 | £ 1.81 | £ 1.16 | |
Weighted average remaining contractual life of outstanding share options (in years) | 8 years 10 days | 8 years 3 months 14 days | 8 years 4 months 17 days | 8 years 6 months 18 days | |
Alivio | |||||
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 0 | 3,888,168 | 3,698,244 | ||
Entrega | |||||
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 344,500 | 349,500 | 962,000 | 972,000 | 344,500 |
Weighted-average exercise price (in dollars per share) | $ / shares | $ 1.91 | ||||
Weighted average remaining contractual life of outstanding share options (in years) | 4 years 11 months 1 day | ||||
Follica | |||||
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 2,776,120 | 2,686,120 | 1,309,040 | 1,309,040 | 2,776,120 |
Weighted-average exercise price (in dollars per share) | $ / shares | $ 1.41 | ||||
Weighted average remaining contractual life of outstanding share options (in years) | 6 years 4 months 17 days | ||||
Sonde | |||||
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 0 | 2,049,004 | 2,192,834 | 1,829,004 | 0 |
Vedanta | |||||
Weighted Average Options Outstanding [Line Items] | |||||
Number of share options (in shares) | 1,824,576 | 1,991,637 | 1,741,888 | 1,450,100 | 1,824,576 |
Weighted-average exercise price (in dollars per share) | $ / shares | $ 15.89 | ||||
Weighted average remaining contractual life of outstanding share options (in years) | 6 years 10 months 17 days |
Share-based Payments - Disclo_8
Share-based Payments - Disclosure of weighted average exercise prices for options granted (Details) | 12 Months Ended | |||||
Dec. 31, 2022 £ / shares | Dec. 31, 2022 $ / shares | Dec. 31, 2021 £ / shares | Dec. 31, 2021 $ / shares | Dec. 31, 2020 £ / shares | Dec. 31, 2020 $ / shares | |
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | £ / shares | £ 2.04 | £ 3.34 | £ 3.14 | |||
Alivio | ||||||
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | $ 0 | $ 0 | $ 0.47 | |||
Entrega | ||||||
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | 0.02 | 0 | 0 | |||
Follica | ||||||
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | 1.86 | 1.86 | 0 | |||
Sonde | ||||||
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | 0 | 0 | 0.18 | |||
Vedanta | ||||||
Weighted Average Options granted [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | $ 14.94 | $ 19.69 | $ 19.59 |
Share-based Payments - Disclo_9
Share-based Payments - Disclosure of weighted average exercise prices for options forfeited (Details) - Vedanta | 12 Months Ended | ||||
Dec. 31, 2022 shares | Dec. 31, 2022 | Dec. 31, 2022 $ / shares | Dec. 31, 2021 shares | Dec. 31, 2020 shares | |
Weighted Average Options forfeited [Line Items] | |||||
Number of share options forfeited (in shares) | 192,332 | 192,332 | 72,354 | 201,350 | |
Weighted average exercise price (in dollars per share) | $ 19.64 |
Share-based Payments - Discl_10
Share-based Payments - Disclosure of weighted average exercise prices for options exercised (Details) | 12 Months Ended | |||
Dec. 31, 2022 shares £ / shares | Dec. 31, 2022 shares $ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares | |
Weighted Average Options exercisable [Line Items] | ||||
Number of share options exercised (in dollars per share) | shares | 577,022 | 577,022 | 2,238,187 | 514,410 |
Weighted average exercise price (in dollars per share) | £ / shares | £ 0.50 | £ 0.70 | £ 1.52 | |
Vedanta | ||||
Weighted Average Options exercisable [Line Items] | ||||
Number of share options exercised (in dollars per share) | 400,000 | 400,000 | 52,938 | 813 |
Weighted average exercise price (in dollars per share) | $ / shares | $ 0.02 |
Share-based Payments - Discl_11
Share-based Payments - Disclosure of weighted average exercise prices for options exercisable (Details) | Dec. 31, 2022 shares £ / shares | Dec. 31, 2022 shares $ / shares | Dec. 31, 2021 shares £ / shares | Dec. 31, 2020 shares £ / shares |
Weighted Average Options exercisable [Line Items] | ||||
Number of options (in shares) | shares | 6,185,216 | 6,185,216 | 4,773,873 | 5,447,405 |
Weighted average exercise price (in dollars per share) | £ / shares | £ 2.03 | £ 1.42 | £ 0.98 | |
Entrega | ||||
Weighted Average Options exercisable [Line Items] | ||||
Number of options (in shares) | 344,500 | 344,500 | ||
Weighted average exercise price (in dollars per share) | $ 1.91 | |||
Entrega | Bottom of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | 0.02 | |||
Entrega | Top of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | $ 2.36 | |||
Follica | ||||
Weighted Average Options exercisable [Line Items] | ||||
Number of options (in shares) | 2,776,120 | 2,776,120 | ||
Weighted average exercise price (in dollars per share) | $ 1.41 | |||
Follica | Bottom of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | 0.03 | |||
Follica | Top of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | $ 1.86 | |||
Vedanta | ||||
Weighted Average Options exercisable [Line Items] | ||||
Number of options (in shares) | 1,824,576 | 1,824,576 | ||
Weighted average exercise price (in dollars per share) | $ 15.89 | |||
Vedanta | Bottom of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | 0.02 | |||
Vedanta | Top of range | ||||
Weighted Average Options exercisable [Line Items] | ||||
Exercise price range (in dollars per share) | $ 21.35 |
Share-based Payments - Narrat_4
Share-based Payments - Narrative - Vedanta 2010 Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 31, 2021 | Mar. 31, 2021 | Jun. 02, 2020 | |
Significant Subsidiary Plan [Line Items] | ||||||
Share-based payment expense | $ 14,699 | $ 13,950 | $ 10,718 | |||
Vedanta | Stock incentive plan | ||||||
Significant Subsidiary Plan [Line Items] | ||||||
Share approved for issuance (in shares) | 2,797,055 | 2,297,055 | 2,145,867 | |||
Increase in shares approved for issuance (in shares) | 500,000 | 151,188 | ||||
Shares remaining available for issuance (in shares) | 914,331 | |||||
Share-based payment expense | $ 4,300 | $ 5,400 | $ 2,400 |
Share-based Payments - Discl_12
Share-based Payments - Disclosure of range of assumptions of fair value of stock option grants (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) yr $ / shares | Dec. 31, 2021 USD ($) yr $ / shares | Dec. 31, 2020 USD ($) yr $ / shares | |
Significant Subsidiary Plan [Line Items] | |||
Expected terms (in years) | yr | 6.11 | 6.16 | 6.11 |
Expected volatility | 41.70% | 41.05% | 41.25% |
Risk-free interest rate | 2.13% | 1.06% | 0.53% |
Expected dividend yield | $ 0 | $ 0 | $ 0 |
Grant date fair value | 1.15 | 1.87 | 1.72 |
Vedanta | |||
Significant Subsidiary Plan [Line Items] | |||
Expected dividend yield | $ 0 | $ 0 | $ 0 |
Share price at grant date | $ / shares | $ 19 | ||
Bottom of range | Vedanta | |||
Significant Subsidiary Plan [Line Items] | |||
Expected terms (in years) | yr | 6 | 6 | 6 |
Expected volatility | 88.22% | 88.05% | 89.24% |
Risk-free interest rate | 1.67% | 0.96% | 0.32% |
Grant date fair value | $ 10.51 | $ 13.84 | $ 13.09 |
Share price at grant date | $ / shares | $ 14 | $ 19.59 | |
Top of range | Vedanta | |||
Significant Subsidiary Plan [Line Items] | |||
Expected terms (in years) | yr | 8.33 | 7.11 | 10 |
Expected volatility | 89.68% | 88.59% | 95.46% |
Risk-free interest rate | 3.13% | 1.32% | 0.87% |
Grant date fair value | $ 15.14 | $ 16.23 | $ 16.54 |
Share price at grant date | $ / shares | $ 18.84 |
Share-based Payments - Narrat_5
Share-based Payments - Narrative - Other plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Significant Subsidiary Plans [Line Items] | |||
Share-based payment expense | $ 14,699 | $ 13,950 | $ 10,718 |
Other not including Vedanta | Stock incentive plan | |||
Significant Subsidiary Plans [Line Items] | |||
Share-based payment expense | $ 400 | $ 800 | $ 400 |
Finance Cost, Net - Disclosure
Finance Cost, Net - Disclosure of finance income (cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finance income [Abstract] | |||
Interest income from financial assets | $ 5,799 | $ 214 | $ 1,183 |
Total finance income | 5,799 | 214 | 1,183 |
Finance costs | |||
Contractual interest expense on notes payable | (212) | (1,031) | (96) |
Interest expense on other borrowings | (1,759) | (1,502) | (496) |
Interest expense on lease liability | (1,982) | (2,181) | (2,354) |
Gain/(loss) on foreign currency exchange | 14 | (56) | 0 |
Total finance cost – contractual | (3,939) | (4,771) | (2,946) |
Gain/(loss) from change in fair value of warrant liability | 6,740 | 1,419 | (117) |
Gain/(loss) from change in fair value of preferred shares | 130,825 | 8,362 | (4,234) |
Gain/(loss) from change in fair value of convertible debt | (502) | (175) | 0 |
Total finance income/(costs) – fair value accounting | 137,063 | 9,606 | (4,351) |
Finance income/(costs), net | $ 138,924 | $ 5,050 | $ (6,115) |
Earnings_(Loss) per share - Nar
Earnings/(Loss) per share - Narrative (Details) - shares | Dec. 31, 2022 | Dec. 31, 2021 |
Earnings per share [abstract] | ||
Potential securities excluded from diluted EPS calculation (in shares) | 3,134,131 | 6,553,905 |
Earnings_(Loss) per Share - Dis
Earnings/(Loss) per Share - Disclosure of earnings/(loss) attributable to owners of company (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings/(Loss) attributable to owners of the Company [Line Items] | |||
Income/(loss) for the year, attributable to the owners of the Company | $ (50,354) | $ (60,558) | $ 5,985 |
Basic | |||
Earnings/(Loss) attributable to owners of the Company [Line Items] | |||
Income/(loss) for the year, attributable to the owners of the Company | (50,354) | (60,558) | 5,985 |
Income/(loss) attributable to ordinary shareholders | (50,354) | (60,558) | 5,985 |
Diluted | |||
Earnings/(Loss) attributable to owners of the Company [Line Items] | |||
Income/(loss) for the year, attributable to the owners of the Company | (50,354) | (60,558) | 5,985 |
Income/(loss) attributable to ordinary shareholders | $ (50,354) | $ (60,558) | $ 5,985 |
Earnings_(Loss) per Share - D_2
Earnings/(Loss) per Share - Disclosure of weighted-average number of ordinary shares (Details) - shares | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Basic | ||||
Weighted Average number of ordinary shares [Line Items] | ||||
Issued ordinary shares at January 1 (in shares) | 287,796,585 | 285,885,025 | 285,370,619 | |
Effect of shares issued (in shares) | 690,772 | 705,958 | 233,048 | |
Effect of dilutive shares (in shares) | 0 | 0 | 0 | |
Effect of treasury shares purchased (in shares) | (3,727,922) | 0 | 0 | |
Weighted average number of ordinary shareholders at December 31 to calculate basic earnings per share (in shares) | 284,759,435 | 286,590,983 | 285,603,667 | |
Diluted | ||||
Weighted Average number of ordinary shares [Line Items] | ||||
Issued ordinary shares at January 1 (in shares) | 287,796,585 | 285,885,025 | 285,370,619 | |
Effect of shares issued (in shares) | 690,772 | 705,958 | 233,048 | |
Effect of dilutive shares (in shares) | 0 | 0 | 7,252,246 | |
Effect of treasury shares purchased (in shares) | (3,727,922) | 0 | 0 | |
Weighted average number of ordinary shareholders at December 31 to calculate diluted earnings per share (in shares) | 284,759,435 | 286,590,983 | 292,855,913 |
Earnings_(Loss) per Share - D_3
Earnings/(Loss) per Share - Disclosure of earnings/(loss) per share (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Loss per Share [Line Items] | |||
Basic earnings/ (loss) per share (in dollars per share) | $ (0.18) | $ (0.21) | $ 0.02 |
Diluted earnings/ (loss) per share (in dollars per share) | (0.18) | (0.21) | 0.02 |
Basic | |||
Earnings Loss per Share [Line Items] | |||
Basic earnings/ (loss) per share (in dollars per share) | (0.18) | (0.21) | 0.02 |
Diluted | |||
Earnings Loss per Share [Line Items] | |||
Diluted earnings/ (loss) per share (in dollars per share) | $ (0.18) | $ (0.21) | $ 0.02 |
Property and Equipment - Disclo
Property and Equipment - Disclosure of detailed information about property, plant and equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, plant and equipment | ||
Balance at beginning of period | $ 26,771 | |
Balance at end of period | 22,957 | $ 26,771 |
Laboratory and manufacturing equipment | ||
Property, plant and equipment | ||
Balance at beginning of period | 6,047 | |
Balance at end of period | 5,630 | 6,047 |
Furniture and fixtures | ||
Property, plant and equipment | ||
Balance at beginning of period | 790 | |
Balance at end of period | 635 | 790 |
Computer equipment and software | ||
Property, plant and equipment | ||
Balance at beginning of period | 139 | |
Balance at end of period | 174 | 139 |
Leasehold improvements | ||
Property, plant and equipment | ||
Balance at beginning of period | 11,679 | |
Balance at end of period | 13,714 | 11,679 |
Construction in progress | ||
Property, plant and equipment | ||
Balance at beginning of period | 8,116 | |
Balance at end of period | 2,803 | 8,116 |
Cost | ||
Property, plant and equipment | ||
Balance at beginning of period | 41,115 | 33,297 |
Additions, net of transfers | 2,176 | 8,422 |
Disposals | (195) | (605) |
Deconsolidation of subsidiaries | (58) | |
Reclassifications | 0 | 0 |
Balance at end of period | 43,037 | 41,115 |
Cost | Laboratory and manufacturing equipment | ||
Property, plant and equipment | ||
Balance at beginning of period | 11,733 | 8,420 |
Additions, net of transfers | 390 | 1,424 |
Disposals | (118) | (323) |
Deconsolidation of subsidiaries | 0 | |
Reclassifications | 1,336 | 2,211 |
Balance at end of period | 13,341 | 11,733 |
Cost | Furniture and fixtures | ||
Property, plant and equipment | ||
Balance at beginning of period | 1,452 | 1,452 |
Additions, net of transfers | 0 | 0 |
Disposals | 0 | 0 |
Deconsolidation of subsidiaries | 0 | |
Reclassifications | 58 | 0 |
Balance at end of period | 1,510 | 1,452 |
Cost | Computer equipment and software | ||
Property, plant and equipment | ||
Balance at beginning of period | 1,329 | 1,519 |
Additions, net of transfers | 11 | 92 |
Disposals | 0 | (282) |
Deconsolidation of subsidiaries | (58) | |
Reclassifications | 137 | 0 |
Balance at end of period | 1,419 | 1,329 |
Cost | Leasehold improvements | ||
Property, plant and equipment | ||
Balance at beginning of period | 18,485 | 18,054 |
Additions, net of transfers | 412 | 183 |
Disposals | 0 | 0 |
Deconsolidation of subsidiaries | 0 | |
Reclassifications | 5,067 | 248 |
Balance at end of period | 23,964 | 18,485 |
Cost | Construction in progress | ||
Property, plant and equipment | ||
Balance at beginning of period | 8,116 | 3,852 |
Additions, net of transfers | 1,362 | 6,723 |
Disposals | (77) | 0 |
Deconsolidation of subsidiaries | 0 | |
Reclassifications | (6,598) | (2,459) |
Balance at end of period | $ 2,803 | $ 8,116 |
Property and Equipment - Disc_2
Property and Equipment - Disclosure of accumulated depreciation and impairment loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, plant and equipment | ||
Balance at beginning of period | $ 26,771 | |
Balance at end of period | 22,957 | $ 26,771 |
Laboratory and manufacturing equipment | ||
Property, plant and equipment | ||
Balance at beginning of period | 6,047 | |
Balance at end of period | 5,630 | 6,047 |
Furniture and fixtures | ||
Property, plant and equipment | ||
Balance at beginning of period | 790 | |
Balance at end of period | 635 | 790 |
Computer equipment and software | ||
Property, plant and equipment | ||
Balance at beginning of period | 139 | |
Balance at end of period | 174 | 139 |
Leasehold improvements | ||
Property, plant and equipment | ||
Balance at beginning of period | 11,679 | |
Balance at end of period | 13,714 | 11,679 |
Construction in progress | ||
Property, plant and equipment | ||
Balance at beginning of period | 8,116 | |
Balance at end of period | 2,803 | 8,116 |
Accumulated depreciation and impairment loss | ||
Property, plant and equipment | ||
Balance at beginning of period | (14,344) | (10,520) |
Depreciation | (5,845) | (4,346) |
Disposals | 57 | 522 |
Deconsolidation of subsidiaries | 53 | |
Balance at end of period | (20,080) | (14,344) |
Accumulated depreciation and impairment loss | Laboratory and manufacturing equipment | ||
Property, plant and equipment | ||
Balance at beginning of period | (5,686) | (3,965) |
Depreciation | (2,082) | (1,973) |
Disposals | 57 | 251 |
Deconsolidation of subsidiaries | 0 | |
Balance at end of period | (7,711) | (5,686) |
Accumulated depreciation and impairment loss | Furniture and fixtures | ||
Property, plant and equipment | ||
Balance at beginning of period | (663) | (454) |
Depreciation | (212) | (208) |
Disposals | 0 | 0 |
Deconsolidation of subsidiaries | 0 | |
Balance at end of period | (875) | (663) |
Accumulated depreciation and impairment loss | Computer equipment and software | ||
Property, plant and equipment | ||
Balance at beginning of period | (1,190) | (1,287) |
Depreciation | (107) | (174) |
Disposals | 0 | 271 |
Deconsolidation of subsidiaries | 53 | |
Balance at end of period | (1,244) | (1,190) |
Accumulated depreciation and impairment loss | Leasehold improvements | ||
Property, plant and equipment | ||
Balance at beginning of period | (6,806) | (4,815) |
Depreciation | (3,444) | (1,991) |
Disposals | 0 | 0 |
Deconsolidation of subsidiaries | 0 | |
Balance at end of period | (10,250) | (6,806) |
Accumulated depreciation and impairment loss | Construction in progress | ||
Property, plant and equipment | ||
Balance at beginning of period | 0 | 0 |
Depreciation | 0 | 0 |
Disposals | 0 | 0 |
Deconsolidation of subsidiaries | 0 | |
Balance at end of period | $ 0 | $ 0 |
Property and Equipment - Disc_3
Property and Equipment - Disclosure of property & equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, plant and equipment | ||
Property and equipment, net | $ 22,957 | $ 26,771 |
Laboratory and manufacturing equipment | ||
Property, plant and equipment | ||
Property and equipment, net | 5,630 | 6,047 |
Furniture and fixtures | ||
Property, plant and equipment | ||
Property and equipment, net | 635 | 790 |
Computer equipment and software | ||
Property, plant and equipment | ||
Property and equipment, net | 174 | 139 |
Leasehold improvements | ||
Property, plant and equipment | ||
Property and equipment, net | 13,714 | 11,679 |
Construction in progress | ||
Property, plant and equipment | ||
Property and equipment, net | $ 2,803 | $ 8,116 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, plant and equipment [abstract] | |||
Depreciation expense | $ 5.8 | $ 4.3 | $ 3.9 |
Intangible Assets - Disclosure
Intangible Assets - Disclosure of detailed information about intangible assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets | ||
Balance at beginning of period | $ 987,000 | |
Write-off | (162,500) | |
Balance at end of period | 831,000 | $ 987,000 |
Licenses | ||
Intangible Assets | ||
Balance at beginning of period | 987,000 | |
Balance at end of period | 831,000 | 987,000 |
Cost | Licenses | ||
Intangible Assets | ||
Balance at beginning of period | 990,000 | 900,000 |
Additions | 25,000 | 90,000 |
Deconsolidation of subsidiaries | (21,000) | |
Balance at end of period | $ 831,000 | $ 990,000 |
Intangible Assets - Disclosur_2
Intangible Assets - Disclosure of accumulated amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets | ||
Balance at beginning of period | $ 987 | |
Balance at end of period | 831 | $ 987 |
Licenses | ||
Intangible Assets | ||
Balance at beginning of period | 987 | |
Balance at end of period | 831 | 987 |
Accumulated amortization | Licenses | ||
Intangible Assets | ||
Balance at beginning of period | (3) | (1) |
Amortization | (1) | (2) |
Deconsolidation of subsidiaries | 4 | |
Balance at end of period | $ 0 | $ (3) |
Intangible Assets - Disclosur_3
Intangible Assets - Disclosure of intangible assets, net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Intangible Assets | ||
Intangible assets, net | $ 831 | $ 987 |
Licenses | ||
Intangible Assets | ||
Intangible assets, net | $ 831 | $ 987 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Intangible Assets | |
Write-off | $ (162,500) |
Sonde | |
Intangible Assets | |
Decrease through loss of control of subsidiary, net assets | $ (17,500) |
Other Financial Assets - Disclo
Other Financial Assets - Disclosure of other financial assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Financial Assets [Abstract] | ||
Restricted cash | $ 2,124 | $ 2,124 |
Total other financial assets | $ 2,124 | $ 2,124 |
Equity - Disclosure of equity (
Equity - Disclosure of equity (Details) $ in Thousands | Dec. 31, 2022 USD ($) shares | Dec. 31, 2022 £ / shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2021 £ / shares | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) |
Equity [abstract] | ||||||
Share capital | $ 5,455 | $ 5,444 | ||||
Merger reserve | 138,506 | 138,506 | ||||
Share premium | 289,624 | 289,303 | ||||
Treasury stock | (26,492) | 0 | ||||
Translation reserve | 89 | 469 | ||||
Other reserve | (14,478) | (40,077) | ||||
Retained earnings/(accumulated deficit) | 149,516 | 199,871 | ||||
Equity attributable to the owners of the Company | 542,220 | 593,515 | ||||
Non-controlling interests | 5,369 | (9,368) | ||||
Total equity | $ 547,589 | $ 584,147 | $ 653,539 | $ 650,398 | ||
Par value per share (in GBP per share) | £ / shares | £ 0.01 | £ 0.01 | ||||
Number of shares issued and fully paid (in shares) | shares | 278,566,306 | 287,796,585 |
Equity - Narrative (Details)
Equity - Narrative (Details) - Common $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 shares | Dec. 31, 2021 shares | May 09, 2022 USD ($) tranch | Jun. 18, 2015 shares | |
Equity - Acquired Share capital PureTech LLC [Line Items] | ||||
Value of ahares authorized to be repurchased | $ | $ 50 | |||
Number of tranches | tranch | 2 | |||
Number of shares issued (in shares) | 278,566,306 | |||
Purchase of treasury stock (in shares) | 10,595,347 | 0 | ||
Jefferies International Limited | ||||
Equity - Acquired Share capital PureTech LLC [Line Items] | ||||
Value of ahares authorized to be repurchased | $ | $ 25 | |||
PureTech Health LLC | ||||
Equity - Acquired Share capital PureTech LLC [Line Items] | ||||
Issued share capital acquired (in shares) | 159,648,387 |
Subsidiary Preferred Shares - D
Subsidiary Preferred Shares - Disclosure of subsidiary preferred share balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Subsidiary Preferred Shares [Line Items] | ||
Subsidiary preferred shares | $ 27,339 | $ 174,017 |
Entrega | ||
Subsidiary Preferred Shares [Line Items] | ||
Subsidiary preferred shares | 169 | 669 |
Follica | ||
Subsidiary Preferred Shares [Line Items] | ||
Subsidiary preferred shares | 350 | 11,191 |
Sonde | ||
Subsidiary Preferred Shares [Line Items] | ||
Subsidiary preferred shares | 0 | 13,362 |
Vedanta Biosciences | ||
Subsidiary Preferred Shares [Line Items] | ||
Subsidiary preferred shares | $ 26,820 | $ 148,796 |
Subsidiary Preferred Shares -_2
Subsidiary Preferred Shares - Disclosure of subsidiary preferred shares, minimum liquidation preference (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Minimum liquidation preference [Line Items] | ||
Minimum liquidation preference | $ 158,189 | $ 170,189 |
Entrega | ||
Minimum liquidation preference [Line Items] | ||
Minimum liquidation preference | 2,216 | 2,216 |
Follica | ||
Minimum liquidation preference [Line Items] | ||
Minimum liquidation preference | 6,405 | 6,405 |
Sonde | ||
Minimum liquidation preference [Line Items] | ||
Minimum liquidation preference | 0 | 12,000 |
Vedanta Biosciences | ||
Minimum liquidation preference [Line Items] | ||
Minimum liquidation preference | $ 149,568 | $ 149,568 |
Subsidiary Preferred Shares - C
Subsidiary Preferred Shares - Changes in value (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Changes in the value of subsidiary preferred shares [Roll Forward] | ||
Beginning balance | $ 174,017 | |
Ending balance | 27,339 | $ 174,017 |
Subsidiary preferred shares | ||
Changes in the value of subsidiary preferred shares [Roll Forward] | ||
Beginning balance | 174,017 | 118,972 |
Issuance of new preferred shares – financing cash flow | 37,610 | |
Decrease in value of preferred shares measured at fair value – finance costs (income) | (130,825) | (8,362) |
Conversion of convertible notes into preferred shares - non cash financing activity | 25,797 | |
Deconsolidation | (15,853) | |
Ending balance | $ 27,339 | $ 174,017 |
Subsidiary Preferred Shares - N
Subsidiary Preferred Shares - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jul. 21, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Subsidiary Preferred Shares [Line Items] | ||||
Cash purchase of Vor preferred shares | $ 5,000 | $ 500 | $ 1,150 | |
Subsidiary preferred shares | ||||
Subsidiary Preferred Shares [Line Items] | ||||
Conversion of convertible notes into preferred shares - non cash financing activity | $ 25,797 | |||
Preferred D shares | Vedanta | ||||
Subsidiary Preferred Shares [Line Items] | ||||
Number of shares issued by investee (in shares) | 2,387,675 | |||
Proceeds from the issuance of shares and subsidiary preferred shares | $ 68,400 | |||
Cash purchase of Vor preferred shares | $ 5,000 | |||
Acquisition of equity instruments in other entities | 174,520 |
Financial Instruments - Disclos
Financial Instruments - Disclosure of changes in financial liabilities, level 3 fair value - subsidiary preferred shares and convertible notes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of financial liabilities [line items] | |||
Balance at beginning of period | $ 192,808 | ||
Balance at end of period | 35,664 | $ 192,808 | |
Subsidiary preferred shares | |||
Disclosure of financial liabilities [line items] | |||
Balance at beginning of period | 174,017 | ||
Change in fair value | (130,825) | (8,362) | |
Deconsolidation | (15,853) | ||
Balance at end of period | 27,339 | 174,017 | |
Subsidiary preferred shares | At fair value | |||
Disclosure of financial liabilities [line items] | |||
Balance at beginning of period | 174,017 | 118,972 | $ 100,989 |
Value at issuance | 0 | 37,610 | 13,750 |
Change in fair value | (130,825) | (8,362) | 4,233 |
Accrued interest – contractual | 0 | 0 | |
Conversion to subsidiary preferred shares | 25,797 | ||
Deconsolidation | (15,853) | ||
Balance at end of period | 27,339 | 174,017 | 118,972 |
Subsidiary convertible notes | |||
Disclosure of financial liabilities [line items] | |||
Change in fair value | 502 | 175 | |
Conversion to subsidiary preferred shares | (25,797) | ||
Subsidiary convertible notes | At fair value | |||
Disclosure of financial liabilities [line items] | |||
Balance at beginning of period | 2,461 | 25,000 | 0 |
Value at issuance | 393 | 2,215 | 25,000 |
Change in fair value | 502 | 175 | 0 |
Accrued interest – contractual | 48 | 867 | |
Conversion to subsidiary preferred shares | (25,797) | ||
Deconsolidation | (3,403) | ||
Balance at end of period | $ 0 | $ 2,461 | $ 25,000 |
Financial Instruments - Discl_2
Financial Instruments - Disclosure of significant unobservable inputs, level 3 fair value - preferred shares liability (Details) $ in Thousands | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) |
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Financial liabilities, at fair value | $ 35,664 | $ 192,808 |
Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Financial liabilities, at fair value | 29,171 | 184,781 |
Subsidiary preferred shares | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Financial liabilities, at fair value | 27,339 | 174,017 |
Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Financial liabilities, at fair value | 27,339 | $ 174,017 |
PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation | Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Financial liabilities, at fair value | $ 26,820 | |
Weighted Average | Estimated Time to Exit | PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation | Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Weighted Average | 2.14 | |
Weighted Average | Equity Discount Rate | PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation | Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Weighted Average | 0.30 | |
Weighted Average | Debt Discount Rate | PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation | Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Weighted Average | 0.15 | |
Weighted Average | Volatility | PWERM based on pro forma backsolve approach that leverages a Monte Carlo simulation | Subsidiary preferred shares | Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | ||
Weighted Average | 0.95 |
Financial Instruments - Discl_3
Financial Instruments - Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities (Details) - Level 3 of fair value hierarchy - Subsidiary preferred shares $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Time to Liquidity | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Sensitivity range, decrease | 6 months |
Sensitivity range, increase | 6 months |
Financial Liability Increase/ (Decrease) | $ 1,322 |
Financial Liability Increase/ (Decrease) | $ 856 |
Volatility | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Percentage of reasonably possible decrease in unobservable input, liabilities | (10.00%) |
Percentage of reasonably possible increase in unobservable input, liabilities | 1,000% |
Financial Liability Increase/ (Decrease) | $ 1,133 |
Financial Liability Increase/ (Decrease) | $ 1,200 |
Discount rate | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Percentage of reasonably possible decrease in unobservable input, liabilities | (5.00%) |
Percentage of reasonably possible increase in unobservable input, liabilities | 5% |
Financial Liability Increase/ (Decrease) | $ 2,035 |
Financial Liability Increase/ (Decrease) | $ 1,922 |
Financial Instruments - Narrati
Financial Instruments - Narrative - Financial assets held at fair value (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Investments held at fair value | Akili and Gelesis | |
Disclosure of financial assets [line items] | |
Gain/(loss) on investment held at fair value | $ (30) |
Financial Instruments - Discl_4
Financial Instruments - Disclosure of changes in assets, level 3 fair value - investments held at fair value (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of financial assets [line items] | |||
Balance at beginning of period before allocation of associate loss to long-term interest | $ 944,832 | ||
Cash investment in associate | 19,961 | $ 0 | $ 0 |
Balance at end of period before allocation of associate loss to long-term interest | 575,738 | 944,832 | |
Investments held at fair value | |||
Disclosure of financial assets [line items] | |||
Balance at beginning of period before allocation of associate loss to long-term interest | 493,888 | ||
Balance at end of period before allocation of associate loss to long-term interest | 251,892 | 493,888 | |
Level 3 of fair value hierarchy | |||
Disclosure of financial assets [line items] | |||
Balance at beginning of period before allocation of associate loss to long-term interest | 254,653 | ||
Balance at end of period before allocation of associate loss to long-term interest | 29,094 | 254,653 | |
Level 3 of fair value hierarchy | Investments held at fair value | |||
Disclosure of financial assets [line items] | |||
Balance at beginning of period before allocation of associate loss to long-term interest | 239,533 | 206,892 | 154,445 |
Gain/(Loss) on changes in fair value | (31,253) | 65,505 | 41,297 |
Reclassification of Akili to level 1 investment | (128,764) | ||
Balance at end of period before allocation of associate loss to long-term interest | 12,593 | 239,533 | 206,892 |
Balance at end of period after allocation of associate loss to long-term interest | 12,593 | ||
Level 3 of fair value hierarchy | Investments held at fair value | Gelesis | |||
Disclosure of financial assets [line items] | |||
Cash investment in associate | 10,000 | ||
Gelesis Earn out shares received in SPAC exchange | 14,214 | ||
Exchange of Gelesis preferred shares to Gelesis common shares | (92,303) | ||
Level 3 of fair value hierarchy | Investments held at fair value | Vor | |||
Disclosure of financial assets [line items] | |||
Cash investment in associate | 500 | $ 1,150 | |
Reclassification of Vor from level 3 to level 1 | $ (33,365) | ||
Level 3 of fair value hierarchy | Investments held at fair value | Sonde | |||
Disclosure of financial assets [line items] | |||
Deconsolidation | $ 11,168 |
Financial Instruments - Discl_5
Financial Instruments - Disclosure of significant unobservable inputs - investments at fair value, assets (Details) $ in Thousands | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) |
Disclosure of significant unobservable inputs used in fair value measurement of assets [line items] | ||
Financial assets, at fair value | $ 575,738 | $ 944,832 |
Level 3 of fair value hierarchy | ||
Disclosure of significant unobservable inputs used in fair value measurement of assets [line items] | ||
Financial assets, at fair value | 29,094 | $ 254,653 |
Investments held at fair value | Level 3 of fair value hierarchy | Market Backsolve & OPM | ||
Disclosure of significant unobservable inputs used in fair value measurement of assets [line items] | ||
Financial assets, at fair value | $ 11,403 | |
Investments held at fair value | Level 3 of fair value hierarchy | Weighted Average | Estimated Time to Exit | Market Backsolve & OPM | ||
Disclosure of significant unobservable inputs used in fair value measurement of assets [line items] | ||
Weighted Average | 2 | |
Investments held at fair value | Level 3 of fair value hierarchy | Weighted Average | Volatility | Market Backsolve & OPM | ||
Disclosure of significant unobservable inputs used in fair value measurement of assets [line items] | ||
Weighted Average | 0.55 |
Financial Instruments - Discl_6
Financial Instruments - Disclosure of changes in financial liabilities - warrants (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Financial Instruments - Warrants [Roll Forward] | |||
Balance at beginning of period | $ 192,808 | ||
Balance at end of period | 35,664 | $ 192,808 | |
Level 3 of fair value hierarchy | |||
Financial Instruments - Warrants [Roll Forward] | |||
Balance at beginning of period | 184,781 | ||
Balance at end of period | 29,171 | 184,781 | |
Subsidiary warrant liability | |||
Financial Instruments - Warrants [Roll Forward] | |||
Balance at beginning of period | 6,787 | ||
Balance at end of period | 47 | 6,787 | |
Subsidiary warrant liability | Level 3 of fair value hierarchy | |||
Financial Instruments - Warrants [Roll Forward] | |||
Balance at beginning of period | 6,787 | 8,206 | $ 7,997 |
Value at issuance | 92 | ||
Change in fair value | (6,740) | (1,419) | 117 |
Balance at end of period | $ 47 | $ 6,787 | $ 8,206 |
Financial Instruments - Narra_2
Financial Instruments - Narrative - Warrants (Details) - Preferred share warrants - $ / shares | Sep. 21, 2021 | Jan. 01, 2017 |
Vedanta | Oxford Finance LLC | ||
Financial Instruments - Warrants [Line Items] | ||
Exercise price (in dollars per share) | $ 23.28 | |
Number of shares issued (in shares) | 12,886 | |
Loans | Follica | ||
Financial Instruments - Warrants [Line Items] | ||
Exercise price (in dollars per share) | $ 0.07 |
Financial Instruments - Narra_3
Financial Instruments - Narrative - Short-term note from associate (Details) - Short-term note from associate - Gelesis $ in Millions | Dec. 07, 2021 USD ($) |
Short-term note [Line Items] | |
Convertible instruments, discount rate | 25% |
Convertible instruments, interest rate | 10% |
Associates | |
Short-term note [Line Items] | |
Current receivables due from related parties | $ 15 |
Financial Instruments - Narra_4
Financial Instruments - Narrative - Convertible note from associate (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 USD ($) | Jul. 27, 2022 USD ($) $ / shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Short-term note [Line Items] | ||||
Current receivables due from associates | $ 0 | $ 0 | $ 15,120 | |
Financial assets | $ 575,738 | $ 575,738 | $ 944,832 | |
Gelesis | ||||
Short-term note [Line Items] | ||||
Exercise price (in dollars per share) | $ / shares | $ 0.01 | |||
Calculation of number of securities called by warrants or rights, multiplier | 0.2 | |||
Calculation of number of securities called by warrants or rights, number of trading days | 5 days | |||
Convertible note receivable | Discount rate | ||||
Short-term note [Line Items] | ||||
Weighted Average | 0.289 | 0.289 | ||
Percentage of reasonably possible increase in unobservable input, assets | 5% | 5% | ||
Percentage of reasonably possible decrease in unobservable input, assets | (5.00%) | (5.00%) | ||
Increase (decrease) in fair value measurement due to reasonably possible increase in unobservable input, assets | $ 400 | |||
Increase (decrease) in fair value measurement due to reasonably possible decrease in unobservable input, assets | 400 | |||
Convertible note receivable | Expected term | ||||
Short-term note [Line Items] | ||||
Increase (decrease) in fair value measurement due to reasonably possible decrease in unobservable input, assets | $ 900 | |||
Sensitivity range, increase | 3 months | 6 months | ||
Convertible note receivable | Gelesis | ||||
Short-term note [Line Items] | ||||
Current receivables due from associates | $ 15,000 | |||
Current receivable due from associates, interest rate | 15% | |||
Financial assets | $ 16,500 | $ 16,500 | ||
Interest income on loans and receivables | 963 | |||
Gains (losses) on financial assets at fair value through profit or loss | $ 539 |
Financial Instruments - Discl_7
Financial Instruments - Disclosure of fair value measurement and classification (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | $ 575,738 | $ 944,832 | ||
Financial liabilities | 35,664 | 192,808 | ||
Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 575,738 | 944,832 | ||
Financial liabilities | 35,664 | 192,808 | ||
Subsidiary warrant liability | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 47 | 6,787 | ||
Subsidiary warrant liability | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 47 | 6,787 | ||
Subsidiary preferred shares | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 27,339 | 174,017 | ||
Subsidiary preferred shares | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 27,339 | 174,017 | ||
Subsidiary notes payable | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 2,345 | 4,641 | ||
Subsidiary notes payable | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 2,345 | 4,641 | ||
Share based liability awards | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 5,932 | 7,362 | ||
Share based liability awards | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 5,932 | 7,362 | ||
Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 534,777 | 687,005 | ||
Financial liabilities | 4,396 | 6,081 | ||
Level 1 of fair value hierarchy | Subsidiary warrant liability | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 1 of fair value hierarchy | Subsidiary preferred shares | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 1 of fair value hierarchy | Subsidiary notes payable | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 1 of fair value hierarchy | Share based liability awards | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 4,396 | 6,081 | ||
Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 11,867 | 3,174 | ||
Financial liabilities | 2,097 | 1,945 | ||
Level 2 of fair value hierarchy | Subsidiary warrant liability | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 2 of fair value hierarchy | Subsidiary preferred shares | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 2 of fair value hierarchy | Subsidiary notes payable | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 2,097 | 1,945 | ||
Level 2 of fair value hierarchy | Share based liability awards | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 0 | 0 | ||
Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 29,094 | 254,653 | ||
Financial liabilities | 29,171 | 184,781 | ||
Level 3 of fair value hierarchy | Subsidiary warrant liability | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 47 | 6,787 | $ 8,206 | $ 7,997 |
Level 3 of fair value hierarchy | Subsidiary preferred shares | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 27,339 | 174,017 | ||
Level 3 of fair value hierarchy | Subsidiary notes payable | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 248 | 2,696 | ||
Level 3 of fair value hierarchy | Share based liability awards | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial liabilities | 1,537 | 1,281 | ||
Money Markets | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 95,249 | 432,649 | ||
Money Markets | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 95,249 | 432,649 | ||
Money Markets | Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 95,249 | 432,649 | ||
Money Markets | Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Money Markets | Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Short-term Investments | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 200,229 | |||
Short-term Investments | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 200,229 | |||
Short-term Investments | Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 200,229 | |||
Short-term Investments | Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | |||
Short-term Investments | Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | |||
Short-term note from associate | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 16,501 | 15,120 | ||
Short-term note from associate | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 16,501 | 15,120 | ||
Short-term note from associate | Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Short-term note from associate | Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Short-term note from associate | Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 16,501 | 15,120 | ||
Investments held at fair value | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 251,892 | 493,888 | ||
Investments held at fair value | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 251,892 | 493,888 | ||
Investments held at fair value | Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 239,299 | 254,355 | ||
Investments held at fair value | Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Investments held at fair value | Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 12,593 | 239,533 | $ 206,892 | $ 154,445 |
Trade and other receivables | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 11,867 | 3,174 | ||
Trade and other receivables | Carrying Amount | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 11,867 | 3,174 | ||
Trade and other receivables | Level 1 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 0 | 0 | ||
Trade and other receivables | Level 2 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | 11,867 | 3,174 | ||
Trade and other receivables | Level 3 of fair value hierarchy | ||||
Financial Instruments - Fair value Measurement and Classification [Line Items] | ||||
Financial assets | $ 0 | $ 0 |
Subsidiary Notes Payable - Disc
Subsidiary Notes Payable - Disclosure of subsidiary notes payable (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Notes Payable [Line Items] | |||
Current financial liabilities | $ 2,345 | $ 4,641 | |
Loans | |||
Notes Payable [Line Items] | |||
Current financial liabilities | 2,097 | 1,945 | |
Subsidiary convertible notes | |||
Notes Payable [Line Items] | |||
Current financial liabilities | $ 248 | $ 2,696 | $ 25,223 |
Subsidiary Notes Payable - Narr
Subsidiary Notes Payable - Narrative - Loans (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Subsidiary Notes Payable - Loans [Line Items] | ||
Subsidiary notes payable | $ 2,345 | $ 4,641 |
Loans | ||
Subsidiary Notes Payable - Loans [Line Items] | ||
Subsidiary notes payable | $ 2,097 | 1,945 |
Loans | Follica | Lighthouse Capital Partners VI, L.P | ||
Subsidiary Notes Payable - Loans [Line Items] | ||
Borrowings, interest rate | 12% | |
Subsidiary notes payable | $ 2,000 | $ 1,900 |
Subsidiary Notes Payable - Di_2
Subsidiary Notes Payable - Disclosure of convertible notes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Convertible Notes [Roll Forward] | ||
Beginning balance | $ 4,641 | |
Ending balance | 2,345 | $ 4,641 |
Subsidiary convertible notes | ||
Convertible Notes [Roll Forward] | ||
Beginning balance | 2,696 | 25,223 |
Gross principal - issuance of notes - financing activity | 393 | 2,215 |
Accrued interest on convertible notes - finance costs | 60 | 880 |
Conversion to subsidiary preferred shares | (25,797) | |
Change in fair value | 502 | 175 |
Deconsolidation | (3,403) | |
Ending balance | 248 | 2,696 |
Vedanta | Subsidiary convertible notes | ||
Convertible Notes [Roll Forward] | ||
Beginning balance | 0 | 25,000 |
Gross principal - issuance of notes - financing activity | 0 | 0 |
Accrued interest on convertible notes - finance costs | 0 | 797 |
Conversion to subsidiary preferred shares | (25,797) | |
Change in fair value | 0 | 0 |
Deconsolidation | 0 | |
Ending balance | 0 | 0 |
Knode | Subsidiary convertible notes | ||
Convertible Notes [Roll Forward] | ||
Beginning balance | 94 | 89 |
Gross principal - issuance of notes - financing activity | 0 | 0 |
Accrued interest on convertible notes - finance costs | 5 | 5 |
Conversion to subsidiary preferred shares | 0 | |
Change in fair value | 0 | 0 |
Deconsolidation | 0 | |
Ending balance | 99 | 94 |
Appeering | Subsidiary convertible notes | ||
Convertible Notes [Roll Forward] | ||
Beginning balance | 141 | 134 |
Gross principal - issuance of notes - financing activity | 0 | 0 |
Accrued interest on convertible notes - finance costs | 8 | 8 |
Conversion to subsidiary preferred shares | 0 | |
Change in fair value | 0 | 0 |
Deconsolidation | 0 | |
Ending balance | 149 | 141 |
Sonde | Subsidiary convertible notes | ||
Convertible Notes [Roll Forward] | ||
Beginning balance | 2,461 | 0 |
Gross principal - issuance of notes - financing activity | 393 | 2,215 |
Accrued interest on convertible notes - finance costs | 48 | 70 |
Conversion to subsidiary preferred shares | 0 | |
Change in fair value | 502 | 175 |
Deconsolidation | (3,403) | |
Ending balance | $ 0 | $ 2,461 |
Subsidiary Notes Payable - Na_2
Subsidiary Notes Payable - Narrative - Convertible Notes (Details) - Subsidiary convertible notes - USD ($) $ in Millions | 1 Months Ended | 8 Months Ended | ||
Dec. 30, 2020 | Mar. 31, 2022 | Nov. 24, 2021 | Dec. 31, 2022 | |
Vedanta | Investor | ||||
Convertible Notes [Line Items] | ||||
Proceeds from issue of convertible notes | $ 25 | |||
Borrowings, interest rate | 6% | |||
Sonde | ||||
Convertible Notes [Line Items] | ||||
Borrowings, interest rate | 6% | |||
Discount, conversion from notes - qualified financing | 20% | |||
Discount, conversion from notes - non qualified financing | 20% | |||
Sonde | Outside investors | ||||
Convertible Notes [Line Items] | ||||
Proceeds from issue of convertible notes | $ 0.4 | $ 2.2 | ||
Sonde | PureTech and third-party | ||||
Convertible Notes [Line Items] | ||||
Proceeds from issue of convertible notes | 0.9 | 4.3 | ||
Sonde | PureTech Health (Company) | ||||
Convertible Notes [Line Items] | ||||
Proceeds from issue of convertible notes | $ 0.5 | $ 2.1 |
Non-Controlling Interest - Disc
Non-Controlling Interest - Disclosure of changes in equity classified non-controlling ownership interests in subsidiaries (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | $ 584,147 | $ 653,539 | $ 650,398 |
Share of comprehensive income (loss) | (37,444) | (62,709) | 5,037 |
NCI exercise of share options in subsidiaries | 7 | 66 | |
Equity settled share-based awards | 13,567 | 13,361 | 10,627 |
Acquisition of subsidiary non-controlling interest | (968) | ||
Equity at end of period | 547,589 | 584,147 | 653,539 |
Non-controlling interests | |||
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | (9,368) | (16,209) | (17,639) |
Share of comprehensive income (loss) | 13,290 | (2,151) | (1,417) |
Deconsolidation of subsidiary | 11,904 | ||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | (5,922) | ||
NCI exercise of share options in subsidiaries | (15,164) | (5,922) | |
Equity settled share-based awards | 4,711 | 6,252 | 2,822 |
Acquisition of subsidiary non-controlling interest | 8,668 | ||
Other | (4) | (6) | 24 |
Equity at end of period | 5,369 | (9,368) | (16,209) |
Internal | |||
Non-Controlling Interests [Line Items] | |||
Share of comprehensive income (loss) | (121,118) | (64,753) | (41,964) |
Internal | Non-controlling interests | |||
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | 0 | (8,567) | (8,682) |
Share of comprehensive income (loss) | 0 | (96) | (191) |
Deconsolidation of subsidiary | 0 | ||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | 0 | ||
NCI exercise of share options in subsidiaries | 0 | ||
Equity settled share-based awards | 0 | (4) | 305 |
Acquisition of subsidiary non-controlling interest | 8,668 | ||
Other | 0 | 0 | 0 |
Equity at end of period | 0 | 0 | (8,567) |
Controlled founded entities | |||
Non-Controlling Interests [Line Items] | |||
Share of comprehensive income (loss) | 99,075 | (42,917) | (45,411) |
Controlled founded entities | Non-controlling interests | |||
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | 1,634 | 2,966 | 1,465 |
Share of comprehensive income (loss) | 13,604 | (1,634) | (905) |
Deconsolidation of subsidiary | 0 | ||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | (5,922) | ||
NCI exercise of share options in subsidiaries | (15,164) | ||
Equity settled share-based awards | 4,703 | 6,224 | 2,395 |
Acquisition of subsidiary non-controlling interest | 0 | ||
Other | 0 | 0 | 11 |
Equity at end of period | 4,778 | 1,634 | 2,966 |
Non-controlled founded entities | |||
Non-Controlling Interests [Line Items] | |||
Share of comprehensive income (loss) | (5,085) | (7,010) | (6,826) |
Non-controlled founded entities | Non-controlling interests | |||
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | (11,585) | (11,181) | (11,016) |
Share of comprehensive income (loss) | (330) | (436) | (306) |
Deconsolidation of subsidiary | 11,904 | ||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | 0 | ||
NCI exercise of share options in subsidiaries | 0 | ||
Equity settled share-based awards | 8 | 32 | 122 |
Acquisition of subsidiary non-controlling interest | 0 | ||
Other | 2 | 0 | 19 |
Equity at end of period | 0 | (11,585) | (11,181) |
Parent company and other | |||
Non-Controlling Interests [Line Items] | |||
Share of comprehensive income (loss) | (10,316) | 51,971 | 99,238 |
Parent company and other | Non-controlling interests | |||
Non-Controlling Interests [Line Items] | |||
Equity at beginning of period | 583 | 574 | 593 |
Share of comprehensive income (loss) | 15 | 15 | (15) |
Deconsolidation of subsidiary | 0 | ||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | 0 | ||
NCI exercise of share options in subsidiaries | 0 | ||
Equity settled share-based awards | 0 | 0 | 0 |
Acquisition of subsidiary non-controlling interest | 0 | ||
Other | (6) | (6) | (6) |
Equity at end of period | $ 592 | $ 583 | $ 574 |
Non-Controlling Interest - Di_2
Non-Controlling Interest - Disclosure of aggregation of subsidiaries with material non-controlling interests before intra-group eliminations (Details) - Subsidiaries with material non-controlling interests - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Non-Controlling Interests [Line Items] | |||
Total revenue | $ 12,202 | $ 7,771 | $ 5,224 |
Income/(loss) for the year | 99,636 | (49,644) | (54,869) |
Other comprehensive income/(loss) | 0 | 0 | |
Total comprehensive income/(loss) for the year | 99,636 | (49,644) | (54,869) |
Total assets | 35,241 | 66,118 | |
Total liabilities | 65,578 | 218,101 | |
Net assets/(liabilities) | (30,336) | (151,982) | |
Internal | |||
Non-Controlling Interests [Line Items] | |||
Total revenue | 0 | 0 | 3,267 |
Income/(loss) for the year | 0 | 0 | (2,407) |
Other comprehensive income/(loss) | 0 | 0 | |
Total comprehensive income/(loss) for the year | 0 | 0 | (2,407) |
Total assets | 0 | 0 | |
Total liabilities | 0 | 0 | |
Net assets/(liabilities) | 0 | 0 | |
Controlled founded entities | |||
Non-Controlling Interests [Line Items] | |||
Total revenue | 12,202 | 7,771 | 1,957 |
Income/(loss) for the year | 98,633 | (50,436) | (53,535) |
Other comprehensive income/(loss) | 0 | 0 | |
Total comprehensive income/(loss) for the year | 98,633 | (50,436) | (53,535) |
Total assets | 35,341 | 66,279 | |
Total liabilities | 76,635 | 228,856 | |
Net assets/(liabilities) | (41,294) | (162,576) | |
Intra-group eliminations | |||
Non-Controlling Interests [Line Items] | |||
Total revenue | 0 | 0 | 0 |
Income/(loss) for the year | 1,003 | 792 | 1,073 |
Other comprehensive income/(loss) | 0 | 0 | |
Total comprehensive income/(loss) for the year | 1,003 | 792 | $ 1,073 |
Total assets | (100) | (161) | |
Total liabilities | (11,057) | (10,755) | |
Net assets/(liabilities) | $ 10,957 | $ 10,594 |
Non-Controlling Interest - Narr
Non-Controlling Interest - Narrative (Details) - USD ($) | 12 Months Ended | |||||||
Dec. 31, 2022 | Dec. 01, 2021 | Nov. 30, 2021 | Jun. 11, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 15, 2021 | |
Non-Controlling Interests [Line Items] | ||||||||
Contingent consideration recognised as of acquisition date | $ 600,000 | |||||||
Consideration paid (received) | $ 9,600,000 | |||||||
Non-controlling interests | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
NCI exercise of share-based awards in subsidiaries - change in NCI interest | $ (5,922,000) | |||||||
Follica, Incorporated | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 19.90% | |||||||
Alivio | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 8.10% | |||||||
Proportion of ownership interest in subsidiary | 100% | |||||||
Acquired minority non-controlling interest | 17.10% | |||||||
Consideration for acquired non-controlling interest | $ 1,200,000 | |||||||
Consideration for acquired non-controlling interest, first installment | 400,000 | |||||||
Acquisition cost | $ 1,000,000 | |||||||
Consideration for acquired non-controlling interest, second installment | $ 400,000 | |||||||
Sonde | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 4.50% | 6.20% | ||||||
Vedanta | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 0.40% | 3.70% | ||||||
Common | Follica, Incorporated | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 19.90% | 19.90% | ||||||
Common | Vedanta | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 12.20% | |||||||
Common | Vedanta | Non-controlling interests | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Convertible debt, instruments, converted to equity | $ 7,200 | |||||||
Increase (decrease) through conversion of convertible instruments, equity | $ 15,200,000 | |||||||
Common | Entrega | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Proportion of ownership interests held by non-controlling interests | 0.20% | 11.70% | 11.70% | |||||
Common | Entrega and Vedanta | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Increase (decrease) through conversion of convertible instruments, equity | $ 6,000,000 | |||||||
Common | Entrega and Vedanta | Non-controlling interests | ||||||||
Non-Controlling Interests [Line Items] | ||||||||
Convertible debt, instruments, converted to equity | $ 100,000 | |||||||
Increase (decrease) through conversion of convertible instruments, equity | $ 5,900,000 |
Trade and Other Payables - Disc
Trade and Other Payables - Disclosure of trade and other payables (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Trade and other payables [abstract] | ||
Trade payables | $ 26,504 | $ 11,346 |
Accrued expenses | 24,518 | 17,309 |
Income tax payable | 57 | 57 |
Liability settled share based awards | 1,805 | 4,703 |
Other | 1,957 | 2,403 |
Total trade and other payables | $ 54,840 | $ 35,817 |
Long-term loan - Narrative (Det
Long-term loan - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | |||||
Sep. 30, 2020 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 21, 2021 $ / shares shares | Dec. 31, 2020 USD ($) | Sep. 15, 2020 | |
Disclosure of detailed information about borrowings [line items] | ||||||
Long-term loan | $ 15,400 | $ 15,118 | $ 14,818 | |||
Vedanta | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Long-term loan | 15,400 | |||||
Vedanta | Principal | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Long-term loan | $ 15,000 | |||||
Oxford Finance LLC | Vedanta | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Final fee, percentage of original principal amount outstanding | 0.07 | |||||
Debt instrument, payment terms, final fee trigger amount | $ 1,100 | |||||
Oxford Finance LLC | Vedanta | Principal | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Long-term loan | $ 15,000 | |||||
Oxford Finance LLC | Vedanta | Preferred share warrants | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Number of shares issued (in shares) | shares | 12,886 | |||||
Exercise price (in dollars per share) | $ / shares | $ 23.28 | |||||
Oxford Finance LLC | Vedanta | Floating interest rate | ||||||
Disclosure of detailed information about borrowings [line items] | ||||||
Borrowings, interest rate | 7.70% | |||||
Borrowings, adjustment to interest rate basis | 0.17% |
Long-term loan - Disclosure of
Long-term loan - Disclosure of long-term loan obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Disclosure of detailed information about borrowings [line items] | ||
Beginning balance | $ 15,118 | $ 14,818 |
Accrued interest | 1,755 | 1,502 |
Interest paid | (1,436) | 1,201 |
Other | (38) | 0 |
Ending balance | $ 15,400 | $ 15,118 |
Long-term loan - Disclosure o_2
Long-term loan - Disclosure of long-term loan - Vedanta (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | $ 15,400 | $ 15,118 | $ 14,818 |
Vedanta | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | 15,400 | ||
Vedanta | Principal | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | 15,000 | ||
Vedanta | Balance of accreted premium net of unamortized issuance costs | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | 400 | ||
Vedanta | 2023 | Principal | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | 5,156 | ||
Vedanta | 2024 | Principal | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | 5,625 | ||
Vedanta | 2025 | Principal | |||
Disclosure of detailed information about borrowings [line items] | |||
Long-term loan | $ 4,219 |
Long-term loan - Disclosure o_3
Long-term loan - Disclosure of detailed information about borrowings (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Disclosure of detailed information about borrowings [abstract] | |||
Current portion of long-term loan | $ 5,156 | $ 857 | |
Long-term loan | 10,244 | 14,261 | |
Total Long-term loan | $ 15,400 | $ 15,118 | $ 14,818 |
Leases - Disclosure of quantita
Leases - Disclosure of quantitative information about right-of-use assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Balance at beginning of period | $ 17,166 | $ 20,098 | |
Additions | 163 | 739 | |
Tenant improvement - lease incentive | 0 | (733) | |
Depreciation | (3,047) | (2,938) | $ (2,700) |
Balance at end of period | $ 14,281 | $ 17,166 | $ 20,098 |
Leases - Disclosure of lease li
Leases - Disclosure of lease liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Balance at beginning of period | $ 32,990 | $ 35,348 | |
Additions | 163 | 1,016 | |
Cash paid for rent - principal - financing cash flow | (4,025) | (3,375) | $ (2,908) |
Cash paid for rent - interest | (1,982) | (2,181) | |
Interest expense | 1,982 | 2,181 | 2,354 |
Balance at end of period | $ 29,128 | $ 32,990 | $ 35,348 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 12 Months Ended | |||||
Apr. 26, 2019 ft² option | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Aug. 06, 2019 ft² | Jun. 26, 2019 ft² | |
Leases [Abstract] | ||||||
Depreciation | $ | $ (3,047) | $ (2,938) | $ (2,700) | |||
Rental income | $ | $ 600 | $ 1,100 | ||||
Gelesis | ||||||
Leases - Rental [Line Items] | ||||||
Lease liability, subleased area (in square feet) | 9,446 | |||||
Dewpoint Therapeutics, Inc. | ||||||
Leases - Rental [Line Items] | ||||||
Lease liability, subleased area (in square feet) | 11,852 | |||||
Lease At 6 Tide Street | ||||||
Leases - Rental [Line Items] | ||||||
Rentable area (in square feet) | 50,858 | |||||
Lease liability, initial term | 10 years 3 months | |||||
Lease liability, number of renewal options | option | 2 | |||||
Lease liability, renewal term | 5 years |
Leases - Disclosure of short-te
Leases - Disclosure of short-term and long-term portion of lease liability (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | |||
Short-term Portion of Lease Liability | $ 4,972 | $ 3,950 | |
Long-term Portion of Lease Liability | 24,155 | 29,040 | |
Total Lease Liability | $ 29,128 | $ 32,990 | $ 35,348 |
Leases - Disclosure of maturity
Leases - Disclosure of maturity analysis of operating lease payments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | $ 35,056 | ||
Interest | 5,928 | ||
Total Lease Liability | 29,128 | $ 32,990 | $ 35,348 |
Less than one year | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | 6,673 | ||
One to two years | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | 6,763 | ||
Two to three years | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | 5,168 | ||
Three to four years | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | 4,419 | ||
Four to five years | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | 4,551 | ||
More than five years | |||
Disclosure of maturity analysis of operating lease payments [line items] | |||
Undiscounted lease maturities | $ 7,483 |
Leases - Disclosure of short-_2
Leases - Disclosure of short-term and long-term portion of lease receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Short-term and Long-term of lease receivables [Table] | ||
Short-term Portion of Lease Receivable | $ 450 | $ 415 |
Long-term Portion of Lease Receivable | 835 | $ 1,285 |
Total Lease Receivable | $ 1,285 |
Leases - Disclosure of maturi_2
Leases - Disclosure of maturity analysis of finance lease payments receivable (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Finance lease payments receivable [Line Items] | |
Undiscounted lease receivable | $ 1,389 |
Unearned Finance income | 103 |
Net investment in the lease | 1,285 |
Less than one year | |
Finance lease payments receivable [Line Items] | |
Undiscounted lease receivable | 513 |
One to two years | |
Finance lease payments receivable [Line Items] | |
Undiscounted lease receivable | 523 |
Two to three years | |
Finance lease payments receivable [Line Items] | |
Undiscounted lease receivable | $ 353 |
Capital and Financial Risk Ma_3
Capital and Financial Risk Management - Credit risk (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Capital And Financial Risk Management Credit Risk [Abstract] | ||||
Cash and cash equivalents | $ 149,866 | $ 465,708 | $ 403,881 | $ 132,360 |
Short-term investments | 200,229 | 0 | ||
Trade and other receivables | 11,867 | 3,174 | ||
Total | $ 361,961 | $ 468,882 |
Capital and Financial Risk Ma_4
Capital and Financial Risk Management - Not impaired (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Not impaired [Line Items] | ||
Trade and other receivables | $ 11,867 | $ 3,174 |
Not impaired | ||
Not impaired [Line Items] | ||
Trade and other receivables | $ 11,867 | $ 3,174 |
Capital and Financial Risk Ma_5
Capital and Financial Risk Management - Liquidity risk (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Liquidity Risk [Line Items] | |||
Long-term loan | $ 15,400 | $ 15,118 | $ 14,818 |
Current financial liabilities | 2,345 | 4,641 | |
Financial liabilities | 103,103 | 240,015 | |
Long-term loan [Member] | |||
Liquidity Risk [Line Items] | |||
Long-term loan | 18,531 | 18,752 | |
Subsidiary notes payable | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 2,345 | 4,641 | |
Trade and other payables | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 54,840 | 35,817 | |
Warrants [Member] | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 47 | 6,787 | |
Subsidiary preferred shares | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 27,339 | 174,017 | |
Carrying Amount | |||
Liquidity Risk [Line Items] | |||
Financial liabilities | 99,971 | 236,381 | |
Carrying Amount | Long-term loan [Member] | |||
Liquidity Risk [Line Items] | |||
Long-term loan | 15,400 | 15,118 | |
Carrying Amount | Subsidiary notes payable | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 2,345 | 4,641 | |
Carrying Amount | Trade and other payables | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 54,840 | 35,817 | |
Carrying Amount | Warrants [Member] | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 47 | 6,787 | |
Carrying Amount | Subsidiary preferred shares | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 27,339 | 174,017 | |
Within Three Months | |||
Liquidity Risk [Line Items] | |||
Financial liabilities | 86,409 | 221,559 | |
Within Three Months | Long-term loan [Member] | |||
Liquidity Risk [Line Items] | |||
Long-term loan | 1,838 | 296 | |
Within Three Months | Subsidiary notes payable | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 2,345 | 4,641 | |
Within Three Months | Trade and other payables | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 54,840 | 35,817 | |
Within Three Months | Warrants [Member] | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 47 | 6,787 | |
Within Three Months | Subsidiary preferred shares | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 27,339 | 174,017 | |
Three to Twelve months | |||
Liquidity Risk [Line Items] | |||
Financial liabilities | 5,281 | 2,182 | |
Three to Twelve months | Long-term loan [Member] | |||
Liquidity Risk [Line Items] | |||
Long-term loan | 5,281 | 2,182 | |
Three to Twelve months | Subsidiary notes payable | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
Three to Twelve months | Trade and other payables | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
Three to Twelve months | Warrants [Member] | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
Three to Twelve months | Subsidiary preferred shares | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
One year to Five Years | |||
Liquidity Risk [Line Items] | |||
Financial liabilities | 11,413 | 16,274 | |
One year to Five Years | Long-term loan [Member] | |||
Liquidity Risk [Line Items] | |||
Long-term loan | 11,413 | 16,274 | |
One year to Five Years | Subsidiary notes payable | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
One year to Five Years | Trade and other payables | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
One year to Five Years | Warrants [Member] | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | 0 | 0 | |
One year to Five Years | Subsidiary preferred shares | |||
Liquidity Risk [Line Items] | |||
Current financial liabilities | $ 0 | $ 0 |
Capital and Financial Risk Ma_6
Capital and Financial Risk Management - Narrative (Details) $ in Thousands | Jan. 13, 2022 shares | Dec. 31, 2022 USD ($) shares | Aug. 19, 2022 shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) |
Capital And Financial Risk Management [Line Items] | ||||||
Cash and cash equivalents | $ 149,866 | $ 465,708 | $ 403,881 | $ 132,360 | ||
Short-term investments | 200,229 | 0 | ||||
Investments held at fair value | 251,892 | $ 397,179 | 553,167 | |||
Karuna, Vor and Akili | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Investments held at fair value | $ 239,000 | |||||
Karuna | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Number of associate's common stock held at fair value | shares | 1,054,464 | |||||
Vor | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Number of associate's common stock held at fair value | shares | 2,671,800 | |||||
Akili | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Number of shares held (in shares) | shares | 12,527,477 | |||||
Number of earnout shares received from SPAC exchange (in shares) | shares | 1,433,914 | |||||
Equity price risk | Karuna, Vor and Akili | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Sensitivity analysis for equity price risk, impact on pre-tax earnings, percentage | 0.10 | |||||
Sensitivity analysis for equity price risk, impact on pre-tax earnings | $ 23,900 | |||||
Gelesis | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Investments in associates accounted for using equity method | $ 0 | |||||
Number of earnout shares received from SPAC exchange (in shares) | shares | 4,526,622 | |||||
Gelesis and Sonde | ||||||
Capital And Financial Risk Management [Line Items] | ||||||
Investments in associates accounted for using equity method | $ 9,100 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Commitments and Contingencies [Table] | |
Payments in respect of developmental milestones, dependent on events outside control of company, but reasonably possible to occur | $ 8.7 |
Non-cancellable contractual commitments | $ 11.3 |
Related Parties Transactions -
Related Parties Transactions - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related party transactions [Line Items] | |||
General and administrative expenses | $ 60,991 | $ 57,199 | $ 49,440 |
Finance income | 5,799 | 214 | 1,183 |
Receivables due from related parties | 1,100 | ||
Gelesis | |||
Related party transactions [Line Items] | |||
Finance income | 1,600 | ||
Related parties | |||
Related party transactions [Line Items] | |||
General and administrative expenses | 51 | 181 | |
Related parties | Gelesis | |||
Related party transactions [Line Items] | |||
Royalty income | $ 509 | $ 231 | $ 54 |
Directors and Senior Managers | Common | |||
Related party transactions [Line Items] | |||
Number of shares held (in shares) | 25,371,839 | ||
Percent voting rights of the Companny | 9.10% | ||
Additional number of shares authorized to purchase | 2,350,000 | ||
Number of shares issuable based on performance conditions | 6,448,899 | 6,448,899 | |
Directors and Senior Managers | Convertible notes | |||
Related party transactions [Line Items] | |||
Payables to related parties | $ 99 | $ 94 | |
Senior Managers | Common | |||
Related party transactions [Line Items] | |||
Number of shares issuable based on performance conditions | 6,448,899 | ||
Director | Common | |||
Related party transactions [Line Items] | |||
Number of shares issuable based on performance conditions | 172,056 | ||
Nonexecutive Directors | |||
Related party transactions [Line Items] | |||
Remuneration expense | 655 | 605 | $ 690 |
Share-based payment expense | 365 | 161 | $ 0 |
Associates | Gelesis | |||
Related party transactions [Line Items] | |||
Royalty income | $ 509 | $ 231 |
Related Parties Transactions _2
Related Parties Transactions - Disclosure of key management personnel compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transactions - Key Management Personnel Compensation [Abstract] | |||
Short-term employee benefits | $ 4,369 | $ 4,666 | $ 4,833 |
Share-based payment expense | 2,741 | 4,045 | 5,822 |
Total | $ 7,109 | $ 8,711 | $ 10,656 |
Related Parties Transactions _3
Related Parties Transactions - Disclosure of directors’ and senior managers’ shareholdings and share incentive awards (Details) | Dec. 31, 2022 USD ($) shares |
Ms Dapne Zohar | Gelesis | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 465,121 |
Number of options held (in shares) | 3,303,306 |
Number of RSUs held (in shares) | 1,349,697 |
Ownership interest | 4.45% |
Dr Robert Langer | Entrega | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 250,000 |
Number of options held (in shares) | 82,500 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 4.09% |
Dr Raju Kucherlapati | Gelesis | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 139,625 |
Number of options held (in shares) | 0 |
Number of RSUs held (in shares) | 50,639 |
Ownership interest | 0.12% |
Dr Raju Kucherlapati | Enlight (Class B Common) | Class B common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 0 |
Number of options held (in shares) | 30,000 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 3% |
Dr John LaMattina | Gelesis | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 395,035 |
Number of options held (in shares) | 37,129 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 0.38% |
Dr John LaMattina | Akili | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 56,554 |
Number of options held (in shares) | 0 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 0.07% |
Dr John LaMattina | Vedanta | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 25,000 |
Number of options held (in shares) | 0 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 0.17% |
Dr Bharatt Chowrira | Karuna | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 5,000 |
Number of options held (in shares) | 0 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 0.01% |
Dr Joseph Bolen | Vor | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 0 |
Number of options held (in shares) | 9,191 |
Number of RSUs held (in shares) | 0 |
Ownership interest | 0.01% |
Dr John LaMattina and Ms Mary LaMattina | Gelesis | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 345,035 |
Dr John LaMattina (individually) | Gelesis | Common | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Number of shares held (in shares) | 50,000 |
Dr John LaMattina (individually) | Appeering | Convertible notes | |
Directors and Senior Managers Shareholdings and Share Incentive awards [Line Items] | |
Aggregate principal amount | $ | $ 50,000 |
Taxation - Narrative (Details)
Taxation - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Taxation [Line Items] | |||
Percentage vote and value of subsidiaries included in the Group consolidated federal tax return | 80% | 80% | 80% |
Percentage vote and value of subsidiaries in the Group consolidated state tax return | 50% | 50% | 50% |
Income tax expense/(benefit) | $ (55,719) | $ 3,756 | $ 14,401 |
Total deferred income tax expense/(benefit) | (70,120) | (18,491) | (7,395) |
Total current income tax expense/(benefit) | 14,401 | 22,247 | 21,796 |
UNITED STATES | |||
Taxation [Line Items] | |||
Deferred tax assets (liabilities), net, not recognized | 92,962 | 72,843 | |
Federal | |||
Taxation [Line Items] | |||
Total deferred income tax expense/(benefit) | (48,240) | (15,416) | (7,349) |
Total current income tax expense/(benefit) | 13,065 | 22,138 | 21,796 |
Tax Losses | 219,500 | 215,400 | 169,700 |
Tax Credits | 4,500 | 3,900 | 3,900 |
Unused federal orphan drug tax credits | 6,100 | 5,700 | |
Federal | Operating loss carryforwards not subject to expiration | |||
Taxation [Line Items] | |||
Tax Losses | 152,700 | ||
MASSACHUSETTS | |||
Taxation [Line Items] | |||
Tax Losses | 71,700 | 27,900 | 67,400 |
Tax Credits | $ 600 | $ 1,300 | $ 2,100 |
Taxation - Disclosure of income
Taxation - Disclosure of income taxes recognized in comprehensive income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Taxation [Abstract] | |||
Income/(loss) for the year | $ (37,065) | $ (62,709) | $ 4,568 |
Income tax expense/(benefit) | (55,719) | 3,756 | 14,401 |
Income/(loss) before taxes | $ (92,783) | $ (58,953) | $ 18,969 |
Taxation - Disclosure of recogn
Taxation - Disclosure of recognized income tax expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Recognised Income Tax Expense [Line Items] | |||
Total current income tax expense/(benefit) | $ 14,401 | $ 22,247 | $ 21,796 |
Total deferred income tax expense/(benefit) | (70,120) | (18,491) | (7,395) |
Total income tax expense/(benefit), recognized | (55,719) | 3,756 | 14,401 |
Federal | |||
Recognised Income Tax Expense [Line Items] | |||
Total current income tax expense/(benefit) | 13,065 | 22,138 | 21,796 |
Total deferred income tax expense/(benefit) | (48,240) | (15,416) | (7,349) |
Foreign | |||
Recognised Income Tax Expense [Line Items] | |||
Total current income tax expense/(benefit) | 0 | 0 | 0 |
Total deferred income tax expense/(benefit) | 0 | 0 | 0 |
State | |||
Recognised Income Tax Expense [Line Items] | |||
Total current income tax expense/(benefit) | 1,336 | 109 | 0 |
Total deferred income tax expense/(benefit) | $ (21,880) | $ (3,075) | $ (46) |
Taxation - Disclosure of reconc
Taxation - Disclosure of reconciliation of effective tax rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Effective Tax Rate [Table] | |||
US federal statutory rate | $ (19,486) | $ (12,380) | $ 3,984 |
US federal statutory rate | 21% | 21% | 21% |
Effects of state tax rate in U.S. | $ (8,043) | $ (4,484) | $ 1,844 |
Effects of state tax rate in U.S. | 8.67% | 7.61% | 9.72% |
R&D and orphan drug tax credits | $ (6,876) | $ (5,056) | $ (5,642) |
R&D and orphan drug tax credits | 7.41% | 8.58% | (29.74%) |
Non deductible share based payment expenses | $ 788 | $ 555 | $ 327 |
Non deductible share based payment expenses | (0.85%) | (0.94%) | 1.73% |
Finance income/(costs) – fair value accounting | $ (28,783) | $ (2,017) | $ 919 |
Finance income/(costs) – fair value accounting | 31.02% | 3.42% | 4.84% |
Loss with respect to associate for which no deferred tax asset is recognized | $ 1,413 | $ 11,542 | $ 0 |
Loss with respect to associate for which no deferred tax asset is recognized | (1.52%) | (19.58%) | 0% |
Change in blended state rate impact due to state apportionment change | $ (8,856) | $ 0 | $ 0 |
Change in blended state rate impact due to state apportionment change | 9.54% | 0% | 0% |
Transaction Costs | $ 0 | $ 309 | $ 361 |
Transaction Costs | 0% | (0.52%) | 1.91% |
Interest Expense | $ 69 | $ 217 | $ (2,258) |
Interest Expense | (0.07%) | (0.37%) | (11.91%) |
Executive Compensation | $ 300 | $ 746 | $ 827 |
Executive Compensation | (0.32%) | (1.27%) | 4.36% |
Recognition of deferred tax assets and tax benefits not previously recognized | $ (184) | $ (414) | $ 0 |
Recognition of deferred tax assets and tax benefits not previously recognized | 0.20% | 0.70% | 0% |
Current year losses for which no deferred tax asset is recognized | $ 17,287 | $ 14,375 | $ 13,948 |
Current year losses for which no deferred tax asset is recognized | (18.63%) | (24.38%) | 73.53% |
Sonde Deconsolidation | $ (3,572) | $ 0 | $ 0 |
Sonde Deconsolidation | 3.85% | 0% | 0% |
Other | $ 224 | $ 363 | $ 91 |
Other | (0.25%) | (0.62%) | 0.48% |
Income tax expense/(benefit) | $ (55,719) | $ 3,756 | $ 14,401 |
Average effective tax rate | 60.05% | (6.37%) | 75.92% |
Taxation - Disclosure of deferr
Taxation - Disclosure of deferred taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax liabilities | $ (19,645) | $ (89,765) |
UNITED STATES | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 127,061 | 88,096 |
Deferred tax liabilities | (53,744) | (105,018) |
Deferred tax assets (liabilities), net | 73,317 | (16,922) |
Deferred tax liabilities, net, recognized | (19,645) | (89,765) |
Deferred tax assets (liabilities), net, not recognized | 92,962 | 72,843 |
UNITED STATES | Operating tax losses | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 48,317 | 46,982 |
UNITED STATES | Tax credits | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 11,101 | 10,673 |
UNITED STATES | Share-based payments | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 8,423 | 7,265 |
UNITED STATES | Capitalized Research & Experimental Expenditures | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 36,084 | 0 |
UNITED STATES | Investment in Associates | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 13,036 | 11,542 |
UNITED STATES | Lease Liability | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 7,143 | 8,969 |
UNITED STATES | Other temporary differences | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax assets | 2,957 | 2,665 |
UNITED STATES | Investments held at fair value | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax liabilities | (47,877) | (96,804) |
UNITED STATES | ROU asset | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax liabilities | (3,519) | (4,667) |
UNITED STATES | Fixed assets | ||
Deferred Tax Assets and Liabilities [Line Items] | ||
Deferred tax liabilities | $ (2,348) | $ (3,547) |
Taxation - Disclosure of unreco
Taxation - Disclosure of unrecognized deferred tax assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Gross Amount | ||
Unrecognized deferred tax assets [Line Items] | ||
Deductible Temporary Difference | $ 132,145 | $ 59,925 |
Tax Losses | 219,466 | 215,425 |
Tax Credits | 11,101 | 9,636 |
Total | 362,712 | 284,986 |
Tax Effected | ||
Unrecognized deferred tax assets [Line Items] | ||
Deductible Temporary Difference | 33,544 | 16,224 |
Tax Losses | 48,317 | 46,982 |
Tax Credits | 11,101 | 9,636 |
Total | $ 92,962 | $ 72,843 |
Taxation - Disclosure of unre_2
Taxation - Disclosure of unrecognized tax losses and tax credits carryforwards (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Gross Amount | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | $ 219,466 | $ 215,425 |
Tax credits expiring | 11,101 | 9,636 |
Gross Amount | Within 10 years | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 23,930 | 19,735 |
Tax credits expiring | 43 | 4 |
Gross Amount | More than 10 years | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 42,822 | 47,937 |
Tax credits expiring | 11,058 | 9,632 |
Gross Amount | Available indefinitely | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 152,714 | 147,753 |
Tax credits expiring | 0 | 0 |
Tax Effected | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 48,317 | 46,982 |
Tax credits expiring | 11,101 | 9,636 |
Tax Effected | Within 10 years | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 5,387 | 4,343 |
Tax credits expiring | 43 | 4 |
Tax Effected | More than 10 years | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 10,509 | 11,611 |
Tax credits expiring | 11,058 | 9,632 |
Tax Effected | Available indefinitely | ||
Tax losses and tax credits carryforwards [Line Items] | ||
Tax losses expiring | 32,421 | 31,028 |
Tax credits expiring | $ 0 | $ 0 |
Taxation - Disclosure of tax ba
Taxation - Disclosure of tax balances as presented in statement of financial position (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Taxation [Line Items] | ||
Income tax receivable – current | $ 10,040 | $ 4,514 |
Trade and Other Payables | $ (57) | $ (57) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | Apr. 24, 2023 | Mar. 22, 2023 | Mar. 01, 2023 | Feb. 21, 2023 | Dec. 31, 2022 | Jul. 27, 2022 | Dec. 31, 2021 |
Subsequent Events [Line Items] | |||||||
Short-term note from associate | $ 0 | $ 15,120 | |||||
Convertible note receivable | Gelesis | |||||||
Subsequent Events [Line Items] | |||||||
Short-term note from associate | $ 15,000 | ||||||
Current receivable due from associates, interest rate | 15% | ||||||
Issuance of convertible note receivable | Convertible note receivable | Gelesis | |||||||
Subsequent Events [Line Items] | |||||||
Short-term note from associate | $ 5,000 | ||||||
Current receivable due from associates, interest rate | 12% | ||||||
Issuance of convertible notes | Vedanta | |||||||
Subsequent Events [Line Items] | |||||||
Proceeds from issue of convertible notes | $ 18,000 | ||||||
Issuance of convertible notes | Investor | Vedanta | |||||||
Subsequent Events [Line Items] | |||||||
Proceeds from issue of convertible notes | $ 88,500 | ||||||
Borrowings, interest rate | 9% | ||||||
Convertible note, percentage of equity price trigger | 80% | ||||||
Issuance of convertible notes | Borrowing From PureTech Health | Vedanta | |||||||
Subsequent Events [Line Items] | |||||||
Proceeds from issue of convertible notes | $ 5,000 | ||||||
Sale of royalty interest | Royalty Pharma | |||||||
Subsequent Events [Line Items] | |||||||
Sale of royalty interest, expected consideration | $ 100,000 | ||||||
Sale of royalty interest, contingent consideration (up to) | $ 400,000 |