Siegfried when substance matters Semi-annual report 2008

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1 Siegfried when substance matters Semi-annual report 2008

2 Key figures Continuing Operations 1 st Half-Year st Half-Year 2007 Difference Change in % Net sales (million CHF) Net profit (million CHF) Operating profit (EBIT) (million CHF) Operating margin (%) (EBIT) Cash flow from operating activities (million CHF) n.a. EBITDA (million CHF) EBITDA margin (%) Capital expenditure (million CHF) Personnel expenses (million CHF) Employees (number) Group June 30, 2008 December 31, 2007 Shareholder s equity (million CHF) Total assets (million CHF) Equity as a % of total assets Semi-annual average

3 Semi-annual report 2008 Siegfried Posts Growth Despite Negative Currency Influence During the first half of 2008, the Siegfried Group (SWX: SFZN) achieved revenues of CHF million, an increase of 6.8% in local currencies and, as a result of the declining U.S. dollar, 1.2% in Swiss francs. Operating profit (EBIT) reached CHF 28.5 million (+33.2%). The sale of the pharmaceutical production facility in Zofingen to the U.S.-based Arena Pharmaceuticals and license payments for a previous bio-generic project both contributed to the positive results. Semi-annual report Siegfried Holding Ltd. 3

4 Siegfried Actives Division The Division increased production during the first six months compared to 2007 and markedly upped utilization levels. Due to customer postponements of deliveries to the second half of 2008, the Division results of CHF 95.1 million remained below the 2007 results (12.7% in Swiss francs and 4.9% in local currencies). Operating profit (EBIT) amounted to CHF 1.7 million, clearly lower than last year. One reason for the comparative shortfall is the one-time payment of CHF 9.1 million made by U.S.-based Celgene during the first half of 2007 for a reactor system. The Siegfried Actives Division sells a substantial part of its production to U.S. dollar regions, which strongly impacted both revenues and operative results; leaving a 7.8% currencyinfluenced difference in revenues. Successful standard products The expansion of standard product activities (incl. controlled substances) continues. Primarily, this includes a range of opiate-based substances for powerful analgesics used in cancer therapies. New substances are continually being brought to commercial production. In addition to the U.S. market, interest for opiate derivatives is also growing markedly in the Canadian and European markets. Sales of the active pharmaceutical ingredients methadone and nicotine, where Siegfried Actives is the market leader, continue to develop well. Currently, Siegfried Actives is working to expand its product range of nicotine derivatives. Good order inflow For the Siegfried Actives Division, the rate of incoming orders remains solid. Last year, 20 new exclusive synthesis projects were won; during the first half of 2008, six more projects were added, and we await decisions on various promising offers. The pipeline for exclusive synthesis currently has 8 projects for pharmaceuticals that have already been launched by the customer. Further 6 projects are in the clinical phase III, and 26 projects are in phases I or II. Two products are about to go into ramp-up of production that will add to the 2008 results and be a key growth factor in Semi-annual report Siegfried Holding Ltd.

5 Siegfried Generics Division Siegfried Generics developed well during the first six months of 2008 and achieved revenues of CHF 64.6 million (+32%). The CHF 30.3 million EBIT was bolstered by the sale of the pharmaceutical facility in Zofingen to Arena Pharmaceuticals in San Diego. Operating profit was CHF 16.7 million, which includes licensing income for a successfully completed bio-generics project. Generics in new dosage forms After the sale of the production facility in Zofingen, the production of generics (in solid dosage forms) will be successively transferred to Malta. In addition, new dosage form projects will supplement the pipeline; these will be carried out in cooperation with industry partners. The generics pipeline now has 13 projects, including 3, which are already in the registration phase. The remaining projects are in the evaluation phase. Rapid development of the inhalation technology Development work on generic inhalation products used for asthma therapy is moving along vigorously. A new GMP production facility in Höchstädt, Germany was found for the manufacture of inhalation drugs based on the PulmoJet. The development lab in Munich was updated and continues to grow. The inhalation technology costs were charged to the profit & loss statement. Discussion with potential marketing partners in the U.S.A. and Europe are now underway. Initial cost sharing solutions, especially for a project targeting the U.S. market, are expected already in Semi-annual report Siegfried Holding Ltd. 5

6 Outlook The Siegfried Group expects the Siegfried Actives Division to achieve markedly better sales for the second half of 2008 despite the negative U.S. dollar pull and this trend might continue into the next year. A key reason for this optimism is the expected ramp-up for two larger customer projects, scheduled for the end of the year. These active pharmaceutical ingredients might also have a positive influence on margins in The competitive situation will become increasingly noticeable for the Siegfried Generics Division, resulting in declining revenues for the second half of Nevertheless, the Siegfried Group sees single digit growth for the year. Due to the weakness of the U.S. dollar and ongoing investments in the inhalation technology, operating margins might drop slightly below 10%. Net profit should remain solid, thanks to the abovementioned special factors. 6 Semi-annual report Siegfried Holding Ltd.

7 Semi-annual report Siegfried Holding Ltd. 7

8 Consolidated Income Statement (unaudited) In CHF Continuing operations 1 st Half-Year st Half-Year 2007 Net sales Cost of goods sold Gross profit Marketing and sales Research and development Administration and general overhead Other operating income Operating profit Share of results of associated companies 536 Financial income Financial expenses Exchange rate differences Profit before taxes Income taxes Net profit from continuing operations Net profit from discontinued operations Net profit group Net profit per share Undiluted net profit per share (CHF) Diluted net profit per share (CHF) Net profit per share (continuing operations) Undiluted net profit per share (CHF) Diluted net profit per share (CHF) Financial Statements Siegfried Group

9 Segment information continuing operations (unaudited) In CHF Change in % Change in % Group 1 st Half-Year st Half-Year 2007 in CHF In local currency Net sales Operating profit Segment depreciation EBITDA EBITDA margin (%) Share of results of associated companies 536 Financial result, net Profit before taxes Change in % Change in % Siegfried Actives 1 st Half-Year st Half-Year 2007 in CHF In local currency Net sales Operating profit Segment depreciation EBITDA EBITDA margin (%) Change in % Change in % Siegfried Generics 1 st Half-Year st Half-Year 2007 in CHF In local currency Net sales Operating profit Segment depreciation EBITDA EBITDA margin (%) Other and eliminations 1 st Half-Year st Half-Year 2007 Change in % Operating profit n.a. Segment depreciation 16 EBITDA n.a. Financial Statements Siegfried Group 9

10 Consolidated Balance Sheet (unaudited) In CHF December 31, 2007 Assets June 30, 2008 restated Non-current assets Property, plant and equipment Intangible assets Investments in associated companies and joint ventures Financial and other non-current assets Non-current pension assets Deferred tax assets Total non-current assets Current assets Inventories Trade receivables Other current assets Derivative financial instruments Cash Total current assets Non-current assets held for sale Total assets Liabilities and Equity Equity Share capital Treasury shares Reserves and retained earnings Total equity Non-current liabilities Non-current financial liabilities Non-current provisions Deferred tax liabilities Other non-current liabilities Non-current pension liabilities Total non-current liabilities Current liabilities Trade payables Other current liabilities Current pension liabilities Current provisions Current income tax liabilities Total current liabilities Total liabilities Total liabilities and equity Financial Statements Siegfried Group

11 Condensed Consolidated Cash Flow Statement (unaudited) In CHF 1 st Half-Year st Half-Year 2008 restated Profit before taxes from continuing operations Depreciation of property, plant and equipment and intangible assets Change in provisions Other non-cash items Change in net current assets and other items Cash flow from operating activities Purchase of property, plant and equipment Sale of non-current assets held for sale Miscellaneous cash flow from investing activities Cash flow from investing activities Change in financial liabilities Purchase/disposal of treasury shares, net Dividend paid Cash flow from financing activities Cash flow from discontinued operations Net change in cash Cash at January Net effect of exchange rate changes on cash Cash at June Consolidated Statement of Recognized Income and Expense (unaudited) In CHF 1 st Half-Year st Half-Year 2008 restated Cashflow Hedges - gains (losses) taken to equity 743 Available-for-sale financial assets - gains (losses) taken to equity transferred to income statement Actuarial gains (losses) from defined benefit plans Exchange rate differences Income taxes on items recorded in equity Discontinued operations - Exchange rate differences transferred to income statement Expense recognized directly in equity Net profit from continuing operations Net profit from discontinued operations Total recognized income and expense Financial Statements Siegfried Group 11

12 Condensed Consolidated Statement of Changes in Equity (unaudited) In CHF 1 st Half-Year st Half-Year 2007 At January Restatement (first adoption of IFRIC 14) At January 1 (restated) Total recognized income and expense Dividends Change in treasury shares Employee share plan 5 At June Market prices In CHF Registered share highest lowest at year-end at June Most important exchange rates Balance sheet Final rates Final rates Change Currency June 30, 2008 December 31, 2007 in % 1 USD EUR Income statement Average rates Average rates Change Currency 1 st Half-Year st Half-Year 2007 in % 1 USD EUR Financial Statements Siegfried Group

13 Notes to the Consolidated Financial Statements Accounting principles The Consolidated Financial Statements include the unaudited half-year accounts of Siegfried Holding AG, which is incorporated in Switzerland, and its subsidiary companies for the reporting period ended 30 June 2008 (First half-year 2008). The financial reporting complies with the International Financial Reporting Standards (IFRS) and with the International Accounting Standard 34 Interim Financial Reporting (IAS 34), issued by the International Accounting Standards Board (IASB). The accounting principles are described in detail in the Annual Report 2007 of the Siegfried Group and have also been applied unchanged for the half-year accounts with the exception of the adjustments explained below. If necessary, the comparative amounts taken from the prior year half-year consolidated financial statements have been reclassified or supplemented for changes in the presentation of the consolidated financial statements. Changes in accounting principles The following new interpretations became effective on January 1, 2008: IFRIC 11 Group and Treasury Share Transactions IFRIC 12 Service Concession Arrangements IFRIC 14 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction The new interpretations IFRIC 11 and IFRIC 12 had no effect on the interim financial statements of the Siegfried Group. However, the adoption of IFRIC 14 led to a restatement as of January 1, The financial effects of this restatement are described in the notes to the consolidated financial statements. IFRS 8 Operating Segments. In 2007 the Siegfried Group has early adopted the new standard, which is compulsory from January 1, 2009, following the sale of the Sidroga division and the changes in the management structure. The comparative figures of June 30, 2007 have been adjusted according to the new presentation. The Siegfried Group is currently assessing the potential impact of the other standards and interpretations that will become effective from January 1, 2009 or later and which have not been early adopted. 1. Siegfried Generics licensing revenues During the first six months of 2008, Siegfried Generics achieved licensing revenues of CHF 13.5 million from a bio-generics project begun in The project was successfully licensed in 2001, with payments pegged to milestones. At the signing of the contract in 2001, CHF 4 million were paid. In 2006 another CHF 10 million was added when our customer submitted the dossier. Finally, CHF 13.5 million was paid at the time of the market launch. The milestone payments for 2008 will be made by installments: CHF 5 million in 2008, CHF 5 million and CHF 4 million will be due in 2009 and Payments submitted after 2008 are discounted to their net present value. 2. Gains on the sale of fixed assets On December 17, 2007, Siegfried and Arena Pharmaceuticals GmbH (the Swiss subsidiary company of the U.S.-based Arena Pharmaceuticals Inc.) signed four long-term cooperative contracts in the areas of chemical development, galenic production, compliance, and services. In addition, Siegfried sold the pharmaceutical production facility in Zofingen, Switzerland to Arena, including technology, equipment and the corresponding facility premises for CHF 42.8 million. The transaction was finalized on January 9, The sold assets were reported separately (per December 31, 2007) at a value of CHF 19.6 million under non-current assets held for sale. The transaction includes a CHF 31.8 million cash payment by Arena and the transfer of 1,488,482 shares of Arena Pharmaceutical Inc. to Siegfried. The transferred shares have a lock up period of three years, they are treated as available for sale financial assets and included in Financial and other non-current assets. CHF 21.8 million were due on the date of the transaction; the remaining CHF 10 million will be paid in three equal installments in three, four and five years after the completion of the deal. These payments are discounted to their net present value. The galenic production at Siegfried will be transferred stepwise to Malta and to third party facilities. The resulting transfer costs and costs related to the transaction (CHF 7.5 million in total) were provided for. These amounts will be drawn upon until Overall the transaction results in a gain from the sale of assets of CHF 13.5 million. Financial Statements Siegfried Group 13

14 3. IFRIC 14 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction is applicable to all post-employment defined benefits and other long-term employee defined benefits. IFRIC 14 adresses the issue of an economic benefit from refunds or reductions in future contributions as well as the question of when a minimum funding requirement might give rise to a liability. The Siegfried Group has applied the revised standard retrospectively as of January 1, 2007, it had the following impacts: Restated Consolidated Balance Sheet In CHF Non-current pension assets Non-current pension liabilities Deferred tax liabilities Equity Together with the first application of IFRIC 14, non-current pension assets were presented separately from non-current pension liabilities. The restatement had no effect on the consolidated income statements of theses periods. The actuarial losses from defined benefit plans included in the Consolidated Statement of Recognized Income and Expense of CHF 7.8 million include CHF 6.6 million due to the application of IFRIC Change in the scope of consolidation On February 19, 2008 Siegfried (Canada) Inc., Montreal, Canada, was incorporated with capital stock of CAD 100. The new company s activities include the development of generic pharmaceutical products. 14 Financial Statements Siegfried Group

15 Cautionary statement regarding forward-looking statements This Annual Report contains certain forward-looking statements identified by words such as believes, expects, anticipates, projects, intends, should, seeks, estimates, future or similar expressions or by discussion of, among other things, strategy, goals, plans or intentions. Various factors may cause actual results to differ materially in the future from those reflected in forwardlooking statements contained in this Annual Report, among others: (1) pricing and product initiatives of competitors; (2) legislative and regulatory developments and economic conditions; (3) delay or inability in obtaining regulatory approvals or bringing products to market; (4) fluctuations in currency exchange rates and general financial market conditions; (5) uncertainties in the discovery, development or marketing of new products or new uses of existing products, including without limitation negative results of clinical trials or research projects, unexpected side-effects of pipeline or marketed products; (6) increased government pricing pressures; (7) interruptions in production; (8) loss of or inability to obtain adequate protection for intellectual property rights; (9) litigation; (10) loss of key executives or other employees; and (11) adverse publicity and news coverage. The statement regarding earnings per share growth is not a profit forecast and should not be interpreted to mean that Siegfried s earnings or earnings per share for 2008 or any subsequent period will necessarily match or exceed the historical published earnings or earnings per share of Siegfried. Impressum This semi-annual report is also available in German, being the original version. Siegfried Holding AG Untere Brühlstrasse 4 CH-4800 Zofingen Phone Fax Editor: Peter A. Gehler Marcel Gremaud Idea, Concept and Layout: Seiler Communications AG, Zürich Photos: Albert Zimmermann, Zürich Print: Offsetdruck Goetz AG, Geroldswil Financial Statements Siegfried Group 15

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