0001193125-17-175290.txt : 20170518 0001193125-17-175290.hdr.sgml : 20170518 20170518162058 ACCESSION NUMBER: 0001193125-17-175290 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20170518 FILED AS OF DATE: 20170518 DATE AS OF CHANGE: 20170518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ObsEva SA CENTRAL INDEX KEY: 0001685316 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: V8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37993 FILM NUMBER: 17855156 BUSINESS ADDRESS: STREET 1: CHEMIN DES AULX, 12 CITY: PLAN-LES-OUATES STATE: V8 ZIP: 1228 BUSINESS PHONE: 0041-0-22-552-1558 MAIL ADDRESS: STREET 1: CHEMIN DES AULX, 12 CITY: PLAN-LES-OUATES STATE: V8 ZIP: 1228 6-K 1 d382251d6k.htm 6-K 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of May 2017

Commission File Number: 001-37993

 

 

OBSEVA SA

(Translation of registrant’s name into English)

 

 

Chemin des Aulx, 12

1228 Plan-les-Ouates

Geneva, Switzerland

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:   ☒     Form  20-F   ☐     Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 


INCORPORATION BY REFERENCE

Exhibits 99.1 and 99.2 to this Report on Form 6-K shall be deemed to be incorporated by reference into the registration statement on Form S-8 (Registration Number 333-216170) of ObsEva SA and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

Exhibit 99.3 to this Report on Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

RISK FACTORS

The risk factors set forth in the discussion of material risks in Item 3.D of our Annual Report on Form 20-F for the fiscal year ended December 31, 2016 are incorporated herein. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial, also may affect our business, financial condition and/or future operating results.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  ObsEva SA
Date: May 18, 2017   By:  

/s/ Ernest Loumaye

    Name   Ernest Loumaye
    Title:   Chief Executive Officer


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Unaudited Consolidated Interim Financial Statements
99.2    Management’s Discussion and Analysis of Financial Condition and Results of Operations
99.3    Press Release dated May 18, 2017
EX-99.1 2 d382251dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

OBSEVA SA

INDEX TO UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

Consolidated Balance Sheet as at March 31, 2017 (unaudited) and December 31, 2016    2
Unaudited Consolidated Statement of Comprehensive Loss for the three-month periods ended March 31, 2017 and 2016    3
Unaudited Consolidated Statement of Cash Flows for the three-month periods ended March 31, 2017 and 2016    4
Unaudited Statement of Changes in Equity for the period from January 1, 2016 to March 31, 2017    5
Unaudited Notes to the Consolidated Interim Financial Statements for the three-month period ended March 31, 2017    6


ObsEva SA

Consolidated Interim Financial Statements

Consolidated Balance Sheet

 

(in USD ’000)           As at March 31,
2017
    As at December
31, 2016
 
     Notes      unaudited     audited  

ASSETS

       

Current assets

       

Cash and cash equivalents

     3        104,158       25,508  

Other receivables

        988       783  

Prepaid expenses and deferred costs

        1,047       2,415  
     

 

 

   

 

 

 

Total current assets

        106,193       28,706  

Non-current assets

       

Plant and equipment

        118       121  

Intangible assets

     4        16,608       16,608  

Other long-term assets

        171       90  
     

 

 

   

 

 

 

Total non-current assets

        16,897       16,819  
     

 

 

   

 

 

 

Total assets

        123,090       45,525  
     

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS EQUITY

       

Current liabilities

       

Other payables and current liabilities

        1,836       2,383  

Accrued expenses

        6,912       4,269  
     

 

 

   

 

 

 

Total current liabilities

 

     8,748       6,652  

Non-current liabilities

       

Post-employment obligations

        2,859       2,832  
     

 

 

   

 

 

 

Total non-current liabilities

        2,859       2,832  

Shareholders’ equity

       

Share capital

        2,240       1,740  

Share premium

        160,260       71,966  

Reserves

        4,120       1,934  

Accumulated losses

        (55,137     (39,599
     

 

 

   

 

 

 

Total shareholders’ equity

     5        111,483       36,041  
     

 

 

   

 

 

 

Total liabilities and shareholders’ equity

        123,090       45,525  
     

 

 

   

 

 

 

The accompanying notes form an integral part of these consolidated interim financial statements.

 

2


ObsEva SA

Consolidated Interim Financial Statements

Consolidated Statement of Comprehensive Loss

 

(in USD ’000, except per share data)           Three-month period ended March 31,  
     Notes      2017     2016  
            unaudited  

Other operating income

        6       3  

OPERATING EXPENSES

       

Research and development expenses

     6        (13,057     (3,815

General and administrative expenses

        (2,745     (659
     

 

 

   

 

 

 

Total operating expenses

        (15,802     (4,474
     

 

 

   

 

 

 

OPERATING LOSS

        (15,796     (4,471
     

 

 

   

 

 

 

Finance income

        258       14  

Finance expense

              (224
     

 

 

   

 

 

 

NET LOSS BEFORE TAX

        (15,538     (4,681
     

 

 

   

 

 

 

Income tax expense

               
     

 

 

   

 

 

 

NET LOSS FOR THE PERIOD

        (15,538     (4,681
     

 

 

   

 

 

 

Net loss per share

       

Basic

     7        (0.58     (0.22

Diluted

     7        (0.58     (0.22

OTHER COMPREHENSIVE INCOME

       

Items that will not be reclassified to profit and loss

       
     

 

 

   

 

 

 

Remeasurements on post-retirement benefit plans

               

Items that may be reclassified to profit or loss

       

Currency translation differences

              2,403  
     

 

 

   

 

 

 

TOTAL OTHER COMPREHENSIVE INCOME

              2,403  
     

 

 

   

 

 

 

TOTAL COMPREHENSIVE LOSS FOR THE PERIOD

        (15,538     (2,278
     

 

 

   

 

 

 

The accompanying notes form an integral part of these consolidated interim financial statements.

 

3


ObsEva SA

Consolidated Interim Financial Statements

Consolidated Statement of Cash Flows

 

     Three-month period ended March 31,  
(in USD ’000)    2017     2016  
     unaudited  
  

 

 

   

 

 

 

NET LOSS BEFORE TAX FOR THE PERIOD

     (15,538     (4,681
  

 

 

   

 

 

 

Adjustments for:

    

Depreciation

     12       11  

Post-employment benefit

     27       (12

Share-based payments

     2,324       216  

Finance (income) / expense, net

     (258     210  

Increase in other receivables

     (205     (35

Decrease / (increase) in prepaid expenses, other long-term assets and deferred costs payable

     1,081       (802

(Decrease) / increase in other payables and current liabilities

     (547     976  

Increase / (decrease) in accrued expenses

     2,513       (664
  

 

 

   

 

 

 

NET CASH FLOWS USED IN OPERATING ACTIVITIES

     (10,591     (4,781
  

 

 

   

 

 

 

Payments for plant and equipment

     (9     (17
  

 

 

   

 

 

 

NET CASH FLOWS USED IN INVESTING ACTIVITIES

     (9     (17
  

 

 

   

 

 

 

Proceeds from issue of shares

     96,754       2  

Share issuance costs

     (7,769      

Interest received

           14  

Interest paid

           (6
  

 

 

   

 

 

 

NET CASH FLOWS FROM FINANCING ACTIVITIES

     88,985       10  
  

 

 

   

 

 

 

Net increase / (decrease) in cash and cash equivalents

     78,385       (4,788
  

 

 

   

 

 

 

Cash and cash equivalents as at January 1,

     25,508       54,275  
  

 

 

   

 

 

 

Effects of exchange rate changes on cash and cash equivalents

     265       1,633  

Cash and cash equivalents as at March 31,

     104,158       51,120  
  

 

 

   

 

 

 

The accompanying notes form an integral part of these consolidated interim financial statements.

 

4


ObsEva SA

Consolidated Interim Financial Statements

Consolidated Statement of Changes in Equity

(in USD ’000)

 

unaudited

 

   Share
capital
     Share
premium
    Share-based
payments
reserve
    Foreign
currency
translation
reserve
    Total
reserves
    Accumulated
losses
    Total  

January 1, 2016

            1,694        99,597          3,227          (406          2,821       (39,437     64,675  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loss for the period

                                    (4,681     (4,681
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Other comprehensive income

                        2,403       2,403             2,403  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total comprehensive loss

                        2,403       2,403       (4,681     (2,278
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Issuance of non-voting shares

     2        72       (72           (72           2  

Share-based remuneration

                  216             216             216  

Offset of accumulated losses with share premium

            (30,639                       30,639        
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

March 31, 2016

     1,696        69,030       3,371       1,997       5,368       (13,479     62,615  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

January 1, 2017

     1,740        71,966       2,423       (489     1,934       (39,599     36,041  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loss for the period

                                    (15,538     (15,538
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Other comprehensive loss

                                           
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total comprehensive loss

                                    (15,538     (15,538
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Issuance of shares - IPO

     496        96,254                               96,750  

Issuance of shares - equity incentive plan

     4        138       (138           (138           4  

Share issuance costs

            (8,098                             (8,098

Share-based remuneration

                  2,324             2,324             2,324  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

March 31, 2017

     2,240        160,260       4,609       (489     4,120       (55,137     111,483  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The accompanying notes form an integral part of these consolidated interim financial statements.

 

5


ObsEva SA

Consolidated Interim Financial Statements

 

Notes to the Consolidated Interim Financial Statements for the three-month period ended March 31, 2017

(unaudited)

 

1. General information

ObsEva SA (the “Company”) was founded on November 14, 2012, and its address is 12 Chemin des Aulx, 1228 Plan-les-Ouates, Geneva, Switzerland. The terms “ObsEva” or “the Group” refer to ObsEva SA together with its subsidiaries included in the scope of consolidation (note 2.3).

The Group is focused on the development and commercialization of novel therapeutics for serious conditions that compromise women’s reproductive health and pregnancy. The Group has a portfolio of three mid- to late-stage development in-licensed compounds (OBE2109, OBE001 (“nolasiban”) and OBE022) developed in four indications. The Group has no currently marketed products.

These consolidated interim financial statements are presented in dollars of the United States (USD), rounded to the nearest thousand, except share and per share data, and have been prepared on the basis of the accounting principles described in note 2.

These consolidated interim financial statements were authorized for issue by the Audit Committee of the Company’s Board of Directors (the “Board of Directors”) on May 12, 2017.

 

2. Accounting principles and scope of consolidation

2.1 Basis of preparation and accounting principles

These unaudited three-month consolidated interim financial statements (the “interim financial statements”) are prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (the “IASB”).

As from January 1, 2017, due to a change of the primary economic environment of the Company, the functional currency of ObsEva SA became the USD, which is also the presentation currency of the Group.

Other accounting policies used in the preparation and presentation of these consolidated interim financial statements are consistent with those used in the consolidated financial statements for the year ended December 31, 2016 (the “annual financial statements”), which should be read in conjunction with these consolidated interim financial statements as they provide an update of previously reported information.

The Group believes it will be able to meet all of its obligations as they fall due for a further 12 months from March 31, 2017, hence, the unaudited consolidated interim financial statements have been prepared on a going concern basis.

2.2 Use of estimates and assumptions

The preparation of consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and disclosure of contingent liabilities at the date of the interim financial statements. If in the future such estimates and assumptions, which are based on management’s best judgment at the date of the consolidated interim financial statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate during the period in which the circumstances change.

The Group’s activities are not affected by any significant seasonal effect.

 

6


ObsEva SA

Consolidated Interim Financial Statements

 

  2.3 Scope of consolidation

There was no change to the scope of consolidation during the reporting period and the Company consolidates the financial operations of its two fully-owned subsidiaries, ObsEva Ireland Ltd, which is registered in Cork, Ireland and organized under the laws of Ireland, and ObsEva USA Inc., which is registered and organized under the laws of Delaware, USA. ObsEva Ireland Ltd had no operations and no results of operations to report as of March 31, 2017.

 

3. Cash and cash equivalents

 

(in USD ‘000)        As at March 31,    
2017
     As at December 31,
2016
 
     unaudited      audited  

Bank deposits

     104,158        23,292  

Interest bearing deposits

            2,216  
  

 

 

    

 

 

 

Total cash and cash equivalents

     104,158        25,508  
  

 

 

    

 

 

 

 

4. Intangible assets

As at March 31, 2017 and December 31, 2016, the Group held a number of licenses to operate several biopharmaceutical product candidates, the value of which is recorded at USD 16.6 million.

 

5. Shareholders’ equity

On February 23, 2016, the shareholders approved for statutory purposes a resolution to offset the accumulated losses with the share premium balance for an amount of USD 30.6 million. This transaction had no impact on the overall equity position.

On January 25, 2017, the Company raised gross proceeds of USD 96.8 million in an IPO on The NASDAQ Global Select Market, a U.S. market. The IPO closed on January 30, 2017 with the issuance of 6,450,000 new ordinary shares at a subscription price of USD 15.00 per share and a par value of 1/13 of a Swiss franc per share. The proceeds have been recorded in equity net of directly related share issuance costs of USD 8.1 million.

 

6. Research and development expenses

Due to the difficulty in assessing when research and development projects would generate revenue, the Group expenses all research and development costs to the profit and loss accounts.

For the three-month periods ended March 31, 2017 and 2016, the Group pursued its research and development programs totaling expenses of USD 13.1 million and USD 3.8 million, respectively.

 

7. Loss per share

As of March 31, 2017, the Company had one category of shares, which are common shares. As of March 31, 2016, the Company’s shares were comprised of ordinary shares, consisting of both common shares and non-voting shares, and series A and series B preferred shares. The Company’s non-voting shares and series A and series B preferred shares were converted into common shares on January 25, 2017.

 

7


ObsEva SA

Consolidated Interim Financial Statements

 

For the three-month period ended March 31, 2016, since the series A and series B preferred shares participated with ordinary shares in the profit or loss on a pro-rata basis, the net loss was allocated to each class pro-rata to their weighted average number of shares outstanding during the period. The basic loss per share is calculated by dividing the loss of the period attributable to the ordinary shares by the weighted average number of ordinary shares (common and non-voting) outstanding during the period as follows:

 

     Three-month period
ended March 31, 2017
 
     (unaudited)  
     Common shares  

Net loss attributable to shareholders (in USD ‘000)

     (15,538

Weighted average number of shares outstanding

     26,623,553  
  

 

 

 

Basic and diluted loss per share (in USD)

     (0.58
  

 

 

 

 

     Three-month period ended March 31, 2016
(unaudited)
 
         Preferred B    
shares
         Preferred A    
shares
     Common and
non-voting shares
 

Net loss attributable to shareholders (in USD ‘000)

     (2,428      (1,689      (564

Weighted average number of shares outstanding

     11,079,549        7,706,777        2,573,408  
  

 

 

    

 

 

    

 

 

 

Basic and diluted loss per share (in USD)

     (0.22      (0.22      (0.22
  

 

 

    

 

 

    

 

 

 

For the three-month period ended March 31, 2017, 1,184,023 non-vested shares, 5,200 treasury shares and 428,450 shares issuable upon the exercise of stock-options, which would have an anti-dilutive impact on the calculation of the diluted earnings per share, are excluded from the calculation (three-month period ended March 31, 2016: 587,815 non-vested shares, 80,353 treasury shares and no shares issuable upon the exercise of stock-options were excluded).

 

8. Financial instruments

The Group’s financial assets consist of cash and cash equivalents and other receivables which are classified as assets at amortized costs according to IAS 39. The Group’s financial liabilities consist of other payables and accruals which are classified as other liabilities at amortized costs according to IAS 39.

 

9. Segment information

The Group operates in one segment, which is the research and development of innovative women’s reproductive, health and pregnancy therapeutics. The marketing and commercialization of such therapeutics depend on the success of the clinical development phase. The Chief Executive Officer of the Company reviews the consolidated statement of operations of the Group on an aggregated basis and manages the operations of the Group as a single operating segment.

The Group currently generates no revenue from the sales of therapeutics products.

 

8


ObsEva SA

Consolidated Interim Financial Statements

 

The geographical analysis of assets is as follows:

 

(in USD ‘000)        As at March 31,    
2017
     As at December 31,
2016
 
     unaudited      audited  

Switzerland

     122,165        45,525  

USA

     925         
  

 

 

    

 

 

 

Total assets

     123,090        45,525  
  

 

 

    

 

 

 

All capital expenditures during the three-month period ended March 31, 2017 and 2016 were made in Switzerland.

The geographical analysis of operating expenses is as follows:

 

     Three-month period ended March 31,  
(in USD ‘000)    2017      2016  
     unaudited  

Switzerland

     15,232        4,474,  

USA

     570         
  

 

 

    

 

 

 

Total operating expenses

     15,802        4,474  
  

 

 

    

 

 

 

 

10. Events after the reporting period

On April 25, 2017, the Group announced the initiation of its Phase 3 clinical program for OBE2109 in uterine fibroids and related activation of sites and start of recruitment, which triggered a commitment for the Company to pay a USD 5 million milestone to Kissei Pharmaceutical Co., Ltd., to be accounted for as intangible asset.

There were no other material events after the balance sheet date.

 

9

EX-99.2 3 d382251dex992.htm EX-99.2 EX-99.2

Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Overview

We are a clinical-stage biopharmaceutical company focused on the development and commercialization of novel therapeutics for serious conditions that compromise a woman’s reproductive health and pregnancy. We are focused on providing therapeutic solutions for women between the ages of 15 and 49 who suffer from reproductive health conditions that affect their quality of life, ability to conceive or that complicate pregnancy and the health of newborns. Our goal is to build the leading women’s reproductive health and pregnancy company focused on conditions where current treatment options are limited and significant unmet needs exist.

We are developing OBE2109 as a novel, oral gonadotropin-releasing hormone, or GnRH, receptor antagonist, for the treatment of pain associated with endometriosis and heavy menstrual bleeding associated with uterine fibroids in pre-menopausal women. We are currently conducting a multiple-dose, placebo-controlled Phase 2b clinical trial of OBE2109 in patients with endometriosis, or the EDELWEISS clinical trial, with a target enrollment of 330 patients. We expect to report data from the first 24-week evaluation period of this trial in the first half of 2018. For the uterine fibroids indication, in April 2017, we initiated a Phase 3 clinical development program with two Phase 3 clinical trials, or the PRIMROSE clinical trials. We expect to report data from these Phase 3 clinical trials in the first half of 2020. We are also developing nolasiban, an oral oxytocin receptor antagonist, to improve clinical pregnancy and live birth rates in women undergoing in-vitro fertilization, or IVF. We initiated a European Phase 3 clinical trial in women undergoing IVF, or the IMPLANT2 clinical trial, in the first half of 2017 and expect to report data for the primary endpoint in the second quarter of 2018. In addition, we are developing OBE022 an oral and selective prostaglandin F2a receptor antagonist, as a once daily treatment for preterm labor in weeks 24 to 34 of pregnancy. Based on results of Phase 1 clinical trials conducted in February and March 2017, we intend to advance OBE022 into Phase 2a Proof-of-Concept clinical trial in the second half of 2017 to assess its safety and efficacy to delay birth in women 24 to 34 weeks pregnant who face preterm labor and potentially preterm delivery.

We were founded in November 2012 and our operations to date have included organizing and staffing our company, raising capital, in-licensing rights to OBE2109, nolasiban and OBE022 and conducting preclinical studies and clinical trials. To date, we have not generated any revenue from product sales as none of our product candidates have been approved for commercialization. We have historically financed our operations exclusively through the sale of equity. To date, we have raised an aggregate of $182.2 million of net proceeds, including the proceeds from our initial public offering, and also acquired license rights on product candidates from the sale of equity securities.

We have never been profitable and have incurred significant net losses in each period since our inception. Our net losses were $15.5 million and $4.7 million for the three-month periods ended March 31, 2017, and 2016, respectively. As of March 31, 2017, we had accumulated losses of $85.7 million, out of which $30.6 million were offset with share premium. We expect to continue to incur significant expenses and operating losses for the foreseeable future. We anticipate that our expenses will increase significantly in connection with our ongoing activities as we:

 

    continue to invest in the clinical development of our product candidates and specifically in connection with our ongoing EDELWEISS, PRIMROSE and IMPLANT2 clinical trials, our planned Phase 2a Proof-of-Concept clinical trial for OBE022 and any additional clinical trials and nonclinical studies that we may conduct for product candidates;

 

    hire additional research and development, and general and administrative personnel;

 

    maintain, expand and protect our intellectual property portfolio;

 

    identify and in-license or acquire additional product candidates; and

 

    continue to incur additional costs associated with operating as a public company.


We will need substantial additional funding to support our operating activities as we advance our product candidates through clinical development, seek regulatory approval and prepare for, and if any of our product candidates are approved, proceed to commercialization. Adequate funding may not be available to us on acceptable terms, or at all. We have no manufacturing facilities, and all of our manufacturing activities are contracted out to third parties. Additionally, we currently utilize third-party clinical research organizations, or CROs, to carry out our clinical development and trials. We do not yet have a sales organization.

Strategic Licensing Agreements

OBE2109

In November 2015, we entered into the Kissei license and supply agreement with Kissei Pharmaceutical Co., Ltd., or Kissei. Pursuant to the Kissei license and supply agreement we received an exclusive license to develop, manufacture and commercialize products, or the Product, containing the compounds which is a specified GnRH antagonist and covered by certain licensed patent rights, or the Compound, throughout the world except for specified Asian countries and we arranged to exclusively acquire from Kissei the material necessary to produce OBE2109.

In consideration for the license, we made an initial $10.0 million upfront payment. In addition, we have agreed to make aggregate milestone payments of up to $63.0 million upon the achievement of specified developmental milestones, such as the initiation of clinical trials and receipt of regulatory approvals. In April 2017, $5.0 million of such milestone payments became due upon the initiation of the Phase 3 clinical program for OBE2109 in uterine fibroids. With respect to any products we commercialize under the Kissei license and supply agreement, we agreed to make further payments of up to an additional $125.0 million to Kissei upon the achievement of specified commercial milestones.

Pursuant to the Kissei license and supply agreement, we have agreed to exclusively purchase the active pharmaceutical ingredient for OBE2109 from Kissei. During the development stage, we are obligated to pay Kissei a specified supply price. Following the first commercial sale of licensed product, we are obligated to pay Kissei a royalty payment in the low twenty percent range as a percentage of net sales, which includes payment for Kissei’s supply of the active pharmaceutical ingredient until the latest of the date that the valid claim of a patent for the Product has expired, the expiration of our regulatory exclusivity period or 15 years from the first commercial sale of such product on a country-by-country and product-by-product basis. During the term, we are restricted from developing, marketing and selling GnRH agonists and GnRH antagonists other than the Compound to the extent allowed by applicable laws.

Nolasiban

In August 2013, we entered into the 2013 license agreement with Ares Trading S.A., an affiliate of Merck Serono, or Merck Serono, pursuant to which we received a worldwide exclusive license to develop, manufacture and commercialize compounds covered by the licensed patent rights, including nolasiban. In consideration for the license, we issued 914,069 Series A preferred shares to Merck Serono at the time of our Series A financing, which had a fair-value of $4.9 million based on an exchange rate of $1.00 for CHF 0.9244 as of the date of the transaction. With respect to any products we commercialize under the 2013 license agreement, we agreed to pay Merck Serono quarterly royalties based on a high-single-digit percentage of annual net sales of each product, subject to specified reductions, until the later of the date that all of the patent rights for that product have expired, as determined on a country-by-country and product-by-product basis, or ten years from the first commercial sale of such product on a country-by-country and product-by-product basis.

OBE022

In June 2015, we entered into the 2015 license agreement with Merck Serono, which we amended in July 2016, pursuant to which we received a worldwide exclusive license to develop, manufacture and commercialize compounds covered by the licensed patent rights, including OBE022. In consideration for the license, we issued 325,000 Series A preferred shares to Merck Serono in September 2016 upon the initiation of a Phase 1 clinical trial for a licensed


product. With respect to any products we commercialize under the 2015 license agreement, we agreed to pay Merck Serono quarterly royalties based on a mid-single-digit percentage of annual net sales of each product, subject to specified reductions, until the later of the date that all of the patent rights for that product have expired, as determined on a country-by-country and product-by-product basis or ten years from the first commercial sale of such product on a country-by-country and product-by-product basis.

Components of Results of Operations

Revenue

To date, we have not generated any revenue from product sales and do not expect to generate any revenue from product sales for the foreseeable future.

Operating Expenses

Research and Development Expenses

Research and development expenses consist primarily of costs incurred in connection with our research and development activities and consist mainly of direct research costs, which include: costs associated with the use of CROs and consultants hired to assist on our research and development activities; personnel expenses, which include salaries, benefits and share-based compensation expenses for our employees; expenses related to regulatory affairs and intellectual property; manufacturing costs in connection with conducting preclinical studies and clinical trials; and depreciation expense for assets used in research and development activities. Research and development costs are generally expensed as incurred. However, costs for certain activities, such as manufacturing and preclinical studies and clinical trials, are generally recognized based on an evaluation of the progress to completion of specific tasks using information and data provided to us by our vendors and collaborators.

We typically use our employee, consultant and infrastructure resources across our development programs. We track outsourced research and development costs by product candidate or preclinical program, but we do not allocate personnel costs, other internal costs or external consultant costs to specific product candidates.

From inception through March 31, 2017, we have incurred $67.8 million in research and development expenses to advance the development of our product candidates. The following table provides a breakdown of our outsourced research and development expenses that are directly attributable to the specified product candidates for the three-month periods ended March 31, 2017 and 2016, respectively.

 

     Three-month periods ended
March 31,
 
     2017      2016  
     (in thousands)  
     (unaudited)  

OBE2109

   $ (7,672    $ (687

Nolasiban

     (1,412      (1,374

OBE022

     (689      (414
  

 

 

    

 

 

 

Total outsourced research and development expenses

   $ (9,773    $ (2,475
  

 

 

    

 

 

 

We expect our research and development expense will increase for the foreseeable future as we seek to advance the development of our product candidates. At this time, we cannot reasonably estimate or know the nature, timing and estimated costs of the efforts that will be necessary to complete the development of our product candidates. We are also unable to predict when, if ever, material net cash inflows will commence from sales of our product candidates. This is due to the numerous risks and uncertainties associated with developing such product candidates, including:

 

    the number of clinical sites included in the trials;


    the length of time required to enroll suitable patients;

 

    the number of patients that ultimately participate in the trials;

 

    the number of doses patients receive;

 

    the duration of patient follow-up; and

 

    the results of our clinical trials.

In addition, the probability of success for any of our product candidates will depend on numerous factors, including competition, manufacturing capability and commercial viability. A change in the outcome of any of these variables with respect to the development of any of our product candidates would significantly change the costs, timing and viability associated with the development of that product candidate.

General and Administrative Expenses

General and administrative expenses consist primarily of personnel expenses, including salaries, benefits and share-based compensation expense, for personnel in executive, finance, accounting, business development, legal and human resource functions. General and administrative expense also includes corporate facility costs not otherwise included in research and development expenses, legal fees related to corporate matters and fees for accounting and consulting services.

We anticipate that our general and administrative expense will increase in the future to support continued research and development activities. We also anticipate that we will incur increased accounting, audit, legal, regulatory, compliance and director and officer insurance costs, as well as investor and public relations expenses, associated with operating as a public company.

Finance Result, Net

Finance result, net, consists mainly of interest income and expense on our cash and cash equivalents and foreign exchange gains and losses.

Taxation

We are subject to corporate taxation in Switzerland. In 2015, the Canton of Geneva granted us a ten year tax holiday for all income and capital taxes on a communal and cantonal level commencing in fiscal year 2013 and valid through to 2022, subject to our Swiss domiciliation and the compliance with certain reporting provisions.

We are also entitled under Swiss laws to carry forward any losses incurred for a period of seven years and can offset our losses carried forward against future taxes. As of December 31, 2016, we had tax loss carryforwards totaling $57.0 million. We do not believe it is probable that we will generate sufficient profits to avail ourselves of these tax loss carryforwards.


Analysis of Results of Operations

Comparison of the three-month periods ended March 31, 2017 and 2016

Operating Expenses

Research and Development Expenses

 

     Three-month periods ended
March 31,
 
     2017      2016  
     (in thousands)  
     (unaudited)  

Research and development expenses by product candidate

     

OBE2109

   $ (7,672    $ (687

Nolasiban

     (1,412      (1,374

OBE022

     (689      (414

Unallocated expenses

     

Staff costs

     (2,845      (1,047

Other research and development costs

     (439      (293
  

 

 

    

 

 

 

Total research and development expenses

   $ (13,057    $ (3,815
  

 

 

    

 

 

 

Research and development expenses increased by $9.2 million in the three-month period ended March 31, 2017 compared to the three-month period ended March 31, 2016 primarily due to the increased costs of $7.0 million resulting from the commencement of clinical activities for our PRIMROSE clinical trials and our ongoing EDELWEISS clinical trial, and increased staff costs of $1.8 million associated with increased headcount and share-based compensation.

General and Administrative Expenses

 

     Three-month periods ended
March 31,
 
     2017      2016  
     (in thousands)  
     (unaudited)  

Staff costs

   $ (1,403    $ (419

Professional fees

     (958      (111

Other general and administrative costs

     (384      (129
  

 

 

    

 

 

 

Total general and administrative expenses

   $ (2,745    $ (659
  

 

 

    

 

 

 

General and administrative expenses increased by $2.1 million in the three-month period ended March 31, 2017 compared to the three-month period ended March 31, 2016 primarily due to increased staff costs of $1.0 million associated with increased headcount and share-based compensation, and an increase of $0.8 million in professional fees mainly due to legal, audit, accounting and printing fees associated with our initial public offering.

Finance Result, Net

 

     Three-month periods ended
March 31,
 
     2017      2016  
     (in thousands)  
     (unaudited)  

Finance result, net

   $ 258      $ (210

Finance result, net, in the three-month periods ended March 31, 2017 and 2016 primarily consisted of foreign exchange gains and losses.


Liquidity and Capital Resources

Since our inception, we have not generated any revenue and have incurred net losses and negative cash flows from our operations. We have funded our operations primarily through the sale of equity. From inception through March 31, 2017, we have raised an aggregate of $182.2 million of net proceeds from the sale of equity securities. In January 2017, we completed our initial public offering of 6,450,000 common shares at a public offering price of $15.00 per share. We received $89.0 million in net proceeds after deducting $7.8 million of underwriting discounts and commissions and other offering expenses. As of March 31, 2017, we had $104.2 million in cash and cash equivalents.

Our primary uses of cash are to fund operating expenses, primarily research and development expenditures. Cash used to fund operating expenses is impacted by the timing of when we pay these expenses, as reflected in the change in our outstanding accounts payable and accrued expenses. We currently have no ongoing material financing commitments, such as lines of credit or guarantees.

We expect our expenses to increase in connection with our ongoing activities, particularly as we continue the research and development of, continue or initiate clinical trials of, and seek marketing approval for, our product candidates. In addition, if we obtain marketing approval for any of our product candidates, we expect to incur significant commercialization expenses related to program sales, marketing, manufacturing and distribution to the extent that such sales, marketing and distribution are not the responsibility of potential collaborators. Furthermore, we expect to continue to incur additional costs associated with operating as a public company. Accordingly, we will need to obtain substantial additional funding in connection with our continuing operations. If we are unable to raise capital when needed or on attractive terms, we would be forced to delay, reduce or eliminate our research and development programs or future commercialization efforts.

We expect our existing cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements into the first quarter of 2019. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we currently expect. Our future capital requirements will depend on many factors, including:

 

    the scope, progress, results and costs of our ongoing and planned preclinical studies and clinical trials for OBE2109, nolasiban and OBE022;

 

    the timing and amount of milestone and royalty payments we are required to make under our license agreements;

 

    the extent to which we in-license or acquire other product candidates and technologies;

 

    the number and development requirements of other product candidates that we may pursue;

 

    the costs, timing and outcome of regulatory review of our product candidates;

 

    the costs associated with building out our U.S. operations;

 

    the costs and timing of future commercialization activities, including drug manufacturing, marketing, sales and distribution, for any of our product candidates for which we receive marketing approval;

 

    the revenue, if any, received from commercial sales of our product candidates for which we receive marketing approval;

 

    our ability to establish strategic collaborations; and

 

    the costs and timing of preparing, filing and prosecuting patent applications, maintaining and enforcing our intellectual property rights and defending any intellectual property-related claims.


Identifying potential product candidates and conducting preclinical studies and clinical trials is a time-consuming, expensive and uncertain process that takes many years to complete, and we may never generate the necessary data or results required to obtain marketing approval and achieve product sales. In addition, our product candidates, if approved, may not achieve commercial success. Our revenue, if any, will be derived from sales of products that we do not expect to be commercially available for many years, if at all.

Until such time, if ever, as we can generate substantial product revenue, we may finance our cash needs through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, your ownership interest will be diluted, and the terms of any additional securities may include liquidation or other preferences that adversely affect your rights as a shareholder. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends.

If we raise funds through additional collaborations, strategic alliances or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or to grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings when needed, we may be required to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.

The following table shows a summary of our cash flows for the periods indicated:

 

     Three-month periods ended
March 31,
 
     2017      2016  
     (in thousands)  
     (unaudited)  

Cash and cash equivalents at beginning of period

   $ 25,508      $ 54,275  

Net cash used in operating activities

     (10,591      (4,781

Net cash used in investing activities

     (9      (17

Net cash from financing activities

     88,985        10  

Effect of exchange rates

     265        1,633  
  

 

 

    

 

 

 

Cash and cash equivalents at end of period

   $ 104,158      $ 51,120  
  

 

 

    

 

 

 

Operating Activities

Net cash used in operating activities consists of net loss before tax adjusted for changes in net working capital, that is current assets less current liabilities, and for non-cash items such as depreciation and amortization, and the value of share-based services.

During the three-month period ended March 31, 2017, operating activities used $10.6 million of cash, primarily as the result of our net loss before tax of $15.5 million, as adjusted for non-cash items and changes in the net working capital. Non-cash items amounted to $2.1 million and mainly consisted of share-based payments. Changes in the net working capital included primarily a $2.5 million increase in accrued expenses, mainly due to the commencement of clinical activities for our PRIMROSE clinical trials and our ongoing EDELWEISS clinical trial.

During the three-month period ended March 31, 2016, operating activities used $4.8 million of cash, primarily as the result of our net loss before tax of $4.7 million, as adjusted for non-cash items and changes in the net working capital. Non-cash items amounted to $0.4 million and primarily consisted of share-based payments.

Investing Activities

Net cash used in investing activities consists primarily of investments in furniture and fixtures.


Financing Activities

Net cash from financing activities consists primarily of proceeds from the sale of equity securities, with $89.0 million of net proceeds from our initial public offering during the three-month period ended March 31, 2017.

Main Contractual Obligations and Commitments

Under our license agreements with Kissei and Merck Serono, we may be required to pay royalties in the future. In addition, pursuant to the Kissei license and supply agreement, we have agreed to make aggregate milestone payments of up to $63.0 million upon the achievement of specified developmental milestones, such as the initiation of clinical trials and receipt of regulatory approvals. In April 2017, $5.0 million of such milestone payments became due upon the initiation of the Phase 3 clinical program for OBE2109 in uterine fibroids. With respect to any product we commercialize under the Kissei license and supply agreement, we have agreed to make additional aggregate milestone payments of up to $125.0 million to Kissei upon the achievement of specified commercial milestones.

We enter into contracts in the normal course of business with CROs for clinical trials, preclinical studies, manufacturing and other services and products for operating purposes. These contracts generally provide for termination upon notice, and therefore we believe that our non-cancelable obligations under these agreements are not material.

Off-Balance Sheet Arrangements

As of the date of this discussion and analysis, we do not have any, and during the periods presented we did not have any, off-balance sheet arrangements.

Critical Accounting Policies and Significant Judgments and Estimates

Our management’s discussion and analysis of our financial condition and results of operations is based on our consolidated interim financial statements, which we have prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as issued by the International Accounting Standards Board.

The accounting policies used in the preparation and presentation of these consolidated interim financial statements are consistent with those used in the consolidated financial statements for the year ended December 31, 2016, which should be read in conjunction with these consolidated interim financial statements and management’s discussion and analysis as they provide an update of previously reported information.

The preparation our consolidated interim financial statements requires us to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and disclosure of contingent liabilities at the date of the interim financial statements. We base our estimates and assumptions on historical experience and other factors that we believe to be reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates.

Recent Accounting Pronouncements

There are no IFRS standards as issued by the IASB or interpretations issued by the IFRS interpretations committee that are effective for the first time for the financial year beginning on or after January 1, 2017 that would be expected to have a material impact on our financial position.

JOBS Act Exemption

In April 2012, the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, was enacted. Section 107 of the JOBS Act provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those


standards would otherwise apply to private companies. We have irrevocably elected not to avail ourselves of this extended transition period and, as a result, we will adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies.

We are in the process of evaluating the benefits of relying on other exemptions and reduced reporting requirements under the JOBS Act. Subject to certain conditions, as an emerging growth company, we may rely on certain of these exemptions, including without limitation, (1) providing an auditor’s attestation report on our system of internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act and (2) complying with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements, known as the auditor discussion and analysis. We will remain an emerging growth company until the earlier to occur of (1) the last day of the fiscal year (a) following the fifth anniversary of the completion of this offering, (b) in which we have total annual gross revenues of at least $1.07 billion or (c) in which we are deemed to be a “large accelerated filer” under the rules of the U.S. Securities and Exchange Commission, which means the market value of our common shares that is held by non-affiliates exceeds $700 million as of the prior June 30, and (2) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period.

Cautionary Statement Regarding Forward-Looking Statements

Forward-looking statements appear in a number of places in this discussion and analysis and include, but are not limited to, statements regarding our intent, belief or current expectations. Many of the forward-looking statements contained in this discussion and analysis can be identified by the use of forward-looking words such as “anticipate,” “believe,” “continue” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “ongoing,” “objective,” “plan,” “potential,” “predict,” “should,” “will” and “would,” or the negative of these and similar expressions. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, but not limited to, those identified under the section entitled “Item 3.D—Risk Factors” in the Annual Report on Form 20-F for the year ended December 31, 2016, or the Annual Report, filed with the U.S. Securities and Exchange Commission, or the SEC, pursuant to the U.S. Securities and Exchange Act of 1934, as amended. These risks and uncertainties include factors relating to:

 

    the success, cost, timing and potential indications of our product candidates’ development activities and clinical trials, including our ongoing and future trials of OBE2109, nolasiban and OBE022;

 

    our ability to obtain and maintain regulatory approval of our product candidates, including OBE2109, nolasiban and OBE022, in any of the indications for which we plan to develop them, and any related restrictions, limitations or warnings in the label of an approved product;

 

    the results of ongoing or future clinical trials, including of OBE2109, nolasiban and OBE022;

 

    our ability to obtain funding for our operations, including funding necessary to complete the clinical trials of any of our product candidates, and the terms on which we are able to raise that additional capital;

 

    our plans to research, develop and commercialize our product candidates;

 

    the timing of our regulatory filings for our product candidates;

 

    the clinical utility of our product candidates;

 

    the size and growth potential of the markets for our product candidates;

 

    our commercialization, marketing and manufacturing capabilities and strategy;

 

    our expectations regarding our ability to obtain and maintain intellectual property protection for our product candidates and our ability to operate our business without infringing on the intellectual property rights of others;

 

    the timing and amount of milestone and royalty payments we are required to make under our license agreements;


    our ability to attract and retain qualified employees and key personnel;

 

    our ability to contract with third-party suppliers and manufacturers and their ability to perform adequately;

 

    the activities of our competitors and the success of competing therapies that are or become available;

 

    our plans to in-license or acquire additional product candidates;

 

    how long we will qualify as an emerging growth company or a foreign private issuer;

 

    our estimates regarding future revenue, expenses and needs for additional financing;

 

    regulatory developments in the United States and foreign countries; and

 

    other risks and uncertainties, including those listed in the Annual Report, titled “Item 3.D—Risk Factors.”

Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update them in light of new information or future developments or to release publicly any revisions to these statements in order to reflect later events or circumstances or to reflect the occurrence of unanticipated events. market position, market opportunity and market size information included in this Annual Report on Form 20-F is generally reliable, such information is inherently imprecise.

EX-99.3 4 d382251dex993.htm EX-99.3 EX-99.3

Exhibit 99.3

 

LOGO

ObsEva Reports First Quarter 2017 Financial Results and Business Update

- Phase 3 Programs Underway in Uterine Fibroids and Assisted Reproduction Technology (ART) -

Geneva, Switzerland and Boston, MA—May 18, 2017—ObsEva SA (NASDAQ: OBSV), a clinical-stage biopharmaceutical company focused on the development and commercialization of novel therapeutics for serious conditions that compromise a woman’s reproductive health and pregnancy, today reported financial results for the first quarter ended March 31, 2017 and provided a business update outlining recent corporate progress.

“The first quarter was a transformational time for ObsEva, as we set our sights on becoming a leader in women’s health medicine. In addition to completing our initial public offering we have made substantial progress within all three of our clinical programs,” said Ernest Loumaye, Chief Executive Officer of ObsEva. “We are currently enrolling patients for the EDELWEISS trial, the PRIMROSE trials, and the IMPLANT 2 trial, and look forward to completing the enrollment for both the EDELWEISS trial and the IMPLANT 2 trial later in the year. In addition, we announced today the completion of a Phase 1 drug-drug interaction study with OBE022 and standard of care drugs used for treatment of preterm labor. We are continuing to build our team and capabilities and look forward to expanding our presence in our new Boston office.”

Commencement of Phase 3 programs and Early Stage Study Progress

 

    In April, the Company began enrollment of the PRIMROSE 1 and 2 studies of OBE2109, its oral GnRH receptor antagonist for the treatment of uterine fibroids. This Phase 3 program will enroll a total of approximately 1,000 women, with the goal of reducing heavy menstrual bleeding.

 

    In March, ObsEva began enrollment of the IMPLANT 2 study of nolasiban (OBE001), its oral oxytocin antagonist for use in ART. This Phase 3 trial will enroll 760 patients in Europe with the goal of increasing live birth rates following in vitro fertilization (IVF).

 

    Also in March, the Company presented data at the Society for Reproductive Investigation’s 64th Annual Scientific Meeting on its first-in-class, once daily, oral and selective prostaglandin F2α (PGF2α) receptor antagonist, OBE022. The study demonstrated statistically significant delays in RU486-induced preterm labor in an animal model, including a clear synergistic effect with standard of care nifedipine.


    In February 2017, the Company completed a Phase 1 clinical trial assessing the safety, tolerability and PK profile of OBE022 in healthy post-menopausal female volunteers. OBE022 was observed to have a favorable PK profile, no clinically significant food effect, a favorable safety profile and to be well-tolerated at the highest doses tested.

Corporate Highlights

 

    On January 25, 2017 the Company raised gross proceeds of $96.8 million on the NASDAQ Global Select Market.

 

    Opening ObsEva USA Inc. in Boston. In January 2017, Tim Adams joined ObsEva as Chief Financial Officer and is leading the company’s Boston office. The ObsEva Boston office will house finance, IR, and Clinical Operations teams.

Upcoming Milestones

ObsEva expects consistent flow of clinical and pipeline milestones over the reminder of 2017, including:

 

    Final PK/PD study results for OBE2109 in combination with add back therapy (ABT) in 2Q:17;

 

    Commencement of Phase 2a clinical trial of OBE022 in pre-term labor in 2H:17;

 

    Completion of enrollment of Phase 3 IMPLANT2 trial of nolasiban for assisted reproduction by the end of 2017, with data release planned 1H:18; and

 

    Completion of enrollment of Phase 2b EDELWEISS trial of OBE2109 for the treatment of endometriosis by the end of 2017, with data release planned 1H:18.

First Quarter 2017 Financial Results

Net loss for the first quarter of 2017 was $15.5 million, or $0.58 per basic and diluted share. Research and development expenses were $13.1 million and general and administrative expenses were $2.7 million for the quarter ended March 31, 2017. As of March 31, 2017, ObsEva had cash and cash equivalents of $104.2 million.

Conference Call Information

ObsEva will host a conference call and audio webcast today at 08:00 a.m. Eastern Time to provide a business update and discuss first quarter 2017 financial results. To participate in the conference call, please dial 844-419-1772 (domestic) or (213) 660-0921 (international) and refer to conference ID 21002537. The webcast can be accessed under the Investor Relations section of the company’s website www.obseva.com

About ObsEva

ObsEva is a clinical-stage biopharmaceutical company focused on the clinical development and commercialization of novel therapeutics for serious conditions that compromise a woman’s reproductive health and pregnancy. Through strategic in-licensing and disciplined drug development, ObsEva has established a late-stage clinical pipeline with development programs focused on treating


endometriosis, uterine fibroids, preterm labor and improving ART outcomes. ObsEva is listed on The NASDAQ Global Select Market and is trading under the ticker symbol “OBSV”. For more information, please visit www.ObsEva.com.

Cautionary Note Regarding Forward Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “believe”, “expect”, “may”, “plan,” “potential,” “will,” and similar expressions, and are based on ObsEva’s current beliefs and expectations. These forward-looking statements include expectations regarding the clinical development of ObsEva’s pipeline. These statements involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and uncertainties that may cause actual results to differ materially include uncertainties inherent in the conduct of clinical trials, ObsEva’s reliance on third parties over which it may not always have full control, and other risks and uncertainties that are described in the Risk Factors section of ObsEva’s Annual Report on Form 20-F for the year ended December 31, 2016, and other filings ObsEva makes with the SEC. These documents are available on the Investors page of ObsEva’s website at http://www.obseva.com. Any forward-looking statements speak only as of the date of this press release and are based on information available to ObsEva as of the date of this release, and ObsEva assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new information, future events or otherwise.

Media Contact:

Liz Bryan

Spectrum Science

lbryan@spectrumscience.com

202-955-6222 x2526

Company Contact:

CEO Office Contact

Delphine Renaud

delphine.renaud@obseva.ch

+41 22 552 1550

Investor Contact

Mario Corso

Senior Director, Investor Relations

mario.corso@obseva.com

781-366-5726


Consolidated Statement of Comprehensive Loss

(in USD ‘000, except per share data)

     Three-month period ended March 31,  
     2017     2016  
     unaudited  

Other operating income

     6       3  
    

OPERATING EXPENSES

    

Research and development expenses

     (13,057     (3,815

General and administrative expenses

     (2,745     (659
  

 

 

   

 

 

 

Total operating expenses

     (15,802     (4,474
  

 

 

   

 

 

 

OPERATING LOSS

     (15,796     (4,471
  

 

 

   

 

 

 

Finance income

     258       14  

Finance expense

           (224
  

 

 

   

 

 

 

NET LOSS BEFORE TAX

     (15,538     (4,681
  

 

 

   

 

 

 

Income tax expense

            

NET LOSS FOR THE PERIOD

     (15,538     (4,681
  

 

 

   

 

 

 

Net loss per share

    

Basic

     (0.58     (0.22

Diluted

     (0.58     (0.22
    

OTHER COMPREHENSIVE INCOME

    
Items that will not be reclassified to profit and loss     
  

 

 

   

 

 

 

Remeasurements on post-retirement benefit plans

            
    
Items that my be reclassified to profit or loss     

Currency translation differences

           2,403  
  

 

 

   

 

 

 

TOTAL OTHER COMPREHENSIVE INCOME

           2,403  
  

 

 

   

 

 

 

TOTAL COMPREHENSIVE LOSS FOR THE PERIOD

     (15,538     (2,278
  

 

 

   

 

 

 


Consolidated Balance Sheet

(in USD ‘000)

         As at March 31,    
2017
    As at December 31,
2016
 
     unaudited     audited  

ASSETS

    

Current assets

    

Cash and cash equivalents

     104,158       25,508  

Other receivables

     988       783  

Prepaid expenses and deferred costs

     1,047       2,415  
  

 

 

   

 

 

 

Total current assets

     106,193       28,706  
    

Non-current assets

    

Plant and equipment

     118       121  

Intangible assets

     16,608       16,608  

Other long-term assets

     171       90  
  

 

 

   

 

 

 

Total non-current assets

     16,897       16,819  
  

 

 

   

 

 

 

Total assets

     123,090       45,525  
  

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS EQUITY

    

Current liabilities

    

Other payables and current liabilities

     1,836       2,383  

Accured expenses

     6,912       4,269  
  

 

 

   

 

 

 

Total current liabilities

     8,748       6,652  
    

Non-current liabilities

    

Post-employment obligations

     2,859       2,832  
  

 

 

   

 

 

 

Total non-current liabilities

     2,859       2,832  
    

Shareholders’ equity

    

Share capital

     2,240       1,740  

Share premium

     160,260       71,966  

Reserves

     4,120       1,934  

Accumulated losses

     (55,137     (35,599
  

 

 

   

 

 

 

Total shareholders’ equity

     111,483       36,041  
  

 

 

   

 

 

 

Total liabilities and shareholders’ equity

     123,090       45,525  
  

 

 

   

 

 

 

###

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