6-K
Evotec SE (EVO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2024
COMMISSION FILE NUMBER 001-34041
EvotecSE(Translation of registrant’s name into English)
Essener Bogen 7
22419 Hamburg
Germany
Tel:+49 40 560810(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F: Form 20-F x 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): ¨
On November 6, 2024, Evotec SE (the “Company”) issued a press release announcing the Company’s financial results and business updates for the first nine months of 2024 attached hereto as Exhibit 99.1.
On November 5, 2024, Evotec SE (the “Company”) announced the Sale of API Manufacturing Facility to Monacum Partners. The Press Release is attached hereto as Exhibit 99.2.
EXHIBIT INDEX
Exhibit****Descriptionof Exhibit
99.1 Evotec SE Interim Statement first nine months 2024 dated November 6, 2024
99.2 Evotec Announces Sale of API Manufacturing Facility to Monacum Partners
SIGNATURE
Pursuant to the requirements of s the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Evotec SE | |
|---|---|
| By: | /s/<br> Laetitia Rouxel |
| Name:<br> Laetitia Rouxel | |
| Title:<br> Chief Financial Officer |
Date: November 6, 2024
Exhibit 99.1
For further information,please contact*: Volker Braun, EVP Head of Global Investor Relations & ESG,[email protected], Phone +49 (0)40 228 999 338, Mobil +49.(0)40 228 999 338, www.evotec.com*
| interim<br> STATEMENT 9M 2024 |
|---|
HIGHLIGHTS
| 4 | SUCCESSFUL EXTENSIONS AND EXPANSIONS OF STRATEGIC COLLABORATIONS WITH SANDOZ AND BMS |
|---|---|
| 4 | NEW PARTNERSHIP WITH NOVO NORDISK IN CELL THERAPY |
| --- | --- |
| 4 | GOOD ORDER TREND IN DISCOVERY DESPITE STILL CHALLENGING MARKETS |
| --- | --- |
| 4 | EXCELLENT GROWTH PERFORMANCE AT JUST - EVOTEC BIOLOGICS; GRAND OPENING OF J. POD FACILITY IN TOULOUSE, FRANCE |
| --- | --- |
| 4 | CONTINUED WEAK MARKET AND OVERCAPACITY CONTINUES TO AFFECT RESULTS |
| --- | --- |
| 4 | PRIORITY RESET PROGRESSING ACCORDING TO PLAN |
| --- | --- |
| 4 | GUIDANCE CONFIRMED |
| --- | --- |
SEGMENTS WITH DIFFERENT GROWTH DYNAMICS
| 4 | Group<br> revenues decreased by (1)% to € 575.7 m (9M 2023: € 580.1 m) |
|---|---|
| 4 | Total<br> Shared R&D revenues decreased by (12)% to € 447.1 m (9M 2023: € 506.1 m, due<br> to a challenging market environment; Just — Evotec Biologics revenues increased by<br> 74% to € 128.7 m (9M 2023: € 74.1 m) |
| --- | --- |
| 4 | Adjusted<br> Group EBITDA totalled € (6.0) m (9M 2023: € 50.2 m) driven by a mismatch between<br> revenues and cost base in the Shared R&D segment as well as costs related to the expansion<br> of operations of Just —Evotec Biologics. |
| --- | --- |
POSITIVE DEVELOPMENTS OF STRATEGIC ALLIANCES
| 4 | Extension<br> and expansion of tech partnership with Sandoz for development and commercial manufacturing<br> of biosimilars |
|---|---|
| 4 | Expansion<br> of proteomics partnership with Bristol Myers Squibb (“BMS”) based on the pipeline<br> of molecular glue degraders in fields beyond oncology, triggering programme-based payment<br> of US$ 50 m to fund further research |
| --- | --- |
| 4 | New<br> technology development partnership with Novo Nordisk to support next-generation cell therapies |
| --- | --- |
| 4 | New<br> multi-year master research collaboration and option and license agreement with Pfizer, initially<br> focusing on early discovery research for metabolic and infectious diseases |
| --- | --- |
| 4 | 65LAB<br> and Duke-NUS award US$ 1.85 million to combat chronic inflammation |
| --- | --- |
| 4 | Further<br> progress made in strategic neuroscience collaboration with Bristol Myers Squibb, payments<br> of US$ 25 m received |
| --- | --- |
| 4 | Strong<br> progress in strategic protein degradation partnership with Bristol Myers Squibb (Onco), performance-based<br> and programme-based payments of in total US$ 75 m. Revenue will be recognized over time. |
| --- | --- |
| 4 | Collaboration<br> with X-Chem to access DNA-encoded library (“DEL”) to expand hit-finding options |
| --- | --- |
2
| interim<br> STATEMENT 9M 2024 |
|---|
CORPORATE
| 4 | Grand<br> opening of cutting-edge biologics facility J.POD Toulouse, France (EU) on 20<br> September 2024 |
|---|---|
| 4 | Priority<br> reset for future growth on track to achieve expected annualized adjusted EBITDA improvement<br> of over €40 m starting in H2 2024, through |
| --- | --- |
| ° | Exit<br> of gene therapy and closure of Orth, Austria and Chemistry activities in Marcy (Lyon) |
| --- | --- |
| ° | In<br> the first half of 2024 the group decided that the operation of Halle/Westphalia, Germany<br> is no longer considered a core activity. As Evotec divested the business activities of Evotec<br> DS on 2 November 2024,<br> the operations of Evotec DS were reclassified as held for sale as of 30 September 2024<br> (see “5. Reorganization”) |
| --- | --- |
| ° | Benefits<br> from global purchasing optimisation programme |
| --- | --- |
| ° | Identified headcount<br> reduction potential of approximately 400 roles across the global footprint; -50% of role<br> reduction completed; Agreement reached in Germany with workers council on role reduction<br> terms and conditions |
| --- | --- |
| ° | Reduction of physical<br> footprint through surrendering of certain lease agreements |
| --- | --- |
| ° | One-off costs related<br> to priority reset measures further refined: € 62.3 m have been recognized as of Q3,<br> comparing with initial provision of € 68.5 m as of 30 June 2024 |
| --- | --- |
| 4 | Dr<br> Matthias Evers steps down as Chief Business Officer effective 01 October 2024 |
| --- | --- |
BUSINESS OUTLOOK FOR FULL-YEAR 2024 CONFIRMED
| 4 | Group<br> revenues expected in the range of € 790 – 820 m (2023: € 781.4 m). |
|---|---|
| 4 | R&D<br> expenditures are expected in a range of € 50 – 60 m (2023: € 64.8 m). |
| --- | --- |
| 4 | Adjusted<br> Group EBITDA is expected to reach € 15 – 35 m (2023: € 66.4 m). |
| --- | --- |
3
| interim<br> STATEMENT 9M 2024 |
|---|
FINANCIAL HIGHLIGHTS
The following table provides an overview of the financial performance in the first nine months of 2024 compared to the same period in 2023.
Key figures of consolidated income statement
Evotec SE & subsidiaries — First nine months of2024
| In k€ | 9M 2024 | 9M 2023 | ||
|---|---|---|---|---|
| Revenues^1)^ | 575,739 | 580,113 | ||
| Costs of revenues | (506,955 | ) | (442,729 | ) |
| Gross profit | 68,784 | 137,384 | ||
| Gross margin in % | 11.9 | % | 23.7 | % |
| R&D<br> expenses^2)^ | (41,128 | ) | (48,366 | ) |
| SG&A expenses | (138,297 | ) | (127,482 | ) |
| Other operating income | 34,983 | 52,290 | ||
| Other operating expense | (11,393 | ) | (44,655 | ) |
| Impairment of intangible assets | — | (5,131 | ) | |
| Reorganization costs | (62,257 | ) | — | |
| Operating income (loss) | (149,306 | ) | (35,960 | ) |
| Adjusted EBITDA^3)^ | (5,971 | ) | 50,211 |
1) Grouprevenues would have amounted to € 575.7 m at constant exchange rates
2) 9M2023 includes €2.7 m partnered R&D, not applicable in 9M 2024
3) Netincome (loss) adjusted for interest, taxes, depreciation and amortization of intangibles, impairments on goodwill and other intangibleand tangible assets, total non-operating results, change in contingent consideration (earn-out) and items that in magnitude, nature oroccurrence would distort the presentation of the financial performance of the Group.
The following table details Evotec’s segment revenues and operating income (loss) for the nine months ended 30 September 2024:
| In T€ | Shared R&D | **** | Just Evotec<br><br> <br>Biologics | **** | Intersegment<br><br> <br>Eliminations | **** | Evotec Group 9M2024 | |
|---|---|---|---|---|---|---|---|---|
| Revenues | 447,115 | 129,307 | (682 | ) | 575,739 | |||
| Operating result | (131,725 | ) | (17,581 | ) | — | (149,306 | ) |
4
| interim<br> STATEMENT 9M 2024 |
|---|
REPORT ON THE FINANCIAL SITUATION AND RESULTS
1. Results of operations
During the nine months ended 30 September 2024 Group revenues decreased by (1)% to € 575.7 m compared to the same period of the previous year (9M 2023: € 580.1 m). The decrease was driven by (12)% lower revenues in the Shared R&D segment, whereas Just - Evotec Biologics contributed € 128.7 m during the nine months ended 30 September 2024 versus € 74.1 m in the comparable prior year period. There was no significant fx impact on the revenues compared to prior year. Base business decreased by (0.5)% from € 575.3 m in 9M 2023 to € 572.6 m in the nine months ended 30 September 2024.
The Costs of revenue for the nine months ended 30 September 2024 amounted to € 507.0 m (9M 2023: € 442.7 m) yielding a gross margin of 11.9% (9M 2023: 23.7%). Within the comparable prior year, € 31.8 m were reclassified from Costs of revenue towards Other Operating Expense, representing the internal effort of the Operations functions focused on business recovery after the cyber-attack. The other main driver of the increase in the costs of revenue lies within Just-Evotec Biologics due to higher headcount numbers and therefore higher labour costs, as well as increased material and supplier costs to cover the increased business
R&D expenses were € 41.1 m, compared to € 48.4 m in the nine months ended 30 September 2023 (-15%), with a focused capital allocation to selected R&D projects.
SG&A expenses for the nine months ended 30 September 2024 amounted to € 138.3 m and were thus € 10.8 m or 8% higher compared to last year (9M 2023: € 127.5 m) especially driven by higher IT costs as well as Business Development and General & Admin expenses. The increase was related to higher personnel costs, consultancy and depreciation expenses. Overall, SG&A expenses have increased significantly more than the revenue growth in the past years and a simplification of the organization structure, operating model and footprint is needed as announced in the reorganization program.
For the nine months ended 30 September 2024, other operating income amounted to € 35.0 m, compared to € 52.3 m for the comparable prior year period. The decrease was driven by the Sanofi contribution that ended in 2023 (9M 2023 € 16.9 m). Key driver for the decrease of other operating expensesfrom € 44.7 m in the first nine months of 2023 to € 11.4 m in the first nine months of 2024 were the internal and external costs related to the recovery after the cyber-attack, which are significantly lower within the first nine months of 2024.
The Group has also reviewed its finite livedintangible assets as well as Goodwill for impairment whenever triggering events or changes in circumstances indicate that carrying amount value may not be recoverable. Following this review, the Group has not identified any impairment trigger. In the nine months ended 30 September 2023, the review led to the recognition of an impairment loss of € (5.1) m linked to research and development projects.
For the nine months ended 30 September 2024 Reorganisation costs amounted to € (62.3) m driven by planned headcount reduction, planned closure of selected sites, and the further reduction of physical footprint through surrendering of certain lease agreements and the associated costs.
5
| interim<br> STATEMENT 9M 2024 |
|---|
Adjusted Group EBITDA for the nine months ended 30 September 2024 amounted to € (6.o) m (9M 2023: € 50.2 m) driven by a small single-digit decrease in revenues, higher costs and less contribution within other operating income.
The net income (loss) as of 30 September 2024 amounted to € (155.2) m (9M 2023: € (67.8) m), predominantly driven by higher costs of revenues and reorganization costs,but partially offset by more favourable income taxes.
2. Result in our reportable segments Shared R&D and Just-EvotecBiologics
In the Shared R&D segment, revenues(incl. intersegment revenues) decreased by (12)% to € 447.1 m (9M 2023: € 506.1 m) mainly driven by a weaker performance within parts of the Discovery business area partially offset by increased revenues within the transactional business areas that was impacted heavily in the prior year after the cyber-attack.
Costs of revenue within Shared R&D were at € 382.9 m in the nine months ended 30 September 2024 (9M 2023: € 370.0 m), corresponding to a gross margin of 14.3% (9M 2023: 26.9%). The decrease in the gross margin was mainly driven by a lower top-line performance, a high fixed-cost base and under-utilization in some areas of Shared R&D. In the nine months ended 30 September 2023 we reclassified € 21.7 m from Costs of revenues to Other operating expenses as this was time we spent on recovering after the cyber-attack.
R&D expenses came in at € 41.3 m (9M 2023: € 48.4 m), with a focused capital allocation approach to specific R&D projects. SG&A expenses increased to € 115.4 m (9M 2023: € 107.8 m), mainly caused by an increase in IT expenses. For the nine months ended 30 September 2024, other operating income amounted to € 33.4 m, compared to € 50.6 m for the comparable prior year period, driven by the conclusion of the Sanofi contribution in 2023. Other operating expenses were € 11.4 m (9M 2023: € 34.5 m) driven by one-off expenses related to the cyber-attack but significantly lower compared to the comparable prior year period due to less internal and external cyber costs.
The adjusted EBITDA of the Shared R&D segment was € (6.8) m (9M 2023: € 61.1 m), due to lower revenues on an increasing cost base within costs of revenues and SG&A expenses and lower other operating income.
Revenues within Just-Evotec Biologicsincreased to € 128.7 m (9M 2023: € 74.1 m). This growth of 74% was strongly driven by the higher order book in our Redmond, US plant. The new factory in Toulouse, France, is expected to be fully operational in Q1 2025.
Costs of revenues of € 124.4 m were incurred in the first nine months of 2024, with higher labour and service and supplier costs to cover the increased base business in the US and the continuous ramp-up in France, compared to € 72.8 m within the nine months ended 30 September 2023, with increasing business in the US. In the same period, gross margin increased to 3.8% from 1.8% in the first nine months of 2023.
The increase in SG&A expenses (9M 2024: € 22.9 m vs. 9M 2023: € 19.7 m) was mainly caused by higher headcount and the continuous investment in IT-systems and process improvements. Other Operating Expense decreased by € 9.4 m, mainly related to the reclassification from Costs of Revenues to Other Operating Expense
6
| interim<br> STATEMENT 9M 2024 |
|---|
within the nine months ended 30 September 2023 related mainly to time spent on recovering after the cyber-attack.
The adjusted EBITDA within Just-Evotec Biologics has increased to € 0.8 m (9M 2023: € (10.9) m, as the revenue has increased stronger than the cost base. Within the nine months ended 30 September 2023, we recognized a higher upfront revenue compared to this year. The base business development however, shows a positive development.
3. Financing and financial position
Cash flow provided by (used in) operatingactivities in the nine months ended 30 September 2024 was € (56.0) m compared with € 16.5 m in the first nine months of 2023. This year’s figure is negatively affected by an increased net loss and unfavourable changes in working capital.
Net cash used in investing activities for the nine months ended 30 September 2024 amounted to € (88.1) m (9M 2023: € 16.7 m). Capital expenditure decreased to € 102.3 m (9M 2023: € 150.0 m) and was mainly due to investments in the Just-Evotec Biologics production facilities. The proceeds from sale of current investments decreased significantly to € 30.8 m (9M 2023: € 203.1 m) and originated from the sale of bonds and fixed term investments.
Net cash used in financing activities amounted € (132.1) m in the nine months ended 30 September 2024 (9M 2023: € 48.9 m) due to the repayment of loans and lease obligations € (128.4) m.
Cash and cash equivalents amounted to € 231.3 m as of 30 September 2024 (31 December 2023: € 510.9 m ). Total Liquidity decreased to € 303.3 m (31 December 2023: € 604.1 m).
4. Assets, liabilities, and stockholders’equity
Assets
Between 31 December 2023 and 30 September 2024, totalassets decreased by € (261.7) m to € 1,990.8 m (31 December 2023: € 2,252.5 m).
Investments amounted to € 72.0 m (31 December 2023: € 93.2 m). This decrease was mainly due to the sale of current investments.
Contract assets amounted to € 39.1 m (31 December 2023: € 25.0 m). This increase is mainly due to an increase in contract assets in Just Evotec Biologics Inc. of € 11.9 m.
Inventories as of 30 September 2024 increased by € 4.9 m to € 35.8 m compared to 31 December 2023 (€ 30.9 m). This increase is due to the growth of operations in Just — Evotec Biologics.
Current tax assets increased from € 80.7 m as per 31 December 2023 to € 90.9 m as per 30 September 2024. The increase resulted from a reclassification from non-current to current and is partially offset by refunds and factoring of R&D tax credits.
7
| interim<br> STATEMENT 9M 2024 |
|---|
Other current financial assets including derivativesincreased to € 75.2 m (31 December 2023: € 12.8 m) which is mainly due to factoring of R&D tax credits in France. Evotec received the related payments in October 2024.
For Assets classified as held for sale , see “5. Reorganization”.
Non-current investments and other non-currentfinancial assets amounted to € 119.4 m (31 December 2023: € 139.0 m). This decrease resulted mainly from the revaluation of Evotec’s share in Exscientia plc.
Property, plant and equipment increased by € 7.2 m to € 813.8 m (31 December 2023: € 806.6 m) caused by capital expenditures for site expansions, especially in Just - Evotec Biologics EU SAS and Just — Evotec Biologics Inc., exceeding depreciations and reductions due to the termination of lease contracts.
Intangible assets and Goodwill increased by € 4.8 m compared with 31 December 2023, to € 295.9 m (31 December 2023: € 291.1 m), primarily due to new developed technologies.
The increase in Deferred tax assets to € 36.1 m as of 30 September 2024 (31 December 2023: € 14.3 m) is mainly related to deferred taxes recognized on increased tax losses in Germany.
Non-current tax assets decreased to € 23.5 m (31 December 2023: € 94.4 m) mainly due to a reclassification from non-current to current and factoring of R&D tax credits..
Liabilities
Current financial liabilities decreased to € 53.5 m (31 December 2023: €149.1 m) mainly due to the repayment of debt.
Trade and other payables decreased by € (64.4) m in the nine months ended 30 September 2024 to € 69.9 m (31 December 2023: € 134.3 m), resulting from the payment of a high volume of invoices in the first quarter of 2024.
Current and non-current contract liabilitiesincreased by € 54.0 m to € 306.9 m (31 December 2023: € 252.9 m) predominantly due to prepayments received from BMS in Q3 2024.
Current and non-current provisions increased by € 33.5 m to € 94.8 m (31 December 2023: € 61.2 m) mainly because of the build-up of current and non-current provisions for reorganization.
Non-current financial liabilities decreased to € 416.5 m (31 December 2023: € 477.1 m) due to the termination of lease contracts as well as the conversion of a forgivable loan received for the construction of facilities (€ 20.8 m).
Stockholders’ equity
Total stockholders’ equity decreased by € (151.4) m to € 968.5 m (31 December 2023: € 1,119.9 m).
Evotec’s equity ratio as of 30 September 2024 slightly decreased to 48.6% (31 December 2023: 49.7%).
8
| interim<br> STATEMENT 9M 2024 |
|---|
5. Reorganization
On 24 April 2024 as part of the publication of the 2023 Annual Results, the Group announced that it was currently assessing its current footprint and activities. As of 30 June 2024, the Group has recognized a provision of € 64.5 m to cover the expected and estimated costs associated with the reorganization. Estimated reorganization costs mainly include employee termination benefits, Real Estate footprint optimization and other direct costs associated with the reorganization.
Predominantly due to the reclassification of the operations of Evotec DS to held for sale, the provision for reorganization decreased to € 44.9 m as of 30 September 2024.
On 2 November 2024, the Group signed a SPA for the sale of Evotec DS.
As a result of the company’s ‘Priority Reset’, the company has identified a contingent liability in regards to a possibly onerous lease contract. The company continues to closely review scenarios to limit the impact to the maximum extent.
6. HumanResources
Employees
Headquartered in Hamburg, Germany, the Evotec Group employs 5,007 people globally as of 30 September 2024 (31 December 2023: 5,061 employees), and therefore (1)% less compared to prior year’s end. Overall, the number of employees decreased by (79) compared to the nine months ended 30 September 2023 with 5,086, due to the first impact of the reorganization program but partly offset by increased headcount within Just - Evotec Biologics. The full impact of the reorganization on the head count will be more visible within Q4 2024 and reaching into the first half of 2025.
9
| interim<br> STATEMENT 9M 2024 |
|---|
UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS^1^
Evotec SE and Subsidiaries
Consolidated interim income statement for the period from 1January to 30 September 2024
| in k€ except share and<br> per share data | Nine months ended 30 September 2024 | Nine months ended 30 September 2023 | Three<br> months ended 30<br><br> September 2024 | Three<br> months ended 30<br><br> September 2023 | ||||
|---|---|---|---|---|---|---|---|---|
| Revenue | 575,739 | 580,113 | 184,890 | 196,278 | ||||
| Costs of revenue | (506,955 | ) | (442,729 | ) | (166,607 | ) | (158,454 | ) |
| Gross profit | 68,784 | 137,384 | 18,283 | 37,823 | ||||
| Operating income (expenses) | ||||||||
| Research and development | (41,128 | ) | (48,366 | ) | (11,874 | ) | (17,503 | ) |
| Selling, general and administrative expenses | (138,297 | ) | (127,482 | ) | (46,391 | ) | (39,290 | ) |
| Other operating income | 34,983 | 52,290 | 10,750 | 13,804 | ||||
| Other operating expenses | (11,393 | ) | (44,655 | ) | (3,459 | ) | (7,010 | ) |
| Impairments of intangible assets | — | (5,131 | ) | — | (12 | ) | ||
| Reorganization costs | (62,257 | ) | — | 6,199 | — | |||
| Total operating income (expenses) | (218,090 | ) | (173,344 | ) | (44,776 | ) | (50,011 | ) |
| Operating income (loss) | (149,306 | ) | (35,960 | ) | (26,493 | ) | (12,187 | ) |
| Non-operating income (expense) | ||||||||
| Gain (loss) on investment and financial instruments reevaluation | (14,788 | ) | (11,065 | ) | (6,233 | ) | (16,632 | ) |
| Share of profit (loss) and reevaluation of at-equity investments | (1,507 | ) | (11,608 | ) | (1,910 | ) | (4,459 | ) |
| Other Financial income | 2,802 | 8,160 | 917 | 2,482 | ||||
| Other Financial expense | (7,282 | ) | (8,558 | ) | (1,866 | ) | (3,521 | ) |
| Other non-operating income (expense) | (8,029 | ) | 2,463 | (11,290 | ) | 4,401 | ||
| Total non-operating income (expense) | (28,805 | ) | (20,608 | ) | (20,381 | ) | (17,729 | ) |
| Net Income (loss) before taxes | (178,111 | ) | (56,568 | ) | (46,874 | ) | (29,916 | ) |
| Total taxes | 22,872 | (11,215 | ) | 7,241 | (9,039 | ) | ||
| Net income (loss) | (155,239 | ) | (67,782 | ) | (39,634 | ) | (38,955 | ) |
| Weighted average shares outstanding | 177,277,605 | 176,910,122 | 177,347,294 | 176,935,744 | ||||
| Net result per share | (0.88 | ) | (0.38 | ) | (0.22 | ) | (0.22 | ) |
^1)^ Each financial statement line item is rounded individually.Totals and subtotals may therefore deviate slightly from the sum of the individual items.
10
| interim<br> STATEMENT 9M 2024 |
|---|
Evotec SE and Subsidiaries
Consolidated interim statement of financial position as of30 September 2024
| in k€ | as<br> of 30 September 2024 | as<br> of 31 December 2023 | ||
|---|---|---|---|---|
| ASSETS | ||||
| Current Assets: | ||||
| — Cash and cash equivalents | 231,298 | 510,909 | ||
| ¾ Investments | 71,976 | 93,203 | ||
| — Trade and other receivables | 97,742 | 98,396 | ||
| — Contract assets | 39,091 | 25,000 | ||
| — Inventories | 35,772 | 30,890 | ||
| — Current tax assets | 90,920 | 80,659 | ||
| — Other current financial assets including derivatives | 75,245 | 12,759 | ||
| — Prepaid expenses and other current assets | 48,632 | 51,345 | ||
| — Assets classified as Held for Sale | 7,423 | — | ||
| Total current assets | 698,099 | 903,162 | ||
| Non-current assets: | ||||
| — Non-current investments and other non-current financial<br> assets | 119,362 | 139,023 | ||
| — Investments in associates and Joint ventures | 4,119 | 3,071 | ||
| — Property, plant and equipment | 813,805 | 806,563 | ||
| — Intangible assets and Goodwill | 295,866 | 291,089 | ||
| — Deferred tax assets | 36,054 | 14,330 | ||
| — Non-current tax assets | 23,503 | 94,393 | ||
| — Other non-current assets | — | 837 | ||
| Total non-current assets | 1,292,710 | 1,349,306 | ||
| Total assets | 1,990,809 | 2,252,468 |
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| interim<br> STATEMENT 9M 2024 | ||||||
|---|---|---|---|---|---|---|
| in k€ | as<br> of 30 September 2024 | as<br> of 31 December 2023 | ||||
| --- | --- | --- | --- | --- | --- | --- |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current Liabilities | ||||||
| — Current financial liabilities | 53,537 | 149,096 | ||||
| — Trade and other payables | 69,894 | 134,319 | ||||
| — Contract liabilities | 98,684 | 97,587 | ||||
| — Deferred income | 8,714 | 10,268 | ||||
| — Provisions | 67,680 | 45,165 | ||||
| — Current income tax liabilities | 3,785 | 5,565 | ||||
| — Other current liabilities | 23,901 | 22,572 | ||||
| — Liabilities classified as Held for Sale | 7,423 | — | ||||
| Total current liabilities | 333,618 | 464,573 | ||||
| Non-current liabilities: | ||||||
| — Non-current financial liabilities | 416,514 | 477,112 | ||||
| — Deferred tax liabilities | 14,052 | 18,137 | ||||
| — Provisions | 27,074 | 16,063 | ||||
| — Contract liabilities | 208,207 | 155,287 | ||||
| — Other non-current liabilities | 22,875 | 1,387 | ||||
| Total non-current liabilities | 688,721 | 667,987 | ||||
| Stockholders’ equity: | ||||||
| — Share capital | 177,553 | 177,186 | ||||
| — Additional paid-in capital | 1,451,818 | 1,449,654 | ||||
| — Retained Earnings | (631,530 | ) | (476,290 | ) | ||
| — Accumulated other comprehensive income | (29,372 | ) | (30,643 | ) | ||
| Total stockholders’ equity | 968,469 | 1,119,908 | ||||
| Total liabilities and stockholders’ equity | 1,990,809 | 2,252,468 |
12
| interim<br> STATEMENT 9M 2024 |
|---|
Evotec SE and Subsidiaries
Condensed consolidated interim statement of cash flows forthe nine months ended 30 September 2024
| in k€ | Nine months ended 30 September 2024 | Nine<br> months ended<br><br> 30 September 2023 | ||||
|---|---|---|---|---|---|---|
| Cash flows from operating activities: | ||||||
| — Net income (loss) | (155,239 | ) | (67,782 | ) | ||
| — Adjustments to reconcile net income to net cash provided<br> by operating activities | 122,992 | 108,754 | ||||
| — Change in assets and liabilities | (23,752 | ) | (24,476 | ) | ||
| Net cash provided by (used in) operating activities | (55,999 | ) | 16,495 | |||
| Cash flow from investing activities: | ||||||
| — Interest Received^1^ | 3,217 | 3,679 | ||||
| — Purchase of property, plant and equipment, net | (102,266 | ) | (149,956 | ) | ||
| — Proceeds from sale of property, plant and equipment | 1,592 | — | ||||
| — Acquisition of intangible assets and development expenditures | (4,890 | ) | — | |||
| — Purchase of investments in associated companies<br> and other long-term investments and convertibles | (12,618 | ) | (20,202 | ) | ||
| — Acquisition of current investments | (8,000 | ) | (21,439 | ) | ||
| — Proceeds from sale of current investments | 30,791 | 203,062 | ||||
| — Acquisitions of subsidiaries net of cash acquired | — | 1,567 | ||||
| —Proceeds<br> from Government Grants^2^ | 4,066 | — | ||||
| Net cash used in investing activities | (88,108 | ) | 16,711 | |||
| Cash flow from financing activities: | ||||||
| — Interest Paid^1^ | (4,940 | ) | (4,990 | ) | ||
| — Proceeds from loans | 900 | 151,374 | ||||
| — Proceeds from option exercise | 368 | 233 | ||||
| — Repayment of loans | (110,384 | ) | (84,775 | ) | ||
| — Repayment of lease obligation | (18,038 | ) | (12,983 | ) | ||
| Net cash used in financing activities | (132,095 | ) | 48,858 | |||
| Net increase (decrease) in cash and cash equivalents | (276,202 | ) | 82,065 | |||
| Exchange rate difference | (3,408 | ) | 2,147 | |||
| Cash and cash equivalents at beginning of year | 510,908 | 415,155 | ||||
| Cash and cash equivalents at end of the period | 231,298 | 499,366 |
^1^ Interest received and interest paid are reallocated from the operating cash flow to the investing cash flow and the financing cash flow, respectively. Hence, the previous year figures deviate from the figures published in the interim report Q3/2023. The change was made to provide a clearer picture of the financial position.
^2^Proceeds from government grants have been reclassified from “Purchase of property, plant and equipment” to a separate line within the investing cash flow.
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| interim<br> STATEMENT 9M 2024 |
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FORWARD-LOOKING STATEMENTS
This interim statement contains forward-lookingstatements concerning future events. Words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “Plan,” “Potential,” “should,” “target,” “would” and variations of such words and similar expressions are intended to identify forward-looking statements. Such statementsinclude comments regarding Evotec’s expectations for revenues, Adjusted Group EBITDA and unpartnered R&D expenses. These forward-lookingstatements are based on the information available to, and the expectations and assumptions deemed reasonable by Evotec at the time thesestatements were made. No assurance can be given that such expectations will prove to have been correct. These statements involve knownand unknown risks and are based upon a few assumptions and estimates which are inherently subject to significant uncertainties and contingencies,many of which are beyond the control of Evotec. Factors that could cause actual results to differ are discussed under the heading “RiskFactors” in our Annual Report for the year ended 31 December 2023. Evotec expressly disclaims any obligations or undertakingto release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Evotec’s expectationswith respect thereto or any change in events, conditions or circumstances on which any statement is based.
NON-IFRS METRICS
This interim report includes certain financial measures and metrics not based on IFRS, including Adjusted Group EBITDA. We define Adjusted EBITDA as net income (loss) adjusted for interest, taxes, depreciation and amortization of intangibles, impairments on goodwill and other intangible and tangible assets, total non-operating results and change in contingent consideration (earn-out).
Adjusted EBITDA should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with IFRS. Adjusted EBITDA is a non-IFRS measure presented as a supplemental measure of our performance. Adjusted EBITDA should not be considered as an alternative to net income as a measure of financial performance. Adjusted EBITDA is presented because it is a key metric used by our Management Board to assess our financial performance. Management believes Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate directly to the performance of the underlying business. Our definition of this non-IFRS financial measure may not be comparable to similarly titled measures of other companies, thereby reducing the usefulness of our Adjusted EBITDA as a tool for comparison.
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| interim<br> STATEMENT 9M 2024 |
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The following table shows the reconciliation of net income to Adjusted EBITDA:
| in T€ | Evotec Group 9M 2024 | Evotec Group 9M 2023 | ||
|---|---|---|---|---|
| Net income | (155,239 | ) | (67,782 | ) |
| - Interest expense (net) | 4,480 | 398 | ||
| - Tax expense | (22,872 | ) | 11,215 | |
| - Depreciation of tangible assets | 69,452 | 63,719 | ||
| - Amortization of intangible assets | 4,667 | 5,432 | ||
| EBITDA | (99,512 | ) | 12,982 | |
| - Impairment of intangible assets | — | 5,131 | ||
| - Gain (loss) on investment and financial instruments reevaluation | 14,788 | 11,065 | ||
| - Share of profit (loss) and reevaluation of at-equity investments | 1,507 | 11,608 | ||
| - Foreign currency exchange (loss) gain, net | 9,800 | 175 | ||
| - Other non-operating income, net | (1,771 | ) | (2,638 | ) |
| - One-Off External Cyber-related Costs | 6,960 | 11,889 | ||
| - Reorganization Costs | 62,257 | — | ||
| Adjusted EBITDA | (5,971 | ) | 50,211 |
15
Exhibit 99.2
| Evotec Announces Sale of API Manufacturing Facility to Monacum Partners | |
|---|---|
| · | Evotec divests chemical API-focused CDMO<br> operation in Halle/Westphalia (Evotec DS) to Monacum Partners |
| · | Transaction aligns with Evotec’s strategic<br> optimization efforts, concentrating resources on key growth drivers |
| · | New ownership committed to maintaining<br> and growing the business |
Hamburg, 05 November 2024:
Evotec SE (Frankfurt Stock Exchange: EVT, SDAX/TecDAX, ISIN: DE0005664809; NASDAQ: EVO) has announced the sale of its chemical API manufacturing site, Evotec DS GmbH, located in Halle/Westphalia, to Monacum Partners GmbH - a Munich based Private Equity firm. This transaction forms part of Evotec’s “Priority Reset” initiative launched in April 2024, which aims to foster profitable growth by refining the company’s operational footprint and focusing on its primary growth sectors and core competencies.
Evotec DS in Halle/Westphalia is a specialized CDMO (Contract Development and Manufacturing Organization) with a strong foundation in chemical APIs, intermediates, and building blocks, which provides an end-to-end service portfolio, encompassing development to commercial-scale manufacturing.
The transaction presents an opportunity for Evotec DS to achieve its growth ambitions under new ownership. Under the agreement, all business operations and the entire workforce at Evotec DS will transition to Monacum Partners and continue business as DAPIN GmbH (Deutsche API & Intermediates). Financial terms of the transaction were not disclosed.
About Evotec SE
Evotecis a life science company with a unique business model that delivers on its mission to discover and develop highly effective therapeuticsand make them available to the patients. The Company’s multimodality platform comprises a unique combination of innovative technologies,data and science for the discovery, development, and production of first-in-class and best-in-class pharmaceutical products. Evotec provideshigh value pipeline co-creating partnerships and solutions to all Top 20 Pharma andover 800 biotechnology companies, academic institutions, as well as other healthcare stakeholders. Evotec has strategic activities ina broad range of currently underserved therapeutic areas, including e.g. neurology, oncology, as well as metabolic and infectious diseases.Within these areas of expertise, Evotec aims to create the world-leading co-owned pipeline for innovative therapeutics and has to-dateestablished a portfolio of more than 200 proprietary and co-owned R&D projects from early discovery to clinical development.Evotec operates globally with more than 5,000 highly qualified people. The Company’s sites in Europe and the USA offer highly synergistictechnologies and services and operate as complementary clusters of excellence. For additional information please go to www.evotec.comand follow us on X/Twitter @Evotec and LinkedIn.
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About Monacum Partners
MonacumPartners is a Munich based private equity firm, focused on repositioning of European headquartered businesses. The core of Monacum Partnersstrategy, is acquiring underperforming companies with significant operational improvement potential and support them through proven turnaroundplaybooks, implemented by Monacum Partners’ highly experienced operational team. For additional information please go to**www.monacumpartners.com.
Forward-looking statements
This announcement contains forward-lookingstatements concerning future events, including the proposed offering and listing of Evotec’s securities. Words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” ‘Plan,” ‘Potential,” “should,” “target,” “would” and variations of such words and similar expressionsare intended to identify forward-looking statements. Such statements include comments regarding Evotec’s expectations for revenues, GroupEBITDA and unpartnered R&D expenses. These forward-looking statements are based on the information available to, and the expectationsand assumptions deemed reasonable by Evotec at the time these statements were made. No assurance can be given that such expectationswill prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates,which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of Evotec. Evotec expresslydisclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained hereinto reflect any change in Evotec’s expectations with respect thereto or any change in events, conditions or circumstances on which anystatement is based.
For further information, please contact:
Investor Relations
Volker Braun
EVP Head of Global Investor Relations &ESG
Media
Susanne Kreuter
VPHead of Strategic Marketing**[email protected]
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