(Translation)
March 25, 2014
Company name: | Acucela Inc. |
Representative: | Ryo Kubota, Chairman, President and CEO |
Code No.: | 4589, TSE Mothers |
Person to contact: | Tomomi Sukagawa, Director of Investor Relations & Comunications Japan Office, Acucela Inc. TEL: 81-3-5789-5872 (main) |
Attorney in fact: | Ken Takahashi, Attorney at law Baker & McKenzie (Gaikokuho Joint Enterprise) TEL: 81-3-6271-9900 |
[Amendment]
Financial Results for the Fiscal Year Ended December 31, 2013 [US GAAP] [Non-consolidated]
As there have been amendments to part of the descriptions included in "Financial Results for the Fiscal Year Ended December 31, 2013 [US GAAP] [Non-consolidated]" as announced on February 13, 2014, the Company files this notice as follows. The amended parts are presented with underlines.
***
[Reason for the amendment]
Financial Results for the Fiscal Year Ended December 31, 2013 is amended as a result of the completion of our annual closing process including our financial audit by US independent accounting firm.
[List of Items to be amended]
Summary Information - 1. Financial Results for the FY2013 (January 1, 2013 to December 31, 2013)
Exhibit Page 1 - 1. Business Results (1) Analysis of Business Results
Exhibit Page 3 - 1. Business Results (2) Analysis of Financial Condition
Exhibit Page 7 - 3. Financial Statements and Other Information (1) Balance Sheets
Exhibit Page 9 - 3. Financial Statements and Other Information (2) Statements of Income
Exhibit Page 10 - 3. Financial Statements and Other Information (3) Statement of Comprehensive Income
Exhibit Page 11 - 3. Financial Statements and Other Information (4) Statement of Stockholders’ Equity
Exhibit Page 13 - 3. Financial Statements and Other Information (5) Statements of Cash Flows
Exhibit Page 14 - 3. Financial Statements and Other Information (7) Notes on the Financial Statements
1
[Items to be amended]
Summary Information - 1. Financial Results for the FY2013 (January 1, 2013 to December 31, 2013)
[Before Amendment]
(1) Operating Results
(Unit: US$ in thousands (JPY in thousands), % change from the previous fiscal year)
Revenues from collaborations with a related party | Operating income | Income before income tax | Net Income | ||||||||||||
FY2013 | 52,878 (5,572,812) | 14 | % | 6,818 (718,549) | -3 | % | 7,004 (738,151) | 3 | % | 4,186 (441,162) | 0 | % | |||
FY2012 | 46,424 (4,892,625) | 36 | % | 7,033 (741,207) | 82 | % | 6,825 (719,286) | 80 | % | 4,178 (440,319) | -33 | % |
(Note) Comprehensive income: FY2013 (US$ 4,176 thousand (JPY 440,108 thousands) (-0.2%); FY2012 (US$ 4,184 thousand (JPY 440,951 thousands) (-34%)
(Unit: US$ (JPY), except for %)
Basic earnings per share | Diluted earnings per share | Net income to equity ratio | Ratio of income before income tax to total assets | Ratio of operating income to revenues from collaborations with a related party | |||||
FY2013 | 0.09 (9) | 0.09 (9) | 13% | 13% | 13% | ||||
FY2012 | 0.09 (9) | 0.09 (9) | 16% | 15% | 15% |
(2) Financial Position
(Unit: US$ in thousands (JPY in thousands), except for % and per share data)
Total assets | Net assets | Shareholders’ equity | Shareholders’ equity ratio | Shareholders' equity per share | ||||||
As of December 31, 2013 | 54,792 (5,774,525) | 31,046 (3,271,936) | 31,046 (3,271,936) | 57 | % | 2.59 (273) | ||||
As of December 31, 2012 | 47,024 (4,955,854) | 25,607 (2,698,718) | 25,607 (2,698,718) | 54 | % | 2.15 (227) |
2
(3) Cash Flows
(Unit: US$ in thousands (JPY in thousands))
Cash flows from operating activities | Cash flows from investing activities | Cash flows from financing activities | Cash and cash equivalents at end of year | ||||
FY2013 | 7,219 | -6,582 | -3,283 | 13,993 | |||
(760,811) | (-693,677) | (-345,996) | (1,474,722) | ||||
FY2012 | 11,246 | -3,743 | -624 | 16,639 | |||
(1,185,208) | (-394,475) | (-65,764) | (1,753,584) |
Note: The original financial statements of the Company for FY2013 and FY2012 are expressed in U.S. dollar. Amounts as to operating results in parentheses are converted amounts (JPY in thousands except for per share amounts (JPY)) at the rate of 1 USD = 105.39, which were the TTM rates quoted by The Bank of Tokyo-Mitsubishi UFJ, Ltd. on December 30, 2013 for the sake of convenience.
<Omitted>
[After Amendment]
(1) Operating Results
(Unit: US$ in thousands (JPY in thousands), % change from the previous fiscal year)
Revenues from collaborations with a related party | Operating income | Income before income tax | Net Income | ||||||||||||
FY2013 | 52,947 (5,580,084) | 14 | % | 6,994 (737,097) | -1 | % | 7,182 (756,910) | 5 | % | 4,299 (453,071) | 3 | % | |||
FY2012 | 46,424 (4,892,625) | 36 | % | 7,033 (741,207) | 82 | % | 6,825 (719,286) | 80 | % | 4,178 (440,319) | -33 | % |
(Note) Comprehensive income: FY2013 (US$ 4,292 thousand (JPY 452,333 thousands) (2.6%); FY2012 (US$ 4,184 thousand (JPY 440,951 thousands) (-34%)
(Unit: US$ (JPY), except for %)
Basic earnings per share | Diluted earnings per share | Net income to equity ratio | Ratio of income before income tax to total assets | Ratio of operating income to revenues from collaborations with a related party | |||||
FY2013 | 0.10 (10) | 0.09 (9) | 14% | 13% | 13% | ||||
FY2012 | 0.09 (9) | 0.09 (9) | 16% | 15% | 15% |
3
(2) Financial Position
(Unit: US$ in thousands (JPY in thousands), except for % and per share data)
Total assets | Net assets | Shareholders’ equity | Shareholders’ equity ratio | Shareholders' equity per share | ||||||
As of December 31, 2013 | 54,048 (5,696,114) | 31,124 (3,280,156) | 31,124 (3,280,156) | 58 | % | 2.60 (274) | ||||
As of December 31, 2012 | 47,024 (4,955,854) | 25,607 (2,698,718) | 25,607 (2,698,718) | 54 | % | 2.15 (227) |
(3) Cash Flows
(Unit: US$ in thousands (JPY in thousands))
Cash flows from operating activities | Cash flows from investing activities | Cash flows from financing activities | Cash and cash equivalents at end of year | ||||
FY2013 | 7,246 | -6,581 | -3,310 | 13,994 | |||
(763,655) | (-693,571) | (-348,841) | (1,474,827) | ||||
FY2012 | 11,246 | -3,743 | -624 | 16,639 | |||
(1,185,208) | (-394,475) | (-65,764) | (1,753,584) |
Note: The original financial statements of the Company for FY2013 and FY2012 are expressed in U.S. dollar. Amounts as to operating results in parentheses are converted amounts (JPY in thousands except for per share amounts (JPY)) at the rate of 1 USD = 105.39, which were the TTM rates quoted by The Bank of Tokyo-Mitsubishi UFJ, Ltd. on December 30, 2013 for the sake of convenience.
<Omitted>
Exhibit Page 1 - 1. Business Results (1) Analysis of Business Results
[Before Amendment]
FY 2013 compared to FY 2012
Revenues from collaborations with a related party. Revenues from collaborations with a related party for the year ended December 31, 2013 totaled approximately $52.9 million (JPY 5,573 million), representing an increase of approximately $6.5 million (JPY 680 million), or 14%, over the same period in 2012. By program, revenues were as follow (in thousands US$ (JPY), except for %):
4
Year Ended December 31, | Change | |||||||||||||
2013 | 2012 | $ | % | |||||||||||
Emixustat | $39,118 | $19,328 | $19,790 | 102 | % | |||||||||
(4,122,646) | (2,036,978) | (2,085,668) | ||||||||||||
Rebamipide | $12,270 | $18,987 | $(6,717) | (35 | )% | |||||||||
(1,293,135) | (2,001,040) | ((707,905)) | ||||||||||||
OPA-6566 | $1,490 | $8,108 | $(6,618) | (82 | )% | |||||||||
(157,031) | (854,502) | ((697,471)) |
The increase was primarily due to the receipt of a $5.0 million (JPY 527 million) milestone payment from Otsuka related to the initiation of our Phase 2b/3 emixustat clinical study and recognizing a $2.0 million (JPY 211 million) rebamipide milestone. Increased revenue in the emixustat program driven by the Phase 2b/3 study was partially offset by decreased activity in the rebamipide and OPA-6566 programs.
Research and development. Research and development expense for the year ended December 31, 2013 totaled approximately $36.9 million (JPY 3,893 million), representing an increase of approximately $5.3 million (JPY 562 million), or 17%, over the same period in 2012. During the year ended December 31, 2013 and 2012, our research and development expenses related to clinical programs and internal research programs were as follows (in thousands US$ (JPY), except for %):
Year Ended December 31, | Change | |||||||||||||
2013 | 2012 | $ | % | |||||||||||
Internal Research | $2,593 | $2,515 | $78 | 3 | % | |||||||||
(273,276) | (265,056) | (8,220) | ||||||||||||
Emixustat | $25,788 | $13,707 | $12,081 | 88 | % | |||||||||
(2,717,797) | (1,444,581) | (1,273,217) | ||||||||||||
Rebampide | $7,185 | $9,823 | $(2,638) | (27 | )% | |||||||||
(757,227) | (1,035,246) | ((278,019)) | ||||||||||||
OPA-6566 | $1,250 | $5,559 | $(4,309) | (78 | )% | |||||||||
(131,738) | (585,863) | ((454,126)) | ||||||||||||
DR/DME | $124 | $0 | $124 | 100 | % | |||||||||
(13,068) | 0 | (13,068) |
The increase was primarily due to increased development of emixustat as the Phase 2b/3 clinical study commenced during 2013.
General and administrative. General and administrative expense for the year ended December 31, 2013 totaled approximately $9.1 million (JPY 961 million), representing an increase of approximately $1.3 million (JPY 140 million), or 17%, over the same period in 2012. The increase was primarily due to costs associated with restructuring the business after the rebamipide program being terminated as well as increased expenses as the Company prepares for its future public offering.
Interest income and interest expense. Interest income and interest expense for the year ended December 31, 2013 were relatively consistent with the prior year.
Income tax expense. Income tax expense for the year ended December 31, 2013 totaled approximately $2.8 million (JPY 297 million). This represented a 40% tax rates.
Net income attributable to common shareholders
(Unit: in thousands except for per share data)
5
December 31, 2012 | December 31, 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Net income | 4,178 | 440,319 | 4,186 | 441,162 | |||
Net income attributable to participating securities | 3,056 | 322,071 | 3,056 | 322,071 | |||
Net income attributable to common shareholders | 1,122 | 118,247 | 1,130 | 119,090 | |||
Net income per share attributable to common shareholders | |||||||
Basic | 0.09 | 9 | 0.09 | 9 | |||
Diluted | 0.09 | 9 | 0.09 | 9 | |||
Weighted average shares used to compute net income per share attributable to common shareholders (in thousand shares): | |||||||
Basic | 11,901 | 11,964 | |||||
Diluted | 12,158 | 12,355 |
Net income attributable to common shareholders for the year ended December 31, 2013 was relatively consistent with the prior year.
[After Amendment]
FY 2013 compared to FY 2012
Revenues from collaborations with a related party. Revenues from collaborations with a related party for the year ended December 31, 2013 totaled approximately $52.9 million (JPY 5,573 million), representing an increase of approximately $6.5 million (JPY 680 million), or 14%, over the same period in 2012. By program, revenues were as follow (in thousands US$ (JPY), except for %):
Year Ended December 31, | Change | |||||||||||||
2013 | 2012 | $ | % | |||||||||||
Emixustat | $39,186 | $19,328 | $19,858 | 103 | % | |||||||||
(4,129,813) | (2,036,978) | (2,092,835) | ||||||||||||
Rebamipide | $12,271 | $18,987 | $(6,716) | (35 | )% | |||||||||
(1,293,240) | (2,001,040) | ((707,800)) | ||||||||||||
OPA-6566 | $1,490 | $8,108 | $(6,618) | (82 | )% | |||||||||
(157,031) | (854,502) | ((697,471)) |
The increase was primarily due to the receipt of a $5.0 million (JPY 527 million) milestone payment from Otsuka related to the initiation of our Phase 2b/3 emixustat clinical study and recognizing a $2.0 million (JPY 211million) rebamipide milestone. Increased revenue in the emixustat program driven by the Phase 2b/3 study was partially offset by decreased activity in the rebamipide and OPA-6566 programs.
Research and development. Research and development expense for the year ended December 31, 2013 totaled approximately $36.4 million (JPY 3,837 million), representing an increase of approximately $4.8 million (JPY 506 million), or 15%, over the same period in 2012. During the year ended December 31, 2013 and 2012, our research and development expenses related to clinical programs and internal research programs were as follows (in thousands US$ (JPY), except for %):
6
Year Ended December 31, | Change | |||||||||||||
2013 | 2012 | $ | % | |||||||||||
Internal Research | $2,555 | $2,515 | $40 | 2 | % | |||||||||
(269,271) | (265,056) | (4,215) | ||||||||||||
Emixustat | $25,414 | $13,707 | $11,707 | 85.4 | % | |||||||||
(2,678,382) | (1,444,581) | (1,233,800) | ||||||||||||
Rebamipide | $7,081 | $9,823 | $(2,742) | (27.9 | )% | |||||||||
(746,267) | (1,035,246) | ((288,980)) | ||||||||||||
OPA-6566 | $1,232 | $5,559 | $(4,327) | (77.8 | )% | |||||||||
(129,840) | (585,863) | ((456,023)) | ||||||||||||
DR/DME | $123 | $0 | $123 | 100 | % | |||||||||
(12,962) | 0 | (12,962) |
The increase was primarily due to increased development of emixustat as the Phase 2b/3 clinical study commenced during 2013.
General and administrative. General and administrative expense for the year ended December 31, 2013 totaled approximately $9.5 million (JPY 1,006 million), representing an increase of approximately $1.8 million (JPY 186 million), or 23%, over the same period in 2012. The increase was primarily due to costs associated with restructuring the business after the rebamipide program being terminated as well as increased expenses as the Company prepares for its future public offering.
Interest income and interest expense. Interest income and interest expense for the year ended December 31, 2013 were relatively consistent with the prior year.
Income tax expense. Income tax expense for the year ended December 31, 2013 totaled approximately $2.9 million (JPY 304 million). This represented a 40% tax rates.
Net income attributable to common shareholders
(Unit: in thousands except for per share data)
December 31, 2012 | December 31, 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Net income | 4,178 | 440,319 | 4,299 | 453,071 | |||
Net income attributable to participating securities | 3,056 | 322,071 | 3,138 | 330,713 | |||
Net income attributable to common shareholders | 1,122 | 118,247 | 1,161 | 122,357 | |||
Net income per share attributable to common shareholders | |||||||
Basic | 0.09 | 9 | 0.10 | 10 | |||
Diluted | 0.09 | 9 | 0.09 | 9 | |||
Weighted average shares used to compute net income per share attributable to common shareholders (in thousand shares): | |||||||
Basic | 11,901 | 11,964 | |||||
Diluted | 12,158 | 12,355 |
Net income attributable to common shareholders for the year ended December 31, 2013 was relatively consistent with the prior year.
7
Exhibit Page 3 - 1. Business Results (2) Analysis of Financial Condition
[Before Amendment]
<Omitted>
Years Ended December 31, | |||||||
2013 | 2012 | ||||||
Cash flows provided by operating activities | $7,219 | $11,246 | |||||
760,811 | (1,185,208) | ||||||
Cash flows used in investing activities | $(6,582) | $(3,743) | |||||
((693,677)) | ((394,475)) | ||||||
Cash flows used in financing activities | $(3,283) | $(624) | |||||
((345,996)) | ((65,764)) |
Cash Flows Provided By Operating Activities
Operating activities generated $7.2 million (JPY 761 million) and $11.2 million (JPY 1,185 million) of cash and cash equivalents for the year ended December 31, 2013 and 2012, respectively. For 2013, the cash inflow was primarily the result of $4.2 million (JPY 441 million) of net income, adjusted by decreases in deferred tax assets of $2.2 million (JPY 231 million), accounts receivable from collaborations with a related party of $(1.8) million (JPY (186) million), and an increase in accrued liabilities of $3.2 million (JPY 332 million) and deferred revenue from collaborations with a related party $(2.3) million (JPY (244) million). For 2012, the cash inflow was primarily the result of $4.2 million (JPY 440 million) of net income, adjusted by decreases in deferred tax assets of $2.4 million (JPY 257 million), accounts receivable from collaborations with a related party of $3.6 million (JPY 374 million), and accounts payable of $1.9 million (JPY 205 million) and an increase in accrued liabilities of $1.3 million (JPY 139 million).
Cash Flows Used In Investing Activities
Net cash used in investing activities for the year ended December 31, 2013 and 2012 was $6.6 million (JPY 694 million) and $3.7 million (JPY 394 million), respectively. These changes were primarily the result of net purchases of marketable securities.
Cash Flows Used In Financing Activities
Net cash used in financing activities for the year ended December 31, 2013 and 2012 was $3.3 million (JPY 346 million) and $0.6 million (JPY 66 million), respectively. The 2013 and 2012 change was the result of deferred offering costs.
We believe that cash from operations and cash and investment balances will be sufficient to fund our ongoing operating activities, working capital, capital expenditures and other capital requirements for at least the next 12 months. Our future capital requirements will depend on many factors, including our rate of revenue growth, the expansion of our research and development activities, the timing and extent of our elections to co-promote product candidates under our collaboration agreements with Otsuka, the timing of achievement of milestones under the Emixustat Agreement, and Glaucoma Agreement. Although we are not currently a party to any agreement or letter of intent regarding potential investments in, or acquisitions of, complementary businesses,
8
applications or technologies, we may enter into these types of arrangements, which could require us to seek additional equity or debt financing.
FY2012 | FY2013 | ||||
Stockholders’ equity ratio (%) | 54 | % | 57 | % | |
Stockholders’ equity ratio based on market prices (%) | 738 | % | 1,365 | % | |
Debt to annual cash flow ratio (%) | 1.07 | 1.66 | |||
Interest coverage ratio (times) | 26.78 | – |
Stockholders' equity ratio: stockholders' equity I total assets
Stockholders' equity ratio based on market prices: market capitalization I total assets
Debt to annual cash flow ratio: interest bearing liabilities I operating cash flows
Interest coverage ratio: operating cash flows I interest payments
(Notes)
1. These indexes are calculated using U.S. GAAP figures.
2. Market capitalization is calculated based on issued and outstanding shares excluding treasury stock.
3. Operating cash flows are the cash flows provided by operating activities on the statements of cash flows.
4, Interest-bearing liabilities include all liabilities on the balance sheets that incur interest.
<Omitted>
[After Amendment]
<Omitted>
Years Ended December 31, | |||||||
2013 | 2012 | ||||||
Cash flows provided by operating activities | $7,246 | $11,246 | |||||
(763,655 | ) | (1,185,208) | |||||
Cash flows used in investing activities | $(6,581) | $(3,743) | |||||
((693,571)) | ((394,475)) | ||||||
Cash flows used in financing activities | $(3,310) | $(624) | |||||
((348,841)) | ((65,764)) |
Cash Flows Provided By Operating Activities
Operating activities generated $7.2 million (JPY 761 million) and $11.2 million (JPY 1,185 million) of cash and cash equivalents for the year ended December 31, 2013 and 2012, respectively. For 2013, the cash inflow was primarily the result of $4.3 million (JPY 453 million) of net income, adjusted by decreases in deferred tax assets of $2.3 million (JPY 239 million), accounts receivable from collaborations with a related party of $(1.6) million (JPY (165) million), and an increase in accrued liabilities of $2.7 million (JPY 279 million) and deferred revenue from collaborations with a related party $(2.6) million (JPY (271) million). For 2012, the cash inflow was primarily the result of $4.2 million (JPY 440 million) of net income, adjusted by decreases in deferred tax assets of $2.4 million (JPY 257 million), accounts receivable from collaborations with a related party of $3.6 million (JPY 374 million), and accounts payable of $1.9 million (JPY 205 million) and an increase in accrued liabilities of $1.3 million (JPY 139 million).
9
Cash Flows Used In Investing Activities
Net cash used in investing activities for the year ended December 31, 2013 and 2012 was $6.6 million (JPY 694 million) and $3.7 million (JPY 394 million), respectively. These changes were primarily the result of net purchases of marketable securities.
Cash Flows Used In Financing Activities
Net cash used in financing activities for the year ended December 31, 2013 and 2012 was $3.3 million (JPY 346 million) and $0.6 million (JPY 66 million), respectively. The 2013 and 2012 change was the result of deferred offering costs.
We believe that cash from operations and cash and investment balances will be sufficient to fund our ongoing operating activities, working capital, capital expenditures and other capital requirements for at least the next 12 months. Our future capital requirements will depend on many factors, including our rate of revenue growth, the expansion of our research and development activities, the timing and extent of our elections to co-promote product candidates under our collaboration agreements with Otsuka, the timing of achievement of milestones under the Emixustat Agreement, and Glaucoma Agreement. Although we are not currently a party to any agreement or letter of intent regarding potential investments in, or acquisitions of, complementary businesses, applications or technologies, we may enter into these types of arrangements, which could require us to seek additional equity or debt financing.
FY2012 | FY2013 | ||||
Stockholders’ equity ratio (%) | 54 | % | 58 | % | |
Stockholders’ equity ratio based on market prices (%) | 738 | % | 1,384 | % | |
Debt to annual cash flow ratio | 1.07 | 1.66 | |||
Interest coverage ratio (times) | 26.78 | – |
Stockholders' equity ratio: stockholders' equity I total assets
Stockholders' equity ratio based on market prices: market capitalization I total assets
Debt to annual cash flow ratio: interest bearing liabilities I operating cash flows
Interest coverage ratio: operating cash flows I interest payments
(Notes)
1. These indexes are calculated using U.S. GAAP figures.
2. Market capitalization is calculated based on issued and outstanding shares excluding treasury stock.
3. Operating cash flows are the cash flows provided by operating activities on the statements of cash flows.
4, Interest-bearing liabilities include all liabilities on the balance sheets that incur interest.
<Omitted>
10
Exhibit Page 7 - 3. Financial Statements and Other Information (1) Balance Sheets
[Before Amendment]
ACUCELA INC.
BALANCE SHEETS (in thousands)
See accompanying notes to financial statements.
December 31, | December 31, | ||||||||||
2012 | 2013 | ||||||||||
US$ | JPY | US$ | JPY | ||||||||
Assets | |||||||||||
Current assets: | |||||||||||
Cash and cash equivalents | 16,639 | 1,753,584 | 13,993 | 1,474,722 | |||||||
Investments | 6,927 | 730,036 | 14,947 | 1,575,264 | |||||||
Restricted investments | 5,009 | 527,898 | — | — | |||||||
Accounts receivable from collaborations with a related party | 8,700 | 916,893 | 10,464 | 1,102,800 | |||||||
Deferred tax asset | 770 | 81,150 | 770 | 81,150 | |||||||
Prepaid expenses and other current assets | 1,521 | 160,298 | 2,430 | 256,097 | |||||||
Total current assets | 39,566 | 4,169,859 | 42,604 | 4,490,033 | |||||||
Property and equipment, net | 1,143 | 120,460 | 1,113 | 117,299 | |||||||
Long-term investment | 3,478 | 366,546 | |||||||||
Restricted long-term investments | 750 | 79,042 | |||||||||
Long-term deferred tax asset | 3,895 | 410,494 | 1,699 | 179,057 | |||||||
Deferred offering costs | 1,199 | 126,362 | 5,548 | 584,703 | |||||||
Other assets | 471 | 49,637 | 350 | 36,887 | |||||||
Total assets | 47,024 | 4,955,854 | 54,792 | 5,774,525 | |||||||
Liabilities and shareholders’ equity | |||||||||||
Current liabilities: | |||||||||||
Current maturities of contingently convertible debt, related party | 6,500 | 685,035 | 12,000 | 1,264,680 | |||||||
Accounts payable | 735 | 77,461 | 754 | 79,464 | |||||||
Accrued liabilities | 3,109 | 327,657 | 7,079 | 746,055 | |||||||
Accrued compensation | 2,413 | 254,306 | 3,337 | 351,686 | |||||||
Deferred revenue from collaborations with a related party | 570 | 60,072 | 254 | 26,769 | |||||||
Deferred rent and lease incentives | 249 | 26,242 | 267 | 28,139 | |||||||
Total current liabilities | 13,576 | 1,430,774 | 23,691 | 2,496,793 | |||||||
Commitments | |||||||||||
Long-term deferred rent, lease incentives, and others | 341 | 35,937 | 55 | 5,796 | |||||||
Long-term deferred revenue from collaborations with a related party | 2,000 | 210,780 | — | — | |||||||
Long-term contingently convertible debt, related party | 5,500 | 579,645 | — | — | |||||||
Total long-term liabilities | 7,841 | 826,362 | 55 | 5,796 | |||||||
Shareholders’ equity: | |||||||||||
Convertible preferred stock, no par value, 52,453 shares authorized: | |||||||||||
Series A, no par value, 2,734 shares authorized, issued, and outstanding (liquidation value of $2,051) | 2,051 | 216,154 | 2,051 | 216,154 | |||||||
Series B, no par value, 17,900 shares authorized, issued, and outstanding (liquidation value of $13,425) | 13,387 | 1,410,855 | 13,387 | 1,410,855 | |||||||
Series C, no par value, 31,818 shares authorized, 11,807 shares issued and outstanding (liquidation value of $12,988) | 12,771 | 1,345,935 | 12,771 | 1,345,935 | |||||||
Common stock, no par value, 60,000 shares authorized; 11,910 and 11,972 shares issued and outstanding as of December 31, 2012 and 2013, respectively | 3,192 | 336,404 | 3,654 | 385,095 | |||||||
Additional paid-in capital | 1,965 | 207,091 | 2,766 | 291,508 | |||||||
Accumulated other comprehensive loss | — | — | (10 | ) | (1,053 | ) | |||||
Accumulated deficit | (7,759 | ) | (817,721 | ) | (3,573 | ) | (376,558 | ) | |||
Total shareholders’ equity | 25,607 | 2,698,718 | 31,046 | 3,271,936 | |||||||
Total liabilities and shareholders’ equity | 47,024 | 4,955,854 | 54,792 | 5,774,525 |
11
[After Amendment]
ACUCELA INC.
BALANCE SHEETS
(in thousands)
December 31, | December 31, | ||||||||||
2012 | 2013 | ||||||||||
US$ | JPY | US$ | JPY | ||||||||
Assets | |||||||||||
Current assets: | |||||||||||
Cash and cash equivalents | 16,639 | 1,753,584 | 13,994 | 1,474,827 | |||||||
Investments | 6,927 | 730,036 | 14,947 | 1,575,264 | |||||||
Restricted investments | 5,009 | 527,898 | — | — | |||||||
Accounts receivable from collaborations with a related party | 8,700 | 916,893 | 10,262 | 1,081,512 | |||||||
Deferred tax asset | 770 | 81,150 | 1,114 | 117,404 | |||||||
Prepaid expenses and other current assets | 1,521 | 160,298 | 1,964 | 206,985 | |||||||
Total current assets | 39,566 | 4,169,859 | 42,281 | 4,455,992 | |||||||
Property and equipment, net | 1,143 | 120,460 | 1,112 | 117,193 | |||||||
Long-term investment | — | — | 3,478 | 366,546 | |||||||
Restricted long-term investments | 750 | 79,042 | — | — | |||||||
Long-term deferred tax asset | 3,895 | 410,494 | 1,280 | 134,899 | |||||||
Deferred offering costs | 1,199 | 126,362 | 5,548 | 584,703 | |||||||
Other assets | 471 | 49,637 | 349 | 36,781 | |||||||
Total assets | 47,024 | 4,955,854 | 54,048 | 5,696,114 | |||||||
Liabilities and shareholders’ equity | |||||||||||
Current liabilities: | |||||||||||
Current maturities of contingently convertible debt, related party | 6,500 | 685,035 | 12,000 | 1,264,680 | |||||||
Accounts payable | 735 | 77,461 | 754 | 79,464 | |||||||
Accrued liabilities | 3,109 | 327,657 | 6,579 | 693,360 | |||||||
Accrued compensation | 2,413 | 254,306 | 3,269 | 344,519 | |||||||
Deferred revenue from collaborations with a related party | 570 | 60,072 | — | — | |||||||
Deferred rent and lease incentives | 249 | 26,242 | 267 | 28,139 | |||||||
Total current liabilities | 13,576 | 1,430,774 | 22,869 | 2,410,162 | |||||||
Commitments | |||||||||||
Long-term deferred rent, lease incentives, and others | 341 | 35,937 | 55 | 5,796 | |||||||
Long-term deferred revenue from collaborations with a related party | 2,000 | 210,780 | — | — | |||||||
Long-term contingently convertible debt, related party | 5,500 | 579,645 | — | — | |||||||
Total long-term liabilities | 7,841 | 826,362 | 55 | 5,796 | |||||||
Shareholders’ equity: | |||||||||||
Convertible preferred stock, no par value, 52,453 shares authorized: | |||||||||||
Series A, no par value, 2,734 shares authorized, issued, and outstanding (liquidation value of $2,051) | 2,051 | 216,154 | 2,051 | 216,154 | |||||||
Series B, no par value, 17,900 shares authorized, issued, and outstanding (liquidation value of $13,425) | 13,387 | 1,410,855 | 13,387 | 1,410,855 | |||||||
Series C, no par value, 31,818 shares authorized, 11,807 shares issued and outstanding (liquidation value of $12,988) | 12,771 | 1,345,935 | 12,771 | 1,345,935 | |||||||
Common stock, no par value, 60,000 shares authorized; 11,910 and 11,972 shares issued and outstanding as of December 31, 2012 and 2013, respectively | 3,192 | 336,404 | 3,654 | 385,095 | |||||||
Additional paid-in capital | 1,965 | 207,091 | 2,728 | 287,503 | |||||||
Accumulated other comprehensive loss | — | — | (7 | ) | (737 | ) | |||||
Accumulated deficit | (7,759 | ) | (817,721 | ) | (3,460 | ) | (364,649 | ) | |||
Total shareholders’ equity | 25,607 | 2,698,718 | 31,124 | 3,280,156 | |||||||
Total liabilities and shareholders’ equity | 47,024 | 4,955,854 | 54,048 | 5,696,114 |
See accompanying notes to financial statements.
12
Exhibit Page 9 - 3. Financial Statements and Other Information (2) Statements of Income
[Before Amendment]
ACUCELA INC.
STATEMENTS OF INCOME
(in thousands, except per share data)
Year Ended December 31, | Year Ended December 31, | ||||||
2012 | 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Revenues from collaborations with a related party | 46,424 | 4,892,625 | 52,878 | 5,572,812 | |||
Expenses: | |||||||
Research and development | 31,604 | 3,330,745 | 36,940 | 3,893,106 | |||
General and administrative | 7,787 | 820,671 | 9,120 | 961,156 | |||
Total expenses | 39,391 | 4,151,417 | 46,060 | 4,854,263 | |||
Income from operations | 7,033 | 741,207 | 6,818 | 718,549 | |||
Other income (expense), net: | |||||||
Interest income | 27 | 2,845 | 122 | 12,857 | |||
Interest expense | (138) | (14,543) | (116) | (12,225) | |||
Other income (expense), net | (97) | (10,222) | 180 | 18,970 | |||
Total other expense, net | (208) | (21,921) | 186 | 19,602 | |||
Income before income tax | 6,825 | 719,286 | 7,004 | 738,151 | |||
Income tax benefit (expense) | (2,647) | (278,967) | (2,818) | (296,989) | |||
Net income | 4,178 | 440,319 | 4,186 | 441,162 | |||
Net income attributable to participating securities | 3,056 | 322,071 | 3,056 | 322,071 | |||
Net income attributable to common shareholders | 1,122 | 118,247 | 1,130 | 119,090 | |||
Net income per share attributable to common shareholders | |||||||
Basic | 0.09 | 9 | 0.09 | 9 | |||
Diluted | 0.09 | 9 | 0.09 | 9 | |||
Weighted average shares used to compute net income per share attributable to common shareholders: | |||||||
Basic | 11,901 | 11,964 | |||||
Diluted | 12,158 | 12,355 |
See accompanying notes to financial statements.
13
[After Amendment]
ACUCELA INC.
STATEMENTS OF INCOME
(in thousands, except per share data)
Year Ended December 31, | Year Ended December 31, | ||||||
2012 | 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Revenues from collaborations with a related party | 46,424 | 4,892,625 | 52,947 | 5,580,084 | |||
Expenses: | |||||||
Research and development | 31,604 | 3,330,745 | 36,405 | 3,836,722 | |||
General and administrative | 7,787 | 820,671 | 9,548 | 1,006,263 | |||
Total expenses | 39,391 | 4,151,417 | 45,953 | 4,842,986 | |||
Income from operations | 7,033 | 741,207 | 6,994 | 737,097 | |||
Other income (expense), net: | |||||||
Interest income | 27 | 2,845 | 122 | 12,857 | |||
Interest expense | (138) | (14,543) | (116) | (12,225) | |||
Other income (expense), net | (97) | (10,222) | 182 | 19,180 | |||
Total other expense, net | (208) | (21,921) | 188 | 19,813 | |||
Income before income tax | 6,825 | 719,286 | 7,182 | 756,910 | |||
Income tax benefit (expense) | (2,647) | (278,967) | (2,883) | (303,839) | |||
Net income | 4,178 | 440,319 | 4,299 | 453,071 | |||
Net income attributable to participating securities | 3,056 | 322,071 | 3,138 | 330,713 | |||
Net income attributable to common shareholders | 1,122 | 118,247 | 1,161 | 122,357 | |||
Net income per share attributable to common shareholders | |||||||
Basic | 0.09 | 9 | 0.10 | 10 | |||
Diluted | 0.09 | 9 | 0.09 | 9 | |||
Weighted average shares used to compute net income per share attributable to common shareholders: | |||||||
Basic | 11,901 | 11,964 | |||||
Diluted | 12,158 | 12,355 |
See accompanying notes to financial statements.
14
Exhibit Page 10 - 3. Financial Statements and Other Information (3) Statement of Comprehensive Income
[Before Amendment]
ACUCELA INC.
STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
Year Ended December 31, | Year Ended December 31, | ||||||
2012 | 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Net income | 4,178 | 440,319 | 4,186 | 441,162 | |||
Other comprehensive income: | |||||||
Net unrealized gain on securities | 6 | 632 | (10) | (1,053) | |||
Comprehensive income | 4,184 | 440,951 | 4,176 | 440,108 |
See accompanying notes to financial statements.
[After Amendment]
ACUCELA INC.
STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
Year Ended December 31, | Year Ended December 31, | ||||||
2012 | 2013 | ||||||
US$ | JPY | US$ | JPY | ||||
Net income | 4,178 | 440,319 | 4,299 | 453,071 | |||
Other comprehensive income: | |||||||
Net unrealized gain on securities | 6 | 632 | (7) | (737) | |||
Comprehensive income | 4,184 | 440,951 | 4,292 | 452,333 |
See accompanying notes to financial statements.
15
Exhibit Page 11 - 3. Financial Statements and Other Information (4) Statement of Stockholders’ Equity
[Before Amendment]
ACUCELA INC.
STATEMENTS OF SHAREHOLDERS’ EQUITY
(in thousands)
Convertible Preferred Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total | ||||||||
Series A | Series B | Series C | Common Stock | |||||||||
Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | |||||
Balance at December 31, 2011 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,899 | 3,133 | 1,441 | (6) | (11,937) | 20,840 |
(216,154) | (1,410,855) | (1,345,935) | (330,186) | (151,866) | ((632)) | ((1,258,040)) | (2,196,324) | |||||
Stock-based compensation | – | – | – | – | – | – | – | – | 524 | – | – | 524 |
(–) | (–) | (–) | (–) | (55,225) | (–) | (–) | (55,225) | |||||
Common stock issued in connection with stock option exercises | – | – | – | – | – | – | 5 | 2 | – | – | – | 2 |
(–) | (–) | (–) | (211) | (–) | (–) | (–) | (211) | |||||
Common stock issued in connection with the restricted stock purchase agreement | – | – | – | – | – | – | 6 | 57 | – | – | – | 57 |
(–) | (–) | (–) | (6,007) | (–) | (–) | (–) | (6,007) | |||||
Net income | – | – | – | – | – | – | – | – | – | – | 4,178 | 4,178 |
(–) | (–) | (–) | (–) | (–) | (–) | (440,319) | (440,319) | |||||
Unrealized gain on marketable securities available for sale | – | – | – | – | – | – | – | – | – | 6 | – | 6 |
(–) | (–) | (–) | (–) | (–) | (632) | (–) | (632) | |||||
Balance at December 31, 2012 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,910 | 3,192 | 1,965 | – | (7,759) | 25,607 |
(216,154) | (1,410,855) | (1,345,935) | (336,404) | (207,091) | (–) | ((817,721)) | (2,698,718) | |||||
Stock-based compensation | – | – | – | – | – | – | – | – | 678 | – | – | 678 |
(–) | (–) | (–) | (–) | (71,455) | (–) | (–) | (71,455) | |||||
Tax benefit from stock compensation | – | – | – | – | – | – | – | – | 123 | – | – | 123 |
(–) | (–) | (–) | (–) | (12,962) | (–) | (–) | (12,962) | |||||
Common stock issued in connection with stock option exercises | – | – | – | – | – | – | 30 | 6 | – | – | – | 6 |
(–) | (–) | (–) | (632) | (–) | (–) | (–) | (632) | |||||
Common stock issued in connection with the restricted stock purchase agreement | – | – | – | – | – | – | 31 | 456 | – | – | – | 456 |
(–) | (–) | (–) | (48,059) | (–) | (–) | (–) | (48,059) | |||||
Net income | – | – | – | – | – | – | – | – | – | – | 4,186 | 4,186 |
(–) | (–) | (–) | (–) | (–) | (–) | (441,163) | (441,163) | |||||
Unrealized gain on marketable securities available for sale | – | – | – | – | – | – | – | – | – | (10) | – | (10) |
(–) | (–) | (–) | (–) | (–) | ((1,053)) | (–) | ((1,053)) | |||||
Balance at December 31, 2013 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,971 | 3,654 | 2,766 | (10) | (3,573) | 31,046 |
(216,154) | (1,410,855) | (1,345,935) | (385,095) | (291,508) | ((1,053)) | ((376,558)) | (3,271,936) |
See accompanying notes to financial statements.
16
[After Amendment]
ACUCELA INC.
STATEMENTS OF SHAREHOLDERS’ EQUITY
(in thousands)
Convertible Preferred Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total | ||||||||
Series A | Series B | Series C | Common Stock | |||||||||
Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | |||||
Balance at December 31, 2011 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,899 | 3,133 | 1,441 | (6) | (11,937) | 20,840 |
(216,154) | (1,410,855) | (1,345,935) | (330,186) | (151,866) | ((632)) | ((1,258,040)) | (2,196,324) | |||||
Stock-based compensation | – | – | – | – | – | – | – | – | 524 | – | – | 524 |
(–) | (–) | (–) | (–) | (55,225) | (–) | (–) | (55,225) | |||||
Common stock issued in connection with stock option exercises | – | – | – | – | – | – | 5 | 2 | – | – | – | 2 |
(–) | (–) | (–) | (211) | (–) | (–) | (–) | (211) | |||||
Common stock issued in connection with the restricted stock purchase agreement | – | – | – | – | – | – | 6 | 57 | – | – | – | 57 |
(–) | (–) | (–) | (6,007) | (–) | (–) | (–) | (6,007) | |||||
Net income | – | – | – | – | – | – | – | – | – | – | 4,178 | 4,178 |
(–) | (–) | (–) | (–) | (–) | (–) | (440,319) | (440,319) | |||||
Unrealized gain on marketable securities available for sale | – | – | – | – | – | – | – | – | – | 6 | – | 6 |
(–) | (–) | (–) | (–) | (–) | (632) | (–) | (632) | |||||
Balance at December 31, 2012 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,910 | 3,192 | 1,965 | – | (7,759) | 25,607 |
(216,154) | (1,410,855) | (1,345,935) | (336,404) | (207,091) | (–) | ((817,721)) | (2,698,718) | |||||
Stock-based compensation | – | – | – | – | – | – | – | – | 667 | – | – | 667 |
(–) | (–) | (–) | (–) | (70,296) | (–) | (–) | (70,296) | |||||
Tax benefit from stock compensation | – | – | – | – | – | – | – | – | 96 | – | – | 96 |
(–) | (–) | (–) | (–) | (10,117) | (–) | (–) | (10,117) | |||||
Common stock issued in connection with stock option exercises | – | – | – | – | – | – | 30 | 6 | – | – | – | 6 |
(–) | (–) | (–) | (632) | (–) | (–) | (–) | (632) | |||||
Common stock issued in connection with the restricted stock purchase agreement | – | – | – | – | – | – | 31 | 456 | – | – | – | 456 |
(–) | (–) | (–) | (48,059) | (–) | (–) | (–) | (48,059) | |||||
Net income | – | – | – | – | – | – | – | – | – | – | 4,299 | 4,299 |
(–) | (–) | (–) | (–) | (–) | (–) | (453,071) | (453,071) | |||||
Unrealized gain on marketable securities available for sale | – | – | – | – | – | – | – | – | – | (7) | – | (7) |
(–) | (–) | (–) | (–) | (–) | ((737)) | (–) | ((737)) | |||||
Balance at December 31, 2013 | 2,734 | 2,051 | 17,900 | 13,387 | 11,807 | 12,771 | 11,971 | 3,654 | 2,728 | (7) | (3,460) | 31,124 |
(216,154) | (1,410,855) | (1,345,935) | (385,095) | 287,504 | ((737)) | ((364,650)) | (3,280,156) |
See accompanying notes to financial statements.
17
Exhibit Page 13 - 3. Financial Statements and Other Information (5) Statements of Cash Flows
[Before Amendment]
ACUCELA INC.
STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended December 31, | Years Ended December 31, | |||||||
2012 | 2013 | |||||||
US$ | JPY | US$ | JPY | |||||
Cash flows from operating activities | ||||||||
Net income | 4,178 | 440,319 | 4,186 | 441,162 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 464 | 48,900 | 530 | 55,856 | ||||
Amortization of deferred financing costs | 10 | 1,053 | – | – | ||||
Loss from the disposal of fixed assets | 79 | 8,325 | – | – | ||||
Stock-based compensation | 581 | 61,231 | 1,134 | 119,512 | ||||
Amortization of premium/discount on marketable securities | 107 | 11,276 | 333 | 35,094 | ||||
Deferred taxes | 2,434 | 256,519 | 2,196 | 231,436 | ||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable from collaborations with a related party | 3,551 | 374,239 | (1,764) | (185,907) | ||||
Prepaid expenses and other current assets | (1,037) | (109,289 | ) | (909) | (95,799) | |||
Accounts payable | (1,949) | (205,405 | ) | (102) | (10,749) | |||
Accrued liabilities | 1,315 | 138,587 | 3,154 | 332,400 | ||||
Accrued compensation | 778 | 81,993 | 924 | 97,380 | ||||
Deferred rent and lease incentives | 48 | 5,058 | (268) | (28,244) | ||||
Deferred revenue from collaborations with a related party | 570 | 60,072 | (2,316) | (244,083) | ||||
Other assets | 117 | 12,330 | 121 | 12,753 | ||||
Net cash provided by operating activities | 11,246 | 1,185,208 | 7,219 | 760,811 | ||||
Cash flows from investing activities | ||||||||
Purchases of marketable securities available for sale | (15,580) | (1,641,976 | ) | (23,217) | (2,446,839) | |||
Maturities of marketable securities available for sale | 12,163 | 1,281,858 | 17,135 | 1,805,857 | ||||
Additions to property and equipment | (326) | (34,357 | ) | (500) | (52,695) | |||
Net cash used in investing activities | (3,743) | (394,475 | ) | (6,582) | (693,677) | |||
Cash flows from financing activities | ||||||||
Proceeds from issuance of common stock | 2 | 210 | 6 | 632 | ||||
Restricted investments income | (13) | (1,370 | ) | – | – | |||
Payments for deferred offering costs | (613) | (64,604 | ) | (3,412) | (359,590) | |||
Excess tax benefit from stock-based compensation | – | – | 123 | 12,962 | ||||
Net cash used in financing activities | (624) | (65,764 | ) | (3,283) | (345,996) | |||
(Decrease) increase in cash and cash equivalents | 6,879 | 724,969 | (2,646) | (278,862) | ||||
Cash and cash equivalents – beginning of year | 9,760 | 1,028,606 | 16,639 | 1,753,584 | ||||
Cash and cash equivalents – end of year | 16,639 | 1,753,584 | 13,993 | 1,474,722 | ||||
Supplemental disclosure | ||||||||
Cash paid for interest | 420 | 44,263 | – | – | ||||
Cash paid for income taxes | 151 | 15,913 | 828 | 87,262 | ||||
Restriction of investments as collateral | 5,750 | 605,992 | (5,759) | (606,941) | ||||
Unpaid deferred offering costs | – | – | 937 | 98,750 |
See accompanying notes to financial statements.
18
[After Amendment]
ACUCELA INC.
STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended December 31, | Years Ended December 31, | |||||||
2012 | 2013 | |||||||
US$ | JPY | US$ | JPY | |||||
Cash flows from operating activities | ||||||||
Net income | 4,178 | 440,319 | 4,299 | 453,071 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 464 | 48,900 | 531 | 55,962 | ||||
Amortization of deferred financing costs | 10 | 1,053 | – | – | ||||
Loss from the disposal of fixed assets | 79 | 8,325 | – | – | ||||
Stock-based compensation | 581 | 61,231 | 1,123 | 118,353 | ||||
Amortization of premium/discount on marketable securities | 107 | 11,276 | 332 | 34,989 | ||||
Deferred taxes | 2,434 | 256,519 | 2,274 | 239,656 | ||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable from collaborations with a related party | 3,551 | 374,239 | (1,562) | (164,619) | ||||
Prepaid expenses and other current assets | (1,037) | (109,289 | ) | (443) | (46,687) | |||
Accounts payable | (1,949) | (205,405 | ) | (102) | (10,749) | |||
Accrued liabilities | 1,315 | 138,587 | 2,650 | 279,283 | ||||
Accrued compensation | 778 | 81,993 | 856 | 90,213 | ||||
Deferred rent and lease incentives | 48 | 5,058 | (264) | (27,822) | ||||
Deferred revenue from collaborations with a related party | 570 | 60,072 | (2,570) | (270,852) | ||||
Other assets | 117 | 12,330 | 122 | 12,857 | ||||
Net cash provided by operating activities | 11,246 | 1,185,208 | 7,246 | 763,655 | ||||
Cash flows from investing activities | ||||||||
Purchases of marketable securities available for sale | (15,580) | (1,641,976 | ) | (23,217) | (2,446,839) | |||
Maturities of marketable securities available for sale | 12,163 | 1,281,858 | 17,136 | 1,805,963 | ||||
Additions to property and equipment | (326) | (34,357 | ) | (500) | (52,695) | |||
Net cash used in investing activities | (3,743) | (394,475 | ) | (6,581) | (693,571) | |||
Cash flows from financing activities | ||||||||
Proceeds from issuance of common stock | 2 | 210 | 6 | 632 | ||||
Restricted investments income | (13) | (1,370 | ) | – | – | |||
Payments for deferred offering costs | (613) | (64,604 | ) | (3,412) | (359,590) | |||
Excess tax benefit from stock-based compensation | – | – | 96 | 10,117 | ||||
Net cash used in financing activities | (624) | (65,764 | ) | (3,310) | (348,841) | |||
(Decrease) increase in cash and cash equivalents | 6,879 | 724,969 | (2,645) | (278,757) | ||||
Cash and cash equivalents – beginning of year | 9,760 | 1,028,606 | 16,639 | 1,753,584 | ||||
Cash and cash equivalents – end of year | 16,639 | 1,753,584 | 13,994 | 1,474,827 | ||||
Supplemental disclosure | ||||||||
Cash paid for interest | 420 | 44,263 | – | – | ||||
Cash paid for income taxes | 151 | 15,913 | 828 | 87,262 | ||||
Restriction of investments as collateral | 5,750 | 605,992 | (5,759) | (606,941) | ||||
Unpaid deferred offering costs | – | – | 937 | 98,750 |
See accompanying notes to financial statements.
19
Exhibit Page 14 - 3. Financial Statements and Other Information (7) Notes on the Financial Statements
[Before Amendment]
<Omitted>
(Note 4) Per Share Information
FY 2012 | FY2013 | |||
Numerator: | ||||
Net Income (US$ in thousands (JPY in thousands) | 4,178 (440,319) | 4,186 (441,162) | ||
Net income attributable to participating securities (US$ in thousands (JPY in thousands) | 3,056 (322,071) | 3,056 (322,071) | ||
Net income attributable to common shareholders (US$ in thousands (JPY in thousands) | 1,122 (118,247) | 1,130 (119,090) | ||
Denominator: | ||||
Basic weighted average shares of common stock outstanding (shares) | 11,900,886 | 11,963,875 | ||
Dilutive effect of exercise of stock options (shares) | 256,574 | 390,934 | ||
Diluted weighted average shares of common stock outstanding (shares) | 12,157,460 | 12,354,809 | ||
Basic net income per share (common stock) (US$ (JPY)) | 0.09 (9) | 0.09 (9) | ||
Diluted net income per share (common Stock) (US$ (JPY)) | 0.09 (9) | 0.09 (9) |
(Note 5) Significant Subsequent Events
• | On February 10, 2014, we completed our IPO whereby we sold 9,200,000 shares of common stock at $17.72 per share and received net proceeds of $143,100,000 (JPY 15,081,309,000) (after underwriting discounts and commissions and estimated offering costs not yet paid as of December 31, 2013; |
<Omitted>
[After Amendment]
<Omitted>
(Note 4) Per Share Information
20
FY 2012 | FY2013 | |||
Numerator: | ||||
Net Income (US$ in thousands (JPY in thousands) | 4,178 (440,319) | 4,299 (453,071) | ||
Net income attributable to participating securities (US$ in thousands (JPY in thousands) | 3,056 (322,071) | 3,138 (330,713) | ||
Net income attributable to common shareholders (US$ in thousands (JPY in thousands) | 1,122 (118,247) | 1,161 (122,357) | ||
Denominator: | ||||
Basic weighted average shares of common stock outstanding (shares) | 11,900,886 | 11,963,875 | ||
Dilutive effect of exercise of stock options (shares) | 256,574 | 390,934 | ||
Diluted weighted average shares of common stock outstanding (shares) | 12,157,460 | 12,354,809 | ||
Basic net income per share (common stock) (US$ (JPY)) | 0.09 (9) | 0.10 (10) | ||
Diluted net income per share (common Stock) (US$ (JPY)) | 0.09 (9) | 0.09 (9) |
(Note 5) Significant Subsequent Events
• | On February 10, 2014, we completed our IPO whereby we sold 9,200,000 shares of common stock at $17.72 per share and received net proceeds of $143,100,000 (JPY 15,081,309,000) (after underwriting discounts and commissions and estimated offering costs, including those not yet paid as of December 31, 2013; |
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