Cover
Cover | 6 Months Ended |
Jun. 30, 2023 | |
Document Information [Line Items] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2023 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | Q2 |
Entity Registrant Name | NewAmsterdam Pharma Company N.V. |
Entity Central Index Key | 0001936258 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 001-41562 |
Entity Address, Address Line One | Gooimeer 2-35 |
Entity Address, City or Town | Naarden |
Entity Address, Postal Zip Code | 1411 DC |
Entity Address, Country | NL |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS (UNAUDITED) - EUR (€) € in Thousands | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | ||
Income Statement [Abstract] | |||
Revenue | € 9,562 | € 93,500 | |
Research and development expenses | (72,873) | (30,588) | |
Selling, general and administrative expenses | (13,736) | (9,294) | |
Total operating expenses | (86,609) | (39,882) | |
Operating (loss) / profit | (77,047) | 53,618 | |
Finance income | 5,176 | 10 | |
Finance expense | (3) | (185) | |
Fair value change–earn out and warrants | (5,998) | ||
Foreign exchange gains | 2,770 | 1,070 | |
(Loss) / profit before tax | (75,102) | 54,513 | |
(Loss) / profit for the period | € (75,102) | € 54,513 | |
Earnings per share (in Euros) | |||
Basic | [1] | € (0.92) | € 1.50 |
Diluted | [1] | € (0.92) | € 1.35 |
[1] (*) Restated - see Note 10 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE PROFIT OR LOSS (UNAUDITED) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of comprehensive income [abstract] | ||
(Loss) / profit for the period | € (75,102) | € 54,513 |
Items that may be reclassified subsequently to profit or loss: | ||
Translation differences | (8,879) | 0 |
Other comprehensive (loss) / profit for the period, net of tax | (8,879) | |
Total comprehensive (loss) / profit for the period, net of tax | € (83,981) | € 54,513 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Non-current assets | ||
Intangible assets | € 81,629 | € 83,160 |
Property, plant and equipment | 112 | 144 |
Long term prepaid expenses | 93 | 146 |
Total non-current assets | 81,834 | 83,450 |
Current assets | ||
Prepayments and other receivables | 5,769 | 9,611 |
Cash | 383,495 | 438,522 |
Total current assets | 389,264 | 448,133 |
Total assets | 471,098 | 531,583 |
Equity | ||
Share capital | 608,754 | 599,191 |
Other reserves | 16,852 | 4,691 |
Translation differences | (8,879) | |
Accumulated loss | (194,463) | (119,361) |
Total equity | 422,264 | 484,521 |
Non-current liabilities | ||
Deferred revenue | 2,923 | 4,492 |
Lease liability | 23 | 56 |
Derivative earnout liability | 7,553 | 7,053 |
Total non-current liabilities | 10,499 | 11,601 |
Current liabilities | ||
Trade and other payables | 20,854 | 18,503 |
Deferred revenue | 9,690 | 13,008 |
Lease liability | 64 | 62 |
Derivative warrant liabilities | 7,727 | 3,888 |
Total current liabilities | 38,335 | 35,461 |
Total equity and liabilities | € 471,098 | € 531,583 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) - EUR (€) € in Thousands | Total | Series A Tranche I I | Issued capital [member] | Issued capital [member] Series A Tranche I I | Share premium [member] | Share premium [member] Series A Tranche I I | Other reserves [member] | Translation differences | Retained earnings [member] |
Opening balance at Dec. 31, 2021 | € 49,791 | € 113 | € 83,763 | € 591 | € (34,676) | ||||
Equity contribution | € 79,680 | € 57 | € 79,623 | ||||||
Share based compensation | 438 | 438 | |||||||
(Loss) / profit for the period | 54,513 | 54,513 | |||||||
Total comprehensive (loss) / profit for the period | 54,513 | 54,513 | |||||||
Ending balance at Jun. 30, 2022 | 184,422 | 170 | 163,386 | 1,029 | 19,837 | ||||
Opening balance at Dec. 31, 2022 | 484,521 | 9,787 | 589,404 | 4,691 | (119,361) | ||||
Exercise of Warrants | 9,423 | 90 | 9,333 | ||||||
Exercise of Company Options | 96 | 2 | 138 | (44) | |||||
Share based compensation | 12,205 | 12,205 | |||||||
(Loss) / profit for the period | (75,102) | (75,102) | |||||||
Other comprehensive (loss) / profit for the period | (8,879) | € (8,879) | |||||||
Total comprehensive (loss) / profit for the period | (83,981) | (8,879) | (75,102) | ||||||
Ending balance at Jun. 30, 2023 | € 422,264 | € 9,879 | € 598,875 | € 16,852 | € (8,879) | € (194,463) |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - EUR (€) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating activities | ||
Loss before tax | € (75,102,000) | € 54,513,000 |
Non-cash adjustments to reconcile loss before tax to net cash flows: | ||
Depreciation and amortization | 34,000 | 36,000 |
Finance income | (5,176,000) | (10,000) |
Finance expense | 5,000 | |
Fair value change - derivative earnout and warrants | 5,998,000 | |
Foreign exchange gains | (2,770,000) | (1,070,000) |
Share-based compensation | 12,118,000 | 349,000 |
Changes in working capital: | ||
Changes in trade receivables | (115,000,000) | |
Changes in prepayments and other receivables | 3,686,000 | (6,692,000) |
Changes in trade and other payables | 2,893,000 | 1,727,000 |
Changes in deferred revenue | (4,590,000) | 21,500,000 |
Changes in non-current assets/liabilities | ||
Changes in long-term prepaid expenses | 51,000 | |
Interest paid | (3,000) | |
Net cash provided by/(used in) operating activities | (62,861,000) | (44,642,000) |
Investing activities | ||
Purchase of equipment | (4,000) | (2,000) |
Interest received | 5,176,000 | |
Net cash provided by/(used in) investing activities | 5,172,000 | (2,000) |
Financing activities | ||
Payments of lease liabilities | (30,000) | (33,000) |
Net cash provided by financing activities | 8,023,000 | 79,647,000 |
Net change in cash | (49,666,000) | 35,003,000 |
Foreign exchange differences | (5,361,000) | 1,383,000 |
Cash at the beginning of the year | 438,522,000 | 53,092,000 |
Cash at the end of the year | 383,495,000 | 89,478,000 |
Series A | ||
Financing activities | ||
Proceeds from issuing equity securities | € 79,680,000 | |
Exercise of Warrants | ||
Financing activities | ||
Proceeds from issuing equity securities | 7,957,000 | |
Exercise of Company Options | ||
Financing activities | ||
Proceeds from issuing equity securities | € 96,000 |
Group Information
Group Information | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Group Information [Abstract] | |
Group Information | Note 1 — Group Information NewAmsterdam Pharma Company N.V. (the “ Company ” and together with its subsidiaries, the “ Group ”) is a global biotechnology company focused on the research and development of transformative therapies for cardio-metabolic diseases. The Company was incorporated in the Netherlands as a Dutch private company with limited liability ( besloten vennootschap met beperkte aansprakelijkheid ) under the name NewAmsterdam Pharma Company B.V. on June 10, 2022. On November 21, 2022, in connection with its merger with Frazier Life Sciences Acquisition Corp (“ FLAC ”), the Company’s corporate form was converted to a Dutch public limited liability company ( naamloze vennootschap ) and its name was changed to NewAmsterdam Pharma Company N.V. The Group’s principal place of business and registered office is Gooimeer 2-35, 1411 DC Naarden, The Netherlands. These unaudited condensed consolidated financial statements comprise the financial statements of the Group. Terms in these accompanying notes take on the same meaning as defined in the Company’s Annual Report on Form 20-F for the year ended December 31, 2022 filed with the U.S. Securities and Exchange Commission on March 31, 2023 (the " Annual Report "), unless otherwise defined. |
Basis of Preparation and Summar
Basis of Preparation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Preparation and Summary of Significant Accounting Policies | Note 2 — Basis of Preparation and Summary of Material Accounting Policy Information Basis of Preparation These unaudited condensed consolidated financial statements as at June 30, 2023 and for the six months ended June 30, 2023 and 2022 should be read in conjunction with the Annual Report as the unaudited condensed consolidated financial statements are prepared on a condensed basis in accordance with IAS 34 Interim Financial Reporting and do not contain all information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“ IFRS ”). Unless stated otherwise, the unaudited condensed consolidated financial statements as at June 30, 2023 and for the six months ended June 30, 2023 and 2022 are presented on a basis consistent with the accounting policies set out in the Annual Report. There were no significant changes in accounting policies, critical accounting judgements and key sources of estimation uncertainty applied by us in these unaudited condensed consolidated financial statements compared to those used in the Annual Report. The unaudited condensed consolidated financial statements have been prepared on a historical cost basis, unless otherwise disclosed. The unaudited condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern, and which contemplates the recoverability of assets and the satisfaction of the liabilities and commitments in the normal course of business. Based on the Group’s current operating plan, management has assessed that the existing cash and cash equivalents will be sufficient to fund the Group’s anticipated level of operations for the twelve months following the date of the issuance of these financial statements. The functional currency of the Group has historically been EUR. In the first half of 2023, the Group reassessed its functional currency and determined the United States Dollar (“ USD ” or “ $ ”) to be the Group’s functional currency beginning January 1, 2023. Significant elements involved in the determination of the functional currency change include a shift in the Group’s sources of financing from EUR to USD given its access to the U.S. public market and an increase of operating costs incurred in USD due to Phase III trials taking place predominantly in the United States, among other factors. Given these significant changes, management considered the economic factors outlined in IAS 21, The Effects of Changes in Foreign Exchange Rates and concluded that the majority of the factors supported the determination of the USD as the functional currency. The unaudited condensed consolidated financial statements are presented in Euro (“ EUR ” or “ € ”). In these notes, Euro amounts are presented in thousands, except for share and per share amounts and as otherwise indicated. The Company has elected to present its financial statements in EUR in order to provide information comparable to the historical financial information included within previous Company filings. New and Amended IFRS Standards that are Effective for the Current Year New standards and interpretations effective for the annual period beginning on January 1, 2023 did not have any material impact on the Company's condensed consolidated financial statements. New Standards, Interpretations and Amendments Issued but Not Yet Adopted by the Company At the date of authorization of these financial statements, the Group has not applied new and revised IFRS Standards that have been issued but are not yet effective. The amendments to the standards and interpretations presented are not expected to have a material impact on the consolidated financial statements in future periods. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Abstract] | |
Revenue | Note 3 — Revenue The Group earns revenue through a license agreement with A. Menarini International Licensing S.A. (“ Menarini ”) (the “ Menarini License ”), pursuant to which it granted Menarini an exclusive, royalty-bearing, sublicensable license under certain of its intellectual property and its regulatory documentation to undertake post approval development activities and commercialize multiple brands of obicetrapib. The Menarini License includes a non-refundable upfront payment, fixed reimbursements for the Group’s continued development costs, payments based upon the achievement of defined development, regulatory and commercial milestones, sales-based royalties, and certain cost sharing payments made by Menarini to the Group and by the Group to Menarini. In January 2023, the Group achieved a clinical milestone related to our Phase 2 ROSE2 clinical trial which resulted in a €5 million milestone payment from Menarini in April 2023. Revenues related to the achievement of milestones under the Menarini License are attributed to the license performance obligation. Revenue consisted of the following for the six months ended June 30: 2023 2022 License revenue attributed from license performance obligation 5,000 93,500 License revenue attributed from R&D performance obligation 4,562 — Total revenue 9,562 93,500 At January 1, 2023, the Group had total deferred revenue of € 17.5 million. During the six months ended June 30, 2023, € 4.6 million of the deferred revenue was recognized as revenue and a translation difference of approximately € 0.3 million further reduced the deferred revenue liability. No additional deferred revenue was recognized during the period. The deferred revenue has been recognized within current and non-current liabilities based on the expected timing of the associated research and development services. In connection with the Menarini License, € 9.7 million is recognized within current liabilities as the Company expects to perform the associated services within twelve months after the reporting period and the remaining € 2.9 million is recognized within non-current liabilities as of June 30, 2023. |
Research and Development Expens
Research and Development Expense | 6 Months Ended |
Jun. 30, 2023 | |
Analysis Of Income And Expense [Abstract] | |
Research and Development Expense | Note 4 — Research and Development Expense Research and development expense consisted of the following items for the six months ended June 30: 2023 2022 Clinical expenses ( 44,256 ) ( 21,026 ) Non-clinical expenses ( 1,837 ) ( 1,264 ) Personnel expense ( 13,708 ) ( 1,869 ) Manufacturing costs ( 12,633 ) ( 6,001 ) Regulatory expenses ( 394 ) ( 381 ) Other R&D costs ( 45 ) ( 47 ) Total research and development expenses ( 72,873 ) ( 30,588 ) |
Selling, General and Administra
Selling, General and Administrative Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Selling General And Administrative Expense [Abstract] | |
Selling, General and Administrative Expenses | Note 5 — Selling, General and Administrative Expenses Selling, general and administrative expenses consisted of the following items for the six months ended June 30: 2023 2022 Included in selling expenses: Commission expense ( 160 ) ( 2,429 ) Included in general and administrative expenses: Personnel expense ( 4,737 ) ( 1,314 ) Travel costs ( 370 ) ( 83 ) Intellectual property ( 726 ) ( 699 ) Legal costs ( 1,761 ) ( 2,250 ) Licenses ( 9 ) - Finance and administration ( 3,702 ) ( 1,624 ) IT ( 35 ) ( 10 ) Rent and office services ( 95 ) ( 77 ) Marketing and communication ( 381 ) ( 487 ) Insurance ( 928 ) ( 8 ) Depreciation and amortization ( 34 ) ( 36 ) Commercial costs ( 611 ) — Business development ( 10 ) ( 132 ) Board fees ( 157 ) ( 40 ) Miscellaneous ( 20 ) ( 105 ) Total selling, general and administrative expenses ( 13,736 ) ( 9,294 ) |
Financial Risk Management
Financial Risk Management | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Financial Instruments [Abstract] | |
Financial Risk Management | Note 6 — Financial Risk Management The Group’s risk management activities are the same as those disclosed in our Annual Report. The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments. Payments related to foreign currency are included at the exchange rates applicable as at June 30, 2023. Less than 3 - 12 More than On demand 3 months months 1 year Total As at June 30, 2023 Trade and other payables — 17,903 — — 17,903 Share based payment liabilities 2,763 43 130 15 2,951 Lease liability — 15 48 24 87 Derivative warrant liabilities 7,727 — — — 7,727 Derivative earnout liability — — — 7,553 7,553 Total financial liabilities 10,490 17,961 178 7,592 36,221 |
Financial Assets and Liabilitie
Financial Assets and Liabilities Fair Value | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Financial Instruments [Abstract] | |
Financial Assets and Liabilities Fair Value | Note 7 — Financial Assets and Liabilities Fair Value Financial liabilities consist of trade and other payables, lease liability, derivative warrant liabilities and derivative earnout liability. The carrying amount of cash, trade and other payables approximate their fair value due to their short-term nature. The fair values of these financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Lease liabilities are measured at amortized cost based on the present value of the contractual payments due to the lessor over the lease term. Derivative Warrant Liabilities At January 1, 2023 a total of 167,000 Private Placement Warrants and 4,600,000 Public Warrants (collectively, the “Warrants” ) were outstanding. In the six months ended June 30, 2023, no new warrants were issued and 749,679 were exercised at a price of $ 11.50 per ordinary share, nominal value € 0.12 per share, of the Company (the " Ordinary Shares "), for total proceeds of € 8.0 million. At June 30, 2023, the Company had 3,850,321 and 167,000 Public Warrants and Private Placement Warrants outstanding, respectively. The fair value of the outstanding Warrants increased from $ 0.87 per warrant as of December 31, 2022 to $ 2.09 per warrant at June 30, 2023. At the moment of exercise, the fair value of a Warrant is calculated as the difference between the exercise price and the closing price on the date of exercise of an Ordinary Share trading on Nasdaq under the ticker NAMS. For the six months ended June 30, 2023, the Group recognized a charge of € 5.4 million in profit or loss, which has been presented as a change in the fair value of derivative warrant liabilities under fair value change – derivative earnout and warrants expense. Derivative Earnout Liability The Business Combination Agreement contemplates the issuance of Earnout Shares, totaling 1,886,137 Ordinary Shares, contingent upon the achievement of a development milestone. At December 31, 2022, 1,725,358 Earnout Shares were allocated to Participating Shareholders. During the period a Participating Optionholder forfeited their rights with respect to a total of 409 Earnout Shares. These shares were reallocated pro rata among the remaining pool of Earnout Shares. As a result, at June 30, 2023 an additional 374 Earnout Shares were allocated to Participating Shareholders for a total of 1,725,732 Earnout Shares. At December 31, 2022, the fair value of the 1,725,358 Earnout Shares allocated to Participating Shareholders was € 7.1 million. At June 30, 2023, the fair value of the 1,725,732 Earnout Shares allocated to Participating Shareholders was € 7.6 million. The remeasurement of the financial liability resulted in a charge of € 0.6 million in profit or loss, which has been presented as a change in the fair value of derivative warrant liabilities under fair value change – derivative earnout and warrants expense. Fair value measurements The financial liability for the derivative warrants is accounted for at fair value through profit or loss. The Public Warrants are considered liquid and are actively listed on Nasdaq and have been measured at fair value using the quoted price (Level 1). The Private Placement Warrants have been measured at fair value using inputs other than quoted prices included in Level 1 that are observable for the liability (Level 2), since the terms of the Private Placement Warrants are considered to be nearly identical to the Public Warrants, and the Public Warrants have an observable price in the active market. For these reasons, the measurement of the Private Placement Warrants can be indirectly derived from the quoted price of the Public Warrants. Based upon an assumed zero dividend rate and the fact that no strike price exists that would have led to any volatility measure relative to the Company’s share price, the fair value of the Earnout Shares allocated to Participating Shareholders resulting from the Black-Scholes pricing model is driven by the Company’s closing share price as a Level 1 input and the probability of milestone completion, estimated by management to be 40 %, as a Level 3 input. As management’s judgment of the probability of milestone completion remained constant during the period, the change in fair value resulted from the Company’s price per share between the valuations performed at December 31, 2022 and at June 30, 2023. The resulting per share fair value of the Earnout Shares allocated to Participating Shareholders is € 4.38 at June 30, 2023, compared to a per share fair value of € 4.09 at the December 31, 2022. The following table shows the carrying amounts of the financial liabilities measured at fair value through profit and loss on a recurring basis: Level 1 Level 2 Level 3 Total Liabilities measured at FVTPL Derivative warrant liability (Public Warrants) 7,406 — — 7,406 Derivative warrant liability (Private Placement Warrants) — 321 — 321 Derivative earnout liability — — 7,553 7,553 Total financial liabilities 7,406 321 7,553 15,280 |
Share Capital and Share Premium
Share Capital and Share Premium | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Classes Of Share Capital [Abstract] | |
Share Capital and Share Premium | Note 8 — Share Capital and Share Premium During the six months ended June 30, 2023, the Group issued 749,641 Ordinary Shares upon the exercise of Warrants and 14,910 Ordinary Shares upon the exercise of Company Options. The exercise of Warrants resulted in an increase of share capital and share premium of € 90 thousand and € 9.3 million, respectively. The exercise of Company Options resulted in an increase of share capital and share premium of € 2 thousand and € 138 thousand, respectively. |
Share-Based Payments
Share-Based Payments | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Abstract] | |
Share-Based Payments | Note 9 — Share-Based Payments The Company has three Share-based payment plans and one restricted share award in place as at June 30, 2023: • The Company’s Long-Term Incentive Plan (the “ Plan ”); • The Company’s Supplementary Long-Term Incentive Plan (the “ Supplementary Plan ”); • the Company’s Rollover Option Plan (the “ Rollover Plan ,” together with the Plan and the Supplementary Plan, the “ Plans ”); and • Chief Executive Officer Restricted Share Award. Long Term Incentive Plans The Plans are equity-settled, and the Company may grant various forms of equity awards, including the granting of options to purchase Ordinary Shares (“ Company Options ”) and restricted stock units (“ RSU s”), pursuant to the Plans. The contractual term is 10 years from grant date for options granted under the Plans In general, each Company Option granted in 2023 has a four-year vesting period with 25 % vesting after one year and the remaining 75 % vesting in equal monthly installments over the next following three years. The changes for the six months ended June 30, 2023 in the number of options outstanding related to Ordinary Shares and their related weighted average exercise prices are as follows: 2023 Weighted average exercise price Number of options Outstanding as at January 1 € 6.52 11,146,861 Granted during the year $ 11.01 4,558,729 Exercised during the year € 6.89 ( 14,910 ) Forfeited during the year € 9.96 ( 1,724,516 ) Outstanding as at June 30 € 7.33 13,966,164 As at June 30, 2023, 4,189,605 of the outstanding Company Options are exercisable. The options outstanding as of June 30, 2023 have a weighted average remaining contractual life of 9.0 years. 2023 Expiry date Exercise Price Number of options July 6, 2031 € 1.16 4,174,706 November 22, 2032 $ 10.00 6,140,444 January 1 - June 5, 2033 $ 10.90 - 13.85 3,651,014 Outstanding as at June 30 € 7.33 13,966,164 Fair Value of Options Granted The Black-Scholes option pricing formula has been applied for measuring the fair value of the options granted. The weighted average fair values and the inputs (ranges) used in the measurement of the fair values of these equity-settled options at the date of grant are summarized below: 2023 Share value (EUR) 10.31 Option exercise price (EUR) 10.31 Volatility (%) 37 % - 42 % Expected life (years) 5.3 - 7.0 Dividend yield 0 % Risk-free rate 3.55 % - 3.98 % Fair value per option (EUR) 4.55 The expected option life is based on management’s best estimate of when the options will be exercised. Expected volatility is estimated by considering historical average share price volatility of a group of comparable companies over a period before the grant date being equal to the expected option life. The expected dividend rate is zero as the Company currently has no history or expectation of declaring dividends on its ordinary shares. The risk-free interest rate is based upon the U.S. Treasury yield curve in effect at the time of grant, with a term that approximates the expected life of the option. Share-Based Payment Expenses Recognized for Options Granted The fair value of the options is expensed over the relevant vesting periods using the graded vesting method, based on management’s estimate of the number of options that will eventually vest. For the six months ended June 30, 2023 and 2022, the total share-based payment expense recognized for the equity-settled options amounted to € 12.1 million and € 0.3 million, respectively. In addition, during the six months ended June 30, 2023 and 2022, the Group recognized € 1.1 million and € 0.0 million, respectively, as expenses for the employer social security contributions expected to be payable related to these options. The corresponding liability as at June 30, 2023 and December 31, 2022 amounts to € 2.8 million and € 0.1 million, respectively. Restricted Stock Units (“RSUs”) As at June 30, 2023 the Company had allocated 160,404 Earnout Shares to be granted to participants in the Plan who were directors, officers, employees or consultants of NAP B.V. as of the date of the Business Combination Agreement and who are at the time of the achievement of such milestone providing services to the Company or its subsidiaries (" Participating Optionholders ") if and when a certain clinical development milestone is achieved during the earnout period. These Earnout Shares will be delivered in the form of awards of RSUs granted pursuant to the Plan to such Participating Optionholders who are at the time of achievement of such milestone still providing services to the Group. The development milestone consists of the achievement and public announcement of Positive Phase 3 Data for each of the Company’s BROADWAY clinical trial and BROOKLYN clinical trial at any time during the period beginning on November 22, 2022 and ending on the date that is five years after such date. There is no impact on these financial statements with respect to these RSUs due to the uncertainty of achieving the clinical development milestone. Chief Executive Officer Restricted Share Award In July 2021, our chief executive officer, Michael Davidson, M.D., paid the fair market value of the underlying ordinary shares (in aggregate € 708,571 ) when he made an investment in restricted shares issued through Depositary Receipts as previously disclosed. Accordingly, the total fair value of these equity-settled share-based payment awards amounts to nil and there will be no expenses recognized in the income statement. This award had a four year vesting period with 25 % vesting on August 1, 2021 and the remaining 75 % vesting in equal monthly installments over the following three years. In connection with the award arrangement, if Dr. Davidson leaves the Group, all unvested Ordinary Shares will be cancelled against payment by the Company to him of the lower of the (i) the purchase price paid and (ii) the fair market value of such Ordinary Shares at the time of forfeiture. In order to reflect the consideration paid and the possibility that the Ordinary Shares would be repurchased if Dr. Davidson becomes a "Good Leaver" (as such term is defined in the award agreement) during the vesting period, the Company has recognized the consideration as a financial liability until the award has fully vested, at which time it will be reclassified to equity provided that Dr. Davidson remains with the Group. This liability is measured at the lower of (i) the purchase price paid and (ii) the fair market value of the Ordinary Shares at the end of the reporting period. The liability for unvested Ordinary Shares as at June 30, 2023 amounted to € 192 thousand. For the six months ended June 30, 2023, the movements in the number of Ordinary Shares outstanding are as follows: 2023 Number of Ordinary Shares Outstanding as at January 1 608,779 Granted/purchased during the year — Outstanding as at June 30 608,779 As of June 30, 2023, a total of 443,901 Ordinary Shares had vested. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 10 — Earnings per Share Earnings per share for the period presented has been determined by dividing the earnings attributable to shareholders by the weighted average number of shares outstanding during the period. NewAmsterdam Pharma’s former non-voting ordinary shares and voting ordinary shares are considered to be the same class of equity for purposes of determining the loss attributable per shareholder class per share. In accordance with the Business Combination Agreement, 17,016,872 NewAmsterdam Pharma shares were exchanged for 36,258,312 Ordinary Shares following the internal reorganization, which reflects the exchange ratio of approximately 2.13 . Consequently, the weighted average number of Ordinary Shares outstanding for basic and diluted EPS for the prior period has been restated as required by IFRS. June 30, 2022 Shares for basic EPS of NewAmsterdam Pharma - as reported 17,016,872 Shares for diluted EPS of NewAmsterdam Pharma - as reported 18,981,158 Exchange ratio 2.13 Shares for basic EPS of NewAmsterdam Pharma - restated 36,258,312 Shares for diluted EPS of NewAmsterdam Pharma - restated 40,443,670 In total, 1,964,286 NewAmsterdam Pharma Options were outstanding as of January 1, 2022 and as of June 30, 2022. At the time of the Exchange these were converted into 4,185,360 Company Options. The table below reflects the original and restated number of options in the diluted number of Ordinary shares, as appropriate. The following table sets forth the computation of original and restated basic and diluted loss per share for the six months ended June 30: (In thousands of Euro, except share and per share amounts) 2023 2022 (Loss) / profit for the period ( 75,102 ) 54,513 Weighted average basic number of Ordinary Shares - as reported 81,846,438 17,016,872 Weighted average diluted number of Ordinary Shares - as reported 81,846,438 18,981,158 Basic earnings per share - as reported ( 0.92 ) 3.20 Diluted earnings per share - as reported ( 0.92 ) 2.87 Weighted average basic number of Ordinary Shares - restated 81,846,438 36,258,312 Weighted average diluted number of Ordinary Shares - restated 81,846,438 40,443,670 Basic earnings per share - restated ( 0.92 ) 1.50 Diluted earnings per share - restated ( 0.92 ) 1.35 At June 30, 2023, outstanding share-based awards and unexercised Warrants were excluded from the calculation because their impact would be anti-dilutive. At June 30, 2023, the total number of potential Ordinary Shares excluded amounted to 17,983,485 . |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Transactions Between Related Parties [Abstract] | |
Related Parties | Note 11 — Related Parties During the six months ended June 30, 2023 and 2022 the Company did not have any material transactions with related parties. Terms and conditions of transactions with related parties Transactions with related parties, other than the remuneration of certain non-executive directors as disclosed below, are made on terms equivalent to those that prevail in arm’s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement generally occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. Compensation to Directors and Senior Managers of the Company The Company’s compensation includes base salary, as well as short and long-term incentive schemes. Key Management Personnel (“ KMPs ”) are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, including the directors of the Company. KMPs include the Chief Executive Officer, Chief Financial Officer, Chief Science Officer, Chief Operating Officer, Chief Business Officer and Vice President of Research and Development. The following table sets forth the total compensation paid to KMPs during the six months ended June 30: 2023 2022 Short-term employee benefits 2,198 1,257 Share-based payments 10,164 290 Total compensation paid to key management personnel 12,362 1,547 Additionally, certain non-executive directors of the Company who serve as representatives of the Company’s shareholders and as such, have of received cash remuneration from the Company during the six months ended June 30, 2023 and 2022 totaling € 166 thousand and € 39 thousand, respectively, and share-based payment expenses during the period totaling € 241 thousand and € 11 thousand, respectively. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure of operating segments [abstract] | |
Segment Reporting | Note 12 — Segment Reporting Operating segments are components of the Group that engage in business activities from which it may incur expenses, for which discrete financial information is available and whose operating results are evaluated regularly by the Company’s Chief Operating Decision Maker (“ CODM ”) to make decisions about resources to be allocated to the segment and assess its performance. The activities of the Group are considered to be one segment which is reflected in its organizational structure and internal reporting and comprises the research, development and subsequent commercialization of innovative and proprietary compounds that have a potential therapeutic effect in cardiovascular disease. The Group does not distinguish in its internal reporting different segments, neither business nor geographical segments. The Chief Executive Officer is identified as the CODM and reviews the operating results regularly to make decisions about the resources and to assess overall performance of the Group. Total revenues recognized from the Menarini License of € 9.6 million and € 93.5 million during the six months ended June 30, 2023 and 2022, respectively, are derived entirely from Italy. The following table shows the breakdown of the Group’s non-current assets (i.e., intangible assets, property, plant and equipment and long-term prepaid expenses) by geographical location as of: June 30, December 31, Non-current assets Netherlands 81,640 83,172 USA 194 278 Total 81,834 83,450 |
Events After the Reporting Peri
Events After the Reporting Period | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Nonadjusting Events After Reporting Period [Abstract] | |
Events After the Reporting Period | Note 13 — Events After the Reporting Period The Group evaluated all events through August 3, 2023 and determined that there were no reportable subsequent events to be disclosed or adjusted in the undaudited condensed consolidated financial statements. |
Basis of Preparation and Summ_2
Basis of Preparation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation These unaudited condensed consolidated financial statements as at June 30, 2023 and for the six months ended June 30, 2023 and 2022 should be read in conjunction with the Annual Report as the unaudited condensed consolidated financial statements are prepared on a condensed basis in accordance with IAS 34 Interim Financial Reporting and do not contain all information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“ IFRS ”). Unless stated otherwise, the unaudited condensed consolidated financial statements as at June 30, 2023 and for the six months ended June 30, 2023 and 2022 are presented on a basis consistent with the accounting policies set out in the Annual Report. There were no significant changes in accounting policies, critical accounting judgements and key sources of estimation uncertainty applied by us in these unaudited condensed consolidated financial statements compared to those used in the Annual Report. The unaudited condensed consolidated financial statements have been prepared on a historical cost basis, unless otherwise disclosed. The unaudited condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern, and which contemplates the recoverability of assets and the satisfaction of the liabilities and commitments in the normal course of business. Based on the Group’s current operating plan, management has assessed that the existing cash and cash equivalents will be sufficient to fund the Group’s anticipated level of operations for the twelve months following the date of the issuance of these financial statements. The functional currency of the Group has historically been EUR. In the first half of 2023, the Group reassessed its functional currency and determined the United States Dollar (“ USD ” or “ $ ”) to be the Group’s functional currency beginning January 1, 2023. Significant elements involved in the determination of the functional currency change include a shift in the Group’s sources of financing from EUR to USD given its access to the U.S. public market and an increase of operating costs incurred in USD due to Phase III trials taking place predominantly in the United States, among other factors. Given these significant changes, management considered the economic factors outlined in IAS 21, The Effects of Changes in Foreign Exchange Rates and concluded that the majority of the factors supported the determination of the USD as the functional currency. The unaudited condensed consolidated financial statements are presented in Euro (“ EUR ” or “ € ”). In these notes, Euro amounts are presented in thousands, except for share and per share amounts and as otherwise indicated. The Company has elected to present its financial statements in EUR in order to provide information comparable to the historical financial information included within previous Company filings. |
New and Amended IFRS Standards that are Effective for the Current Year | New and Amended IFRS Standards that are Effective for the Current Year New standards and interpretations effective for the annual period beginning on January 1, 2023 did not have any material impact on the Company's condensed consolidated financial statements. |
New Standards, Interpretations and Amendments Issued But Not Yet Adopted by the Company | New Standards, Interpretations and Amendments Issued but Not Yet Adopted by the Company At the date of authorization of these financial statements, the Group has not applied new and revised IFRS Standards that have been issued but are not yet effective. The amendments to the standards and interpretations presented are not expected to have a material impact on the consolidated financial statements in future periods. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Abstract] | |
Summary of Revenue | Revenue consisted of the following for the six months ended June 30: 2023 2022 License revenue attributed from license performance obligation 5,000 93,500 License revenue attributed from R&D performance obligation 4,562 — Total revenue 9,562 93,500 |
Research and Development Expe_2
Research and Development Expense (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Analysis Of Income And Expense [Abstract] | |
Schedule of Research and Development Expense | Research and development expense consisted of the following items for the six months ended June 30: 2023 2022 Clinical expenses ( 44,256 ) ( 21,026 ) Non-clinical expenses ( 1,837 ) ( 1,264 ) Personnel expense ( 13,708 ) ( 1,869 ) Manufacturing costs ( 12,633 ) ( 6,001 ) Regulatory expenses ( 394 ) ( 381 ) Other R&D costs ( 45 ) ( 47 ) Total research and development expenses ( 72,873 ) ( 30,588 ) |
Selling, General and Administ_2
Selling, General and Administrative Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Selling General And Administrative Expense [Abstract] | |
Schedule of Selling, General and Administrative Expenses | Selling, general and administrative expenses consisted of the following items for the six months ended June 30: 2023 2022 Included in selling expenses: Commission expense ( 160 ) ( 2,429 ) Included in general and administrative expenses: Personnel expense ( 4,737 ) ( 1,314 ) Travel costs ( 370 ) ( 83 ) Intellectual property ( 726 ) ( 699 ) Legal costs ( 1,761 ) ( 2,250 ) Licenses ( 9 ) - Finance and administration ( 3,702 ) ( 1,624 ) IT ( 35 ) ( 10 ) Rent and office services ( 95 ) ( 77 ) Marketing and communication ( 381 ) ( 487 ) Insurance ( 928 ) ( 8 ) Depreciation and amortization ( 34 ) ( 36 ) Commercial costs ( 611 ) — Business development ( 10 ) ( 132 ) Board fees ( 157 ) ( 40 ) Miscellaneous ( 20 ) ( 105 ) Total selling, general and administrative expenses ( 13,736 ) ( 9,294 ) |
Financial Risk Management (Tabl
Financial Risk Management (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Financial Instruments [Abstract] | |
Summary of Maturity Profile of Group Financial Liabilities Based on Contractual Undiscounted Payments | The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments. Payments related to foreign currency are included at the exchange rates applicable as at June 30, 2023. Less than 3 - 12 More than On demand 3 months months 1 year Total As at June 30, 2023 Trade and other payables — 17,903 — — 17,903 Share based payment liabilities 2,763 43 130 15 2,951 Lease liability — 15 48 24 87 Derivative warrant liabilities 7,727 — — — 7,727 Derivative earnout liability — — — 7,553 7,553 Total financial liabilities 10,490 17,961 178 7,592 36,221 |
Financial Assets and Liabilit_2
Financial Assets and Liabilities Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Financial Instruments [Abstract] | |
Summary of Carrying amounts of Financial Liabilities Measured at Fair Value Through Profit and Loss | The following table shows the carrying amounts of the financial liabilities measured at fair value through profit and loss on a recurring basis: Level 1 Level 2 Level 3 Total Liabilities measured at FVTPL Derivative warrant liability (Public Warrants) 7,406 — — 7,406 Derivative warrant liability (Private Placement Warrants) — 321 — 321 Derivative earnout liability — — 7,553 7,553 Total financial liabilities 7,406 321 7,553 15,280 |
Share-Based Payments (Tables)
Share-Based Payments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Abstract] | |
Summary Of Changes In Number Of Options Outstanding And Weighted Average Exercise Prices | The changes for the six months ended June 30, 2023 in the number of options outstanding related to Ordinary Shares and their related weighted average exercise prices are as follows: 2023 Weighted average exercise price Number of options Outstanding as at January 1 € 6.52 11,146,861 Granted during the year $ 11.01 4,558,729 Exercised during the year € 6.89 ( 14,910 ) Forfeited during the year € 9.96 ( 1,724,516 ) Outstanding as at June 30 € 7.33 13,966,164 2023 Expiry date Exercise Price Number of options July 6, 2031 € 1.16 4,174,706 November 22, 2032 $ 10.00 6,140,444 January 1 - June 5, 2033 $ 10.90 - 13.85 3,651,014 Outstanding as at June 30 € 7.33 13,966,164 |
Summary Of Weighted Average Fair Value And Inputs Measurements Of Fair Value Equity Settled Option | The weighted average fair values and the inputs (ranges) used in the measurement of the fair values of these equity-settled options at the date of grant are summarized below: 2023 Share value (EUR) 10.31 Option exercise price (EUR) 10.31 Volatility (%) 37 % - 42 % Expected life (years) 5.3 - 7.0 Dividend yield 0 % Risk-free rate 3.55 % - 3.98 % Fair value per option (EUR) 4.55 |
Summary Of Share Based Payments Outstanding | For the six months ended June 30, 2023, the movements in the number of Ordinary Shares outstanding are as follows: 2023 Number of Ordinary Shares Outstanding as at January 1 608,779 Granted/purchased during the year — Outstanding as at June 30 608,779 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Summary Of Weighted Average Number Of Ordinary Shares Outstanding For Basic And Diluted EPS | June 30, 2022 Shares for basic EPS of NewAmsterdam Pharma - as reported 17,016,872 Shares for diluted EPS of NewAmsterdam Pharma - as reported 18,981,158 Exchange ratio 2.13 Shares for basic EPS of NewAmsterdam Pharma - restated 36,258,312 Shares for diluted EPS of NewAmsterdam Pharma - restated 40,443,670 |
Schedule Of Computation Of Original and Restated Basic And Diluted Loss Per Share | The following table sets forth the computation of original and restated basic and diluted loss per share for the six months ended June 30: (In thousands of Euro, except share and per share amounts) 2023 2022 (Loss) / profit for the period ( 75,102 ) 54,513 Weighted average basic number of Ordinary Shares - as reported 81,846,438 17,016,872 Weighted average diluted number of Ordinary Shares - as reported 81,846,438 18,981,158 Basic earnings per share - as reported ( 0.92 ) 3.20 Diluted earnings per share - as reported ( 0.92 ) 2.87 Weighted average basic number of Ordinary Shares - restated 81,846,438 36,258,312 Weighted average diluted number of Ordinary Shares - restated 81,846,438 40,443,670 Basic earnings per share - restated ( 0.92 ) 1.50 Diluted earnings per share - restated ( 0.92 ) 1.35 |
Related Parties (Tables)
Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure Of Transactions Between Related Parties [Abstract] | |
Summary of Total Compensation Paid to KMPs | The following table sets forth the total compensation paid to KMPs during the six months ended June 30: 2023 2022 Short-term employee benefits 2,198 1,257 Share-based payments 10,164 290 Total compensation paid to key management personnel 12,362 1,547 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Disclosure of operating segments [abstract] | |
Schedule of Breakdown of Group's Non-current Assets by Geographical Location | The following table shows the breakdown of the Group’s non-current assets (i.e., intangible assets, property, plant and equipment and long-term prepaid expenses) by geographical location as of: June 30, December 31, Non-current assets Netherlands 81,640 83,172 USA 194 278 Total 81,834 83,450 |
FLAC Merger and Capital Reorgan
FLAC Merger and Capital Reorganization - Additional Information (Details) | 6 Months Ended | |||
Jun. 30, 2022 shares | Jun. 30, 2023 € / shares shares | Jan. 01, 2023 shares | Jan. 01, 2022 shares | |
Disclosure Of Business Combinations [Line Items] | ||||
Exchange ratio | 2.13 | |||
Public Warrants | ||||
Disclosure Of Business Combinations [Line Items] | ||||
Number of warrants outstanding | 3,850,321 | 4,600,000 | ||
Private Placement Warrants | ||||
Disclosure Of Business Combinations [Line Items] | ||||
Number of warrants outstanding | 167,000 | 167,000 | ||
Business Combination Agreement | ||||
Disclosure Of Business Combinations [Line Items] | ||||
Number of shares exchanged | 1,964,286 | 1,964,286 | ||
Number of shares issued upon exchange | 4,185,360 | 4,185,360 | ||
Ordinary Shares | ||||
Disclosure Of Business Combinations [Line Items] | ||||
Par value per share | € / shares | € 0.12 | |||
Ordinary Shares | Business Combination Agreement | ||||
Disclosure Of Business Combinations [Line Items] | ||||
Number of shares exchanged | 17,016,872 | |||
Number of shares issued upon exchange | 36,258,312 | |||
Exchange ratio | 2.13 |
Revenue - Summary of Revenue (D
Revenue - Summary of Revenue (Details) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | ||
Total revenue | € 9,562 | € 93,500 |
License Revenue | License Performance Obligation | ||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | ||
Total revenue | 5,000 | € 93,500 |
License Revenue | R&D Performance Obligations | ||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | ||
Total revenue | € 4,562 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - EUR (€) € in Thousands | 6 Months Ended | ||
Jun. 30, 2023 | Jan. 01, 2023 | Dec. 31, 2022 | |
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Long term prepaid expenses | € 93 | € 146 | |
Deferred revenue | € 17,500 | ||
Deferred revenue recognized as revenue | 4,600 | ||
Reduction in deferred revenue laibility | 300 | ||
Research and Development Performance Obligation | Menarini License | |||
Disclosure Of Disaggregation Of Revenue From Contracts With Customers [Line Items] | |||
Current liabilities | 9,700 | ||
Non-current liabilities | € 2,900 |
Research and Development Expe_3
Research and Development Expense - Schedule of Research and Development Expense (Details) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | € (72,873) | € (30,588) |
Clinical Expenses | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | (44,256) | (21,026) |
Non-clinical Expenses | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | (1,837) | (1,264) |
Personnel Expense | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | (13,708) | (1,869) |
Manufacturing Costs | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | (12,633) | (6,001) |
Regulatory Expenses | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | (394) | (381) |
Other R&D costs | ||
Disclosure of detailed information about intangible assets [line items] | ||
Total research and development expenses | € (45) | € (47) |
Selling, General and Administ_3
Selling, General and Administrative Expenses - Schedule of Selling, General and Administrative Expenses (Details) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Included in Selling Expenses [Abstract] | ||
Commission expense | € (160) | € (2,429) |
Included in General and Administrative Expenses [Abstract] | ||
Personnel expenses | (4,737) | (1,314) |
Travel costs | (370) | (83) |
Intellectual property | (726) | (699) |
Legal costs | (1,761) | (2,250) |
Licenses | (9) | |
Finance and administration | (3,702) | (1,624) |
IT | (35) | (10) |
Rent and office services | (95) | (77) |
Marketing and communication | (381) | (487) |
Insurance | (928) | (8) |
Depreciation and amortization | (34) | (36) |
Commercial costs | (611) | |
Business development | (10) | (132) |
Board fees | (157) | (40) |
Miscellaneous | (20) | (105) |
Total selling, general and administrative expenses | € (13,736) | € (9,294) |
Share Listing Expense - Additio
Share Listing Expense - Additional Information (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Share Listing Expense [Line Items] | ||
Fair value of issued shares | € 608,754 | € 599,191 |
Current Prepayments and Other R
Current Prepayments and Other Receivables (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Prepayments | ||
Total prepayments and other receivables | € 5,769 | € 9,611 |
Trade and Other Payables - Sche
Trade and Other Payables - Schedule of Trade and Other Payables (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Trade And Other Current Payables [Abstract] | ||
Share based payment liabilities | € 2,951 | |
Total trade and other payables | € 20,854 | € 18,503 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Loss before tax | € (75,102) | € 54,513 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Movements in Property, Plant and Equipment, Net (Details) € in Thousands | Jun. 30, 2023 EUR (€) |
Disclosure Of Property Plant And Equipment [Line Items] | |
Beginning balance | € 144 |
Ending balance | € 112 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) | Jun. 30, 2023 € / shares |
Ordinary Shares | |
Disclosure of detailed information about intangible assets [line items] | |
Par value per share | € 0.12 |
Financial Risk Management - Add
Financial Risk Management - Additional Information (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Disclosure Of Financial Instruments [Abstract] | ||||
Derivative warrant liabilities | € 7,727 | |||
Derivative earnout liability | 7,553 | |||
Cash balance | € 383,495 | € 438,522 | € 89,478 | € 53,092 |
Financial Risk Management - Sum
Financial Risk Management - Summary of Maturity Profile of Group Financial Liabilities Based on Contractual Undiscounted Payments (Details) € in Thousands | Jun. 30, 2023 EUR (€) |
Disclosure of Financial Risk Management [Line Items] | |
Trade and other payables | € 17,903 |
Share based payment liabilities | 2,951 |
Lease liability | 87 |
Derivative warrant liabilities | 7,727 |
Derivative earnout liability | 7,553 |
Total financial liabilities | 36,221 |
On demand [member] | |
Disclosure of Financial Risk Management [Line Items] | |
Share based payment liabilities | 2,763 |
Derivative warrant liabilities | 7,727 |
Total financial liabilities | 10,490 |
Less than 3 months | |
Disclosure of Financial Risk Management [Line Items] | |
Trade and other payables | 17,903 |
Share based payment liabilities | 43 |
Lease liability | 15 |
Total financial liabilities | 17,961 |
3-12 months | |
Disclosure of Financial Risk Management [Line Items] | |
Share based payment liabilities | 130 |
Lease liability | 48 |
Total financial liabilities | 178 |
More than 1 Year | |
Disclosure of Financial Risk Management [Line Items] | |
Share based payment liabilities | 15 |
Lease liability | 24 |
Derivative earnout liability | 7,553 |
Total financial liabilities | € 7,592 |
Financial Assets and Liabilit_3
Financial Assets and Liabilities Fair Value - Additional Information (Details) € / shares in Units, € in Millions | 6 Months Ended | 12 Months Ended | ||||||
Jan. 01, 2023 EUR (€) shares | Nov. 22, 2022 shares | Jun. 30, 2023 $ / shares shares | Jun. 30, 2023 EUR (€) shares | Dec. 31, 2022 EUR (€) shares | Jun. 30, 2023 € / shares shares | Dec. 31, 2022 $ / shares | Dec. 31, 2022 € / shares | |
Disclosure Of Financial Instruments [Line Items] | ||||||||
Proceeds from exercise of warrants | € | € 8 | |||||||
Warrant exercise price per ordinary share | $ / shares | $ 11.50 | |||||||
Fair value of warrants per warrant | $ / shares | $ 2.09 | $ 0.87 | ||||||
Fair value of earnout shares | € | € 7.6 | € 7.1 | ||||||
Fair value of earnout price per share | € / shares | € 4.38 | € 4.09 | ||||||
Dividend Yield | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Anticipated dividend rate | 0 | 0 | ||||||
Level 3 | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Estimated probability percentage of milestone completion by management | 40% | |||||||
Ordinary Shares | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Number of warrants issued | 0 | 0 | ||||||
Number of warrant exercised | 749,679 | 749,679 | ||||||
Par value per share | € / shares | € 0.12 | |||||||
Issuance of earnout shares | 1,886,137 | |||||||
Earnout shares allocated to participating shareholders | 1,725,732 | 1,725,358 | ||||||
Number of earnout shares forfeited | 409 | |||||||
Additional earnout shares allocated to participating shareholders | 374 | |||||||
Public Warrants | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Number of warrants outstanding | 4,600,000 | 3,850,321 | 3,850,321 | |||||
Private Placement Warrants | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Number of warrants outstanding | 167,000 | 167,000 | 167,000 | |||||
Warrant | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Charge recognized in profit or loss | € | € 5.4 | |||||||
Earnout Shares | ||||||||
Disclosure Of Financial Instruments [Line Items] | ||||||||
Charge recognized in profit or loss | € | € 0.6 |
Financial Assets and Liabilit_4
Financial Assets and Liabilities Fair Value - Schedule of Inputs to Fair Value of Derivative Earnout Liability (Details) | Jun. 30, 2023 |
Dividend Yield | |
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items] | |
Inputs to fair value of derivative earnout liability | 0 |
Financial Assets and Liabilit_5
Financial Assets and Liabilities Fair Value - Summary of Carrying amounts of Financial Liabilities Measured at Fair Value Through Profit and Loss (Details) | Jun. 30, 2023 EUR (€) |
Disclosure of Financial Risk Management [Line Items] | |
Derivative warrant liabilities | € 7,727,000 |
Derivative earnout liability | 7,553,000 |
Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative earnout liability | 7,553 |
Total financial liabilities | 15,280 |
Public Warrants | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative warrant liabilities | 7,406 |
Private Placement Warrants | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative warrant liabilities | 321 |
Level 1 | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Total financial liabilities | 7,406 |
Level 1 | Public Warrants | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative warrant liabilities | 7,406 |
Level 2 | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Total financial liabilities | 321 |
Level 2 | Private Placement Warrants | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative warrant liabilities | 321 |
Level 3 | Recurring | |
Disclosure of Financial Risk Management [Line Items] | |
Derivative earnout liability | 7,553 |
Total financial liabilities | € 7,553 |
Cash - Summary of Cash Comprise
Cash - Summary of Cash Comprise Entirely of Bank Balances (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Cash [abstract] | ||
Total cash | € 383,495 | € 438,522 |
Share Capital and Share Premi_2
Share Capital and Share Premium - Additional Information (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) shares | |
Exercise of Warrants | |
Disclosure Of Classes Of Share Capital [Line Items] | |
Increase in share capital | $ 90 |
Increase in share premium | 9,300 |
Exercise of Company Options | |
Disclosure Of Classes Of Share Capital [Line Items] | |
Increase in share capital | 2 |
Increase in share premium | $ 138 |
Ordinary Shares | Exercise of Warrants | |
Disclosure Of Classes Of Share Capital [Line Items] | |
Number of shares issued | shares | 749,641 |
Ordinary Shares | Exercise of Company Options | |
Disclosure Of Classes Of Share Capital [Line Items] | |
Number of shares issued | shares | 14,910 |
Share-Based Payments - Addition
Share-Based Payments - Additional information (Details) | 1 Months Ended | 6 Months Ended | ||||
Aug. 01, 2021 | Jul. 31, 2021 EUR (€) | Jun. 30, 2023 EUR (€) shares € / shares | Jun. 30, 2023 EUR (€) shares € / shares $ / shares | Jun. 30, 2022 EUR (€) | Dec. 31, 2022 EUR (€) shares | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Vesting percentage of share options granted | 25% | |||||
Number of options, Granted | shares | 4,558,729 | |||||
Number of options outstanding | shares | 13,966,164 | 13,966,164 | 11,146,861 | |||
Outstanding options, exercisable | shares | 4,189,605 | 4,189,605 | ||||
Exercise price, granted | $ / shares | $ 11.01 | |||||
Exchange ratio | 2.13 | |||||
Weighted average remaining contractual life | 9 years | |||||
Vesting period | 4 years | 4 years | ||||
Expected dividend rate | 0% | |||||
Share based payment liabilities | € 2,951,000 | $ 2,951,000 | ||||
Payments for share issue costs | € 708,571 | |||||
Liability for unvested Ordinary Shares | € 192,000 | $ 192,000 | ||||
Business Combination Agreement | Participating Optionholders | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Earnout shares | shares | 160,404 | 160,404 | ||||
Ordinary Shares | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Par value per share | € / shares | € 0.12 | $ 0.12 | ||||
Ordinary shares vested | shares | 443,901 | |||||
Long Term Incentive Plan | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Weighted average remaining contractual life | 10 years | |||||
Vesting after One Year | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Vesting percentage of share options granted | 25% | |||||
Vesting in Equal Installments Over Next Following Three Years | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Vesting percentage of share options granted | 75% | 75% | ||||
Share-based Payment Arrangement, Option | ||||||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||||||
Share based payment expense recognized for equity settled option | € 12,100,000 | € 300,000 | ||||
Share based payment liabilities | 2,800,000 | $ 2,800,000 | € 100,000 | |||
Expense for the employer social security contributions | € 1,100,000 | € 0 |
Share-Based Payments - Summary
Share-Based Payments - Summary Of Number Of Options Outstanding and Weighted Average Exercise Price (Details) | 6 Months Ended | |
Jun. 30, 2023 shares € / shares | Jun. 30, 2023 shares $ / shares | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Weighted average exercise price, Outstanding | € / shares | € 6.52 | |
Weighted average exercise price, Granted | $ / shares | $ 11.01 | |
Weighted average exercise price, Exercised | € / shares | 6.89 | |
Weighted average exercise price, Forfeited | € / shares | 9.96 | |
Weighted average exercise price, Outstanding | € / shares | € 7.33 | |
Number of options, Outstanding | 11,146,861 | 11,146,861 |
Number of options, Granted | 4,558,729 | 4,558,729 |
Number of options, Exercised | (14,910) | (14,910) |
Number of options, Forfeited | (1,724,516) | (1,724,516) |
Number of options, Outstanding | 13,966,164 | 13,966,164 |
July 6, 2031 | ||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Weighted average exercise price, Outstanding | € / shares | € 1.16 | |
Number of options, Outstanding | 4,174,706 | 4,174,706 |
November 22, 2032 | ||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Weighted average exercise price, Outstanding | $ / shares | $ 10 | |
Number of options, Outstanding | 6,140,444 | 6,140,444 |
January 1 - June 5, 2033 | ||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Number of options, Outstanding | 3,651,014 | 3,651,014 |
January 1 - June 5, 2033 | Minimum | ||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Weighted average exercise price, Outstanding | $ / shares | $ 10.90 | |
January 1 - June 5, 2033 | Maximum | ||
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | ||
Weighted average exercise price, Outstanding | $ / shares | $ 13.85 |
Share-Based Payments - Summar_2
Share-Based Payments - Summary Of Weighted Average Fair Value and Inputs Measurements Of Fair Value Equity Settled Options (Details) | 6 Months Ended |
Jun. 30, 2023 EUR (€) yr € / shares | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Share value (EUR) | € / shares | € 10.31 |
Option exercise price (EUR) | € / shares | € 10.31 |
Dividend yield | 0% |
Fair value per option (EUR) | € | € 4.55 |
Minimum | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Volatility (%) | 37% |
Expected life (years) | yr | 5.3 |
Risk-free rate | 3.55% |
Maximum | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Volatility (%) | 42% |
Expected life (years) | yr | 7 |
Risk-free rate | 3.98% |
Share-Based Payments - Summar_3
Share-Based Payments - Summary of movements in the Number of Founder DRs Outstanding (Details) | 6 Months Ended |
Jun. 30, 2023 shares | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Abstract] | |
Outstanding as at January 1 | 608,779 |
Granted/ purchased during the year | 0 |
Outstanding as at December 31 | 608,779 |
Share-Based Payments - Summar_4
Share-Based Payments - Summary of movements in the Number of Founder DRs Outstanding (Parenthetical) (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Terms And Conditions Of Sharebased Payment Arrangement [Line Items] | |
Exchange ratio | 2.13 |
Earnings Per Share - Summary Of
Earnings Per Share - Summary Of Weighted Average Number Of Ordinary Shares Outstanding For Basic And Diluted EPS (Details) | 6 Months Ended | |
Jun. 30, 2023 shares | Jun. 30, 2022 shares | |
Earnings Per Share [Abstract] | ||
Shares for basic EPS of NewAmsterdam Pharma | 81,846,438 | 36,258,312 |
Exchange ratio | 2.13 | |
Shares for diluted EPS of NewAmsterdam Pharma | 81,846,438 | 40,443,670 |
As reported | ||
Earnings Per Share [Abstract] | ||
Shares for basic EPS of NewAmsterdam Pharma | 81,846,438 | 17,016,872 |
Shares for diluted EPS of NewAmsterdam Pharma | 81,846,438 | 18,981,158 |
Earnings Per Share - Schedule O
Earnings Per Share - Schedule Of Computation Of Original and Restated Basic And Diluted Loss Per Share (Details) - EUR (€) | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | ||
Earnings per share [line items] | |||
(Loss) / profit for the period | € (75,102) | € 54,513 | |
Weighted average basic number of Ordinary Shares | 81,846,438 | 36,258,312 | |
Weighted average diluted number of Ordinary Shares | 81,846,438 | 40,443,670 | |
Basic | [1] | € (0.92) | € 1.50 |
Diluted | [1] | € (0.92) | € 1.35 |
As reported | |||
Earnings per share [line items] | |||
Weighted average basic number of Ordinary Shares | 81,846,438 | 17,016,872 | |
Weighted average diluted number of Ordinary Shares | 81,846,438 | 18,981,158 | |
Basic | € (0.92) | € 3.20 | |
Diluted | € (0.92) | € 2.87 | |
[1] (*) Restated - see Note 10 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) | 6 Months Ended | ||
Jun. 30, 2023 shares | Jun. 30, 2022 shares | Jan. 01, 2022 shares | |
Earnings per share [line items] | |||
Exchange ratio | 2.13 | ||
Number of potential ordinary shares excluded from calculation of anti-dilutive | 17,983,485 | ||
Business Combination Agreement | |||
Earnings per share [line items] | |||
Number of shares exchanged | 1,964,286 | 1,964,286 | |
Number of shares issued upon exchange | 4,185,360 | 4,185,360 | |
Ordinary Shares | Business Combination Agreement | |||
Earnings per share [line items] | |||
Number of shares exchanged | 17,016,872 | ||
Number of shares issued upon exchange | 36,258,312 | ||
Exchange ratio | 2.13 |
Lease - Schedule of Group's Lea
Lease - Schedule of Group's Lease Liabilitites (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Presentation Of Leases For Lessee [Abstract] | ||
Lease liability | € 64 | € 62 |
Lease liability | € 23 | € 56 |
Related Parties - Additional In
Related Parties - Additional Information (Details) € in Thousands | 6 Months Ended | |||
Jun. 30, 2023 USD ($) | Jun. 30, 2023 EUR (€) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 EUR (€) | |
Disclosure of Transactions Between Related Parties [Line Items] | ||||
Share-based payment expenses | $ | $ 10,164 | $ 290 | ||
Non-executive Directors | ||||
Disclosure of Transactions Between Related Parties [Line Items] | ||||
Cash remuneration received | € 166 | € 39 | ||
Share-based payment expenses | € 241 | € 11 |
Related Parties - Summary of To
Related Parties - Summary of Total Compensation Paid to KMPs (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disclosure Of Transactions Between Related Parties [Abstract] | ||
Short-term employee benefits | $ 2,198 | $ 1,257 |
Share-based payments | 10,164 | 290 |
Total compensation paid to key management personnel | $ 12,362 | $ 1,547 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) - EUR (€) € in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Disclosure of operating segments [line items] | ||
Revenue | € 9,562 | € 93,500 |
Menarini License | ||
Disclosure of operating segments [line items] | ||
Revenue | € 9,600 | € 93,500 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Breakdown of Group's Non-current Assets by Geographical Location (Details) - EUR (€) € in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Disclosure of operating segments [line items] | ||
Total non-current assets | € 81,834 | € 83,450 |
Netherlands | ||
Disclosure of operating segments [line items] | ||
Total non-current assets | 81,640 | 83,172 |
USA | ||
Disclosure of operating segments [line items] | ||
Total non-current assets | € 194 | € 278 |
Events After the Reporting Pe_2
Events After the Reporting Period - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2023 shares $ / shares | |
Disclosure Of Nonadjusting Events After Reporting Period [Line Items] | |
Number of share options granted in share-based payment arrangement | shares | 4,558,729 |
Weighted average exercise price, Granted | $ / shares | $ 11.01 |