Celyad Oncology announces non-cash impairment
15 March 2023 - 5:00PM
Celyad Oncology (Euronext & Nasdaq: CYAD) (the “Company”), a
biotechnology company focused on the discovery and development of
innovative technologies for chimeric antigen receptor (CAR) T-cell
therapies, today announced a non-cash impairment of its goodwill
and intangible oncology assets.
This impairment comes as a result of the
Company’s strategic shift in focus away from clinical development
and the early stage nature of the implementation of the Celyad 2.0
strategy: shifting from an organization focused on clinical
development to one prioritizing R&D discovery and the
monetization of its intellectual property (IP) portfolio through
partnerships, collaborations and license agreements. As, to date,
no effective sublicence contract nor collaboration contract was
concluded, some uncertainty exists on the timing and amount of the
deal flow and associated short, medium and long term revenues.
Given this uncertainty, and per accounting
standards, the Company will recognize a full impairment loss on the
remaining value of goodwill, In Process Research and Development,
and Horizon Discovery’s shRNA platform, resulting in a non-cash
impairment of €20.5 million on a statutory basis and €35.1 million
on a consolidated basis for the financial year ended December 31,
2022.
This accounting conclusion, which reflects the
Company’s financial situation as of December 31, 2022, does not
affect the Management’s commitment to continue the potential
monetization of the Company’s IP. The conclusion of the impairment
analysis and additional details will be provided with the
publication of the Company’s fiscal year 2022 results on or around
March 23, 2023.
The net assets of the Company as of December 31,
2022, on a BE-GAAP non-consolidated basis, have fallen below half
of the Company’s capital. As a result, in accordance with Article
7:228 of the Belgian Code for Companies and Associations, the Board
of Directors plans to submit for a vote, at its May 5, 2023
shareholders’ meeting, its business plan including a proposal to
continue the Company’s activities. The Board of Directors will
publish a detailed report regarding this proposal on or around
April 3, 2023, together with the convocation with proposed
resolutions for the shareholders’ meeting.
The audit for fiscal year 2022 has not yet been
fully completed.
About Celyad Oncology
Celyad Oncology is a biotechnology company
focused on the discovery and development of innovative technologies
chimeric antigen receptor (CAR) T-cell therapies. The Company is
focusing on opportunities to fully harness the true potential of
its proprietary technology platforms and intellectual property and
support the development of next-generation CAR T candidates in
solid tumors and hematological malignancies. Celyad Oncology is
based in Mont-Saint-Guibert, Belgium and New York, NY. For more
information, please visit www.celyad.com.
Celyad Oncology Forward-Looking
Statement
This release may contain forward-looking
statements, within the meaning of applicable securities laws,
including the Private Securities Litigation Reform Act of 1995, as
amended, including, without limitation, statements regarding
beliefs about and expectations for the Company’s updated strategic
business model, including associated potential benefits,
transactions and partnerships, statements regarding the potential
value of the Company’s IP, statements regarding the Company’s
financial statements, and statements regarding the continuation of
the Company’s existence. The words “will,” “believe,” “potential,”
“continue,” “target,” “project,” “should” and similar expressions
are intended to identify forward-looking statements, although not
all forward-looking statements contain these identifying words. Any
forward-looking statements in this release are based on
management’s current expectations and beliefs and are subject to a
number of known and unknown risks, uncertainties and important
factors which might cause actual events, results, financial
condition, performance or achievements of Celyad Oncology to differ
materially from those expressed or implied by such forward-looking
statements. Such risks and uncertainties include, without
limitation, risks related to the material uncertainty about the
Company’s ability to continue as a going concern; the Company’s
ability to realize the expected benefits of its updated strategic
business model; the Company’s ability to develop its IP assets and
enter into partnerships with outside parties; the Company’s ability
to enforce its patents and other IP rights; the possibility that
the Company may infringe on the patents or IP rights of others and
be required to defend against patent or other IP rights suits; the
possibility that the Company may not successfully defend itself
against claims of patent infringement or other IP rights suits,
which could result in substantial claims for damages against the
Company; the possibility that the Company may become involved in
lawsuits to protect or enforce its patents, which could be
expensive, time-consuming, and unsuccessful; the Company’s ability
to protect its IP rights throughout the world; the potential for
patents held by the Company to be found invalid or unenforceable;
and other risks identified in Celyad Oncology’s U.S. Securities and
Exchange Commission (SEC) filings and reports, including in the
latest Annual Report on Form 20-F filed with the SEC and subsequent
filings and reports by Celyad Oncology. These forward-looking
statements speak only as of the date of publication of this
document and Celyad Oncology’s actual results may differ materially
from those expressed or implied by these forward-looking
statements. Celyad Oncology expressly disclaims any obligation to
update any such forward-looking statements in this document to
reflect any change in its expectations with regard thereto or any
change in events, conditions or circumstances on which any such
statement is based, unless required by law or regulation.
Celyad Oncology Contacts:
Investor Contact: |
Media Contact: |
David GeorgesVP Finance and Administrationinvestors@celyad.com |
Caroline LonezR&D Communications and Business
Developmentcommunications@celyad.com |
Source: Celyad Oncology SA
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