Annual Report 2012 - Acino
Annual Report 2012 - Acino Annual Report 2012 - Acino
Acino Annual Report 2012 Business Review
- Page 2 and 3: 2 Group revenue and net profit (in
- Page 4 and 5: 4 ACINO | ANNUAL REPORT 2012
- Page 6 and 7: 6 ACINO | LETTER TO SHAREHOLDERS
- Page 8 and 9: 8 ACINO | LETTER TO SHAREHOLDERS
- Page 10 and 11: 10 ACINO | PERFORMANCE REPORT
- Page 12 and 13: 12 ACINO | PERFORMANCE REPORT Segme
- Page 14 and 15: 14 ACINO | PerfOrmANCe rePOrt Contr
- Page 16 and 17: 16 ACINO | PERFORMANCE REPORT BtC O
- Page 18 and 19: 18 ACINO | OUR BUSINESSES
- Page 20 and 21: 20 ACINO | OUR BUSINESSES Financial
- Page 22 and 23: 22 ACINO | OUR BUSINESSES Financial
- Page 24 and 25: 24 ACINO | OUR TECHNOLOGIES
- Page 26 and 27: 26 ACINO | OUR TECHNOLOGIES Technol
- Page 28 and 29: 28 ACINO | OUR TECHNOLOGIES Technol
- Page 30 and 31: 30 ACINO | OUR TECHNOLOGIES Special
- Page 32 and 33: 32 ACINO | CORPORATE GOVERNANCE
- Page 34 and 35: 34 ACINO | CORPORATE GOVERNANCE Boa
- Page 36 and 37: 36 ACINO GROUP | FINANCIAL REPORT
- Page 38 and 39: 38 ACINO GROUP | FINANCIAL REPORT A
- Page 40 and 41: 40 ACINO GROUP | FINANCIAL REPORT A
- Page 42 and 43: 42 ACINO GROUP | FINANCIAL REPORT A
- Page 44 and 45: 44 ACINO GROUP | FINANCIAL REPORT 5
- Page 46 and 47: 46 ACINO HOLDING AG | FINANCIAL REP
- Page 48 and 49: 48 ACINO | INvEsTOR INFORmATION
- Page 50 and 51: 50 ACINO | INvEsTOR INFORmATION Sha
<strong>Acino</strong><br />
<strong>Annual</strong> <strong>Report</strong> <strong>2012</strong><br />
Business Review
2<br />
Group revenue and net profit<br />
(in EUR million)<br />
Revenue net profit<br />
134.9 257.1 5.7 9.4<br />
2011 <strong>2012</strong> 2011 <strong>2012</strong><br />
Group revenue by region<br />
LATAm<br />
4%<br />
Africa<br />
8%<br />
mEnA<br />
25%<br />
Asia<br />
1%<br />
others<br />
4%<br />
Germany<br />
28%<br />
Switzerland<br />
8%<br />
Rest of Europe<br />
22%<br />
Share Information<br />
• Listed on the SiX Swiss Exchange (Acin)<br />
• Registered shares, par value cHF 0.40<br />
Per share data <strong>2012</strong><br />
• Share price cHF 109.90<br />
(December 31, 2011: cHF 100.60)<br />
• market capitalization cHF 380.3 million<br />
(December 31, 2011: cHF 321.1 million)<br />
• Dividend cHF 0 *<br />
(2011: cHF 1.00 as distribution out of<br />
legal reserve)<br />
* proposed to the AGm of April 4, 2013<br />
<strong>Acino</strong><br />
<strong>2012</strong> at a glance<br />
Group performance<br />
<strong>2012</strong> 2011<br />
(in EUR million)<br />
Revenue 257.1 134.9<br />
EBiTDA 36.8 25.7<br />
in % of revenue 14.3% 19.0%<br />
operating profit; EBiT 8.9 6.7<br />
in % of revenue 3.5% 5.0%<br />
Net profit 9.4 5.7<br />
in % of revenue 3.7% 4.2%<br />
EPS (undiluted, in EUR) 2.76 1.81<br />
Free cash flow (3.3) (22.7)<br />
in % of revenue (1.3%) (16.8%)<br />
investment in property, plant and equipment 15.3 20.5<br />
in % of revenue 6% 15%<br />
investment in intangible assets 12.6 11.2<br />
in % of revenue 5% 8%<br />
net working capital 88.1 29.8<br />
in % of revenue 34% 22%<br />
net debt 100.1 8.6<br />
Ratio net debt/EBITDA 2.7 0.3<br />
Equity ratio 55.2% 77.9%<br />
Headcount (on a full-time basis) 836 495<br />
Share price development <strong>2012</strong><br />
Acin (cHF per share)<br />
SPi (adjusted)<br />
125<br />
120<br />
115<br />
110<br />
105<br />
100<br />
Jan 12 Jul 12 Dec 12
Operating Segments<br />
• BtC (Business to Consumer) comprises all direct marketing activities under the own<br />
brand “<strong>Acino</strong> Switzerland” in up and coming economies around the globe.<br />
• BtB (Business to Business) includes <strong>Acino</strong>’s out-licensing business with products from<br />
own development for which the company holds the intellectual property rights.<br />
• Technology Marketing (TM) encompasses a broad spectrum of fully integrated contract<br />
services including sourcing, development, manufacturing and packaging for corporate<br />
life science customers.<br />
• Production (Prod) supplies the other three business segments with products and services.<br />
Segment results and transfer to Group EBIT<br />
Revenue Contribution margin<br />
<strong>2012</strong> 2011 <strong>2012</strong> 2011<br />
(in EUR 1 000)<br />
Business to Consumer 100 373 1 018 17 726 663<br />
Business to Business 87 196 90 892 26 224 19 992<br />
Technology Marketing 67 621 40 336 3 964 7 593<br />
Production 1 910 2 693 (10 285) (77)<br />
Total 257 100 134 940 37 627 28 171<br />
Less: Expense and income items not<br />
contained in the contribution margin<br />
per segment (details on page 43). 28 738 21 491<br />
Operating profit (EBIT) 8 889 6 680<br />
<strong>Acino</strong> – Delivering Health<br />
<strong>Acino</strong> (SIX: ACIN), a Swiss-based pharmaceutical company, develops,<br />
manufactures and internationally markets well-proven and innovative<br />
pharmaceuticals in novel drug delivery forms. <strong>Acino</strong> is a leader in<br />
advanced drug delivery technologies with a focus on modified release<br />
oral forms, oral dispersible forms, transdermal systems and extended<br />
release parenterals, for which it also holds patents.<br />
As a partner of pharmaceutical companies worldwide, <strong>Acino</strong> supplies<br />
finished in-house developed products and/or provides customized onestop<br />
solutions from product development and registration to contract<br />
manufacturing, packaging and logistics. Under the brand “<strong>Acino</strong><br />
Switzerland”, <strong>Acino</strong> markets Swiss-quality medicines in up and coming<br />
economies. The <strong>Acino</strong> Group is headquartered in Basle, employed 836<br />
people (at year-end) and generated annual revenues of EUR 257 million<br />
in <strong>2012</strong>.<br />
ACINO | <strong>2012</strong> AT A GLANCE<br />
Group revenue by segment<br />
26%<br />
34%<br />
39%<br />
■ BtC ■ BtB ■ TM<br />
Contribution margin per segment<br />
17.6% 30.0% 5.9% n.m.<br />
BtC BtB TM Prod<br />
⁄⁄<br />
Milestones<br />
• <strong>Acino</strong> takes a quantum leap through the<br />
acquisition of businesses from Mepha<br />
– strong emerging market presence in<br />
the Middle East, Africa, Latin America<br />
and Asia<br />
– state-of-the-art R&D and FDA<br />
approved manufacturing facilities<br />
in Aesch (Switzerland)<br />
• First new product launch in the emerging<br />
markets: clopidogrel in Iraq and UAE<br />
• Filing of oxycodone matrix and<br />
of rivastigmine transdermal system<br />
• New patch factory in Germany<br />
inaugurated – Bayer HealthCare<br />
submitted application for marketing<br />
authorization for contraceptive patch<br />
3
4<br />
ACINO | ANNUAL REPORT <strong>2012</strong>
ACINO<br />
<strong>Annual</strong> <strong>Report</strong> <strong>2012</strong><br />
BuSInESS REvIEw<br />
<strong>2012</strong> at a glance 2<br />
Letter to Shareholders 7<br />
Performance report of Management 11<br />
Our businesses 19<br />
Our technologies 25<br />
Corporate Governance (extract) 33<br />
Corporate bodies 34<br />
Leadership team 35<br />
Financial report (abbreviated) 37<br />
Consolidated income statement 38<br />
Consolidated statement<br />
of comprehensive income 39<br />
Consolidated statement of changes<br />
in equity 39<br />
Consolidated balance sheet 40<br />
Consolidated cash flow statement 41<br />
Extract from notes to the consolidated<br />
financial statements 42<br />
<strong>Acino</strong> Holding AG, income statement 45<br />
<strong>Acino</strong> Holding AG, balance sheet 46<br />
Appropriations of retained earnings<br />
of <strong>Acino</strong> Holding AG<br />
proposed by the Board of Directors 47<br />
Investor information 49<br />
Addresses 52<br />
Contact 54<br />
Finance & corporate Governance<br />
consolidated Financial Statements<br />
for the acino Group 5<br />
Consolidated income statement 6<br />
Consolidated statement<br />
of comprehensive income 7<br />
Consolidated statement of changes<br />
in equity 7<br />
Consolidated balance sheet 8<br />
Consolidated cash flow statement 9<br />
Notes to the consolidated financial<br />
statements 11<br />
<strong>Report</strong> of the Statutory Auditor 53<br />
Financial statements<br />
of acino Holding aG 55<br />
Income statement 56<br />
Balance sheet 57<br />
Notes to the financial statements 58<br />
Appropriations of retained earnings<br />
proposed by the Board of Directors 62<br />
<strong>Report</strong> of the Statutory Auditor 63<br />
corporate Governance 65<br />
Group structure and shareholders 66<br />
Capital structure 67<br />
Board of Directors 68<br />
Group Management 73<br />
Compensation, shareholdings and loans 77<br />
Shareholders’ participation rights 81<br />
Change of control and defense measures 82<br />
Auditors 82<br />
Information policy 83<br />
addresses 84<br />
contact 86<br />
<strong>Acino</strong>’s <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong> comprises<br />
the Business Review and the Finance &<br />
Corporate Governance <strong>Report</strong>. The<br />
Business Review includes the address of<br />
the Chairman and the CEO, a description<br />
of <strong>Acino</strong>’s technology platforms, a short<br />
review of the company’s Corporate<br />
Governance principles, abbreviated<br />
Financial Statements and additional<br />
information for investors. The Finance &<br />
Corporate Governance <strong>Report</strong> contains<br />
<strong>Acino</strong>’s full Financial <strong>Report</strong> including<br />
Notes to the Financial Statements and the<br />
full Corporate Governance <strong>Report</strong>.<br />
5
6<br />
ACINO | LETTER TO SHAREHOLDERS
ACINO | LETTER TO SHAREHOLDERS<br />
Dear Shareholders,<br />
<strong>2012</strong> marked the beginning of a new era for <strong>Acino</strong>. The acquisition of Mepha’s/Cephalon’s<br />
international businesses and the production and R&D facilities in Aesch (Switzerland) propelled<br />
our company into the upper league of the Swiss pharmaceutical industry.<br />
Game-changing acquisition provides critical mass<br />
The acquisition (closed on February 17, <strong>2012</strong>) nearly doubled our workforce and Group<br />
sales. Size alone is certainly not the sole key to success but it gives us the critical mass<br />
needed to achieve our business objectives, particularly with regard to our Business-to-<br />
Consumer (BtC) activities. In R&D and manufacturing, it creates an even broader development<br />
pipeline and guarantees a crucial spending to further enhance our cutting-edge<br />
technologies. On the product side, it enables us to roll out products on a worldwide scale,<br />
thereby fully exploiting their potential. Last but not least, size also enhances efficiency in<br />
operations. Being recognized as an important player, with the ability to handle highly<br />
complex projects of all sizes, puts us in an excellent position to partner with the most<br />
demanding global customers.<br />
Teams merged in Switzerland – Aesch to become new Group headquarters<br />
The sheer size of the acquisition and the complexity of the businesses we operate in<br />
imposed multifaceted challenges to the Group. In the Greater Basle area, all operational<br />
activities have been consolidated in December <strong>2012</strong> at the three locations in Aesch and<br />
Liesberg. Headquarters of the Group will also be moved to the former Mepha location in<br />
Aesch, pending the consent of the AGM in April 2013. The move results in significant rental<br />
savings but above all it allows teams to unite and manage workflows more efficiently. It<br />
is with pride, that the <strong>Acino</strong> and former Mepha/Cephalon employees can look back on the<br />
first year together in which they reshaped the organization and successfully advanced the<br />
company.<br />
<strong>2012</strong>: Strong top-line expansion – one-off integration items impact earnings<br />
For our businesses, <strong>2012</strong> was a game-changing year that unlocked promising growth<br />
opportunities. Influenced by exceptional acquisition-related items, the strong sales<br />
increase could not yet be fully translated into profitability improvements:<br />
<strong>Acino</strong> expanded its top-line by 91% in <strong>2012</strong> and achieved consolidated annual revenues<br />
of EUR 257.1 million which meets ambitious expectations. Postponed product deliveries<br />
due to customer destocking towards year-end, pricing pressure in established markets,<br />
and higher than expected one-off expenses relating to the transition of the international<br />
business from Mepha to <strong>Acino</strong> impacted the operational profitability. As a consequence,<br />
<strong>Acino</strong>’s EBITDA-margin slipped to 14.3%. However, in absolute terms, the Group significantly<br />
increased EBITDA by 43% to EUR 36.8 million. Supported by a previously announced<br />
tax loss carryforward, the Group delivered a net profit after tax of EUR 9.4 million (2011:<br />
EUR 5.7 million).<br />
ACINO | LETTER TO SHAREHOLDERS<br />
“Over the past years, we developed <strong>Acino</strong><br />
from a specialized supplier into a fully<br />
fletched pharmaceutical company,<br />
perfectly aligned to pursue promising<br />
growth opportunities.”<br />
7
8<br />
ACINO | LETTER TO SHAREHOLDERS<br />
“<strong>Acino</strong> follows growth. With the entry<br />
into fast developing emerging economies,<br />
we broadened our geographic exposure<br />
and participate in the pharmaceutical high<br />
growth markets.”<br />
Dividend waiver and creation of authorized capital to fuel growth<br />
and restore financial flexibility<br />
The acquisition of international operations and the site in Aesch (Switzerland) with R&D<br />
and production facilities from Mepha has provided strong impetus to <strong>Acino</strong> unfolding<br />
promising growth opportunities. Knowledge and innovation skills as well as competitiveness,<br />
and thereby also the ability to generate sustainable profits going forward, have been<br />
significantly strengthened.<br />
Despite the positive <strong>2012</strong> net result, the Board of Directors proposes to the <strong>Annual</strong> General<br />
Meeting of Shareholders of April 4, 2013, the waiving of a dividend distribution. The Board<br />
of Directors views this as an exceptional measure to reduce debt levels (following the<br />
acquisition) and to fuel the growth of the company. Furthermore, the Board of Directors<br />
proposes the creation of authorized capital by 800 000 new shares with expiration on April<br />
4, 2015. The Board of Directors intends to continue to evaluate selective smaller scale<br />
acquisitions to complement and strengthen the company’s activities and therefore proposes<br />
this financial flexibility to seize potential opportunities.<br />
Growth strategies – propagate success and take it Group-wide<br />
We have identified and focused on a number of organic growth strategies, to be<br />
rounded off by selective acquisitions, to advance our company. We intend to embrace<br />
new opportunities based on our technological expertise and exploit synergies between<br />
the Operating Segments:<br />
Fully exploit product potential. The BtB portfolio consists of in-house developed products<br />
which we out-license to pharmaceutical companies. The BtC portfolio comprises primarily<br />
products acquired from Mepha and Cephalon which we will market under our own brand<br />
“<strong>Acino</strong> Switzerland” in up and coming economies. Our intention is to exploit the portfolio<br />
potential to its fullest by taking products across Operating Segments.<br />
Expand geographic reach around the globe. Both our BtB and BtC businesses are broadbased<br />
but still leave room for further geographic expansion within the defined strategy.<br />
A milestone in this context was the agreement reached with Medial D&P Ltd. covering<br />
several countries in the CIS region. Further territorial expansion in 2013 is anticipated in<br />
Asia and Latin America. Likewise, we aim at expanding the reach of our BtB business and<br />
have initiated steps to access the USA and Japan.<br />
Foster innovation and broaden the product portfolio. All three business units give high<br />
priority to continuously innovating their offering. The strong development pipeline is<br />
expected to deliver promising products, some with patent protection, which are tailored<br />
to both BtC and BtB markets. As a complementary measure, we are selectively evaluating<br />
and in-licensing products to round off our BtC offering.<br />
Expand the customer base. The strong reputation gained from the cooperation with Bayer<br />
HealthCare and other partners helps the business units Technology Marketing and BtB to<br />
engage in new cooperations and to embark on novel development projects on behalf of<br />
pharmaceutical companies. The commitment to high quality we share with our customers<br />
is a prerequisite in this respect.<br />
Building a strong leadership team<br />
As previously communicated, Dr. Jürgen Betzing, Chief Operations Officer (since February<br />
1, <strong>2012</strong>), joined us from Mepha. In this function he is responsible for production, engineering,<br />
the supply chain, logistics, sourcing, and safety and environmental protection at all<br />
sites of the Group.
The coming month will see a change in the Finance and Group Quality functions:<br />
Walter Saladin, CFO, who also joined <strong>Acino</strong> from Mepha in March <strong>2012</strong>, has opted for<br />
retirement after completion of the business integration. His successor is Martin Gertsch<br />
who will become the new CFO and a Member of Group Management effective April 1, 2013.<br />
Martin Gertsch is an experienced chief financial officer with extensive expertise in the life<br />
science industry and in international markets.<br />
Dr. Stefan Bier succeeds Dr. Ulf-Hergen Westphal as the new Head Quality <strong>Acino</strong> Group<br />
and a Member of Group Management, effective April 1, 2013. Stefan Bier can look back on<br />
over 20 years of experience in quality assurance and compliance with several renowned<br />
pharmaceutical companies.<br />
We consider ourselves very fortunate that highly qualified and experienced executives<br />
have chosen a career at <strong>Acino</strong>. Their track record in providing strong leadership in their<br />
functions will be most valuable to the <strong>Acino</strong> Group as it expands operations around the<br />
globe.<br />
The Board endorsed Hans Peter Hasler’s wish to resign from his role as Vice Chairman and<br />
appointed fellow Board Member Dr. Andreas Rummelt new Vice Chairman of the company<br />
with effect from April 4, 2013 (the date of the forthcoming General Meeting of Shareholders).<br />
Also at the forthcoming General Meeting, Jürg Michel’s current term of office is<br />
set to expire and the Board proposes to re-elect him for another term of three years.<br />
Outlook: set for growth<br />
Strategically and operationally, we have paved the way for growth. The newly formed and<br />
motivated teams with <strong>Acino</strong> and former Mepha employees are well prepared to embrace<br />
the numerous challenges and opportunities that lay ahead of us. In the near-term, the net<br />
result is expected to benefit from efficiency gains and the absence of integration-related<br />
one-off costs. Supported by new product launches, sales growth is anticipated to become<br />
the driving force for performance improvements in the mid to longer term.<br />
On behalf of our fellow Members of Group Management and the Board of Directors, we<br />
express our sincere thanks to all our employees who have supported the successful integration<br />
in <strong>2012</strong> with much personal dedication. We also extend our gratitude to you, our<br />
esteemed shareholders, for the continued interest and confidence in <strong>Acino</strong>.<br />
Yours truly,<br />
Luzi A. von Bidder Peter Burema<br />
Chairman of the Board of Directors Chief Executive Officer<br />
of <strong>Acino</strong> Holding AG of the <strong>Acino</strong> Group<br />
Basle, March 2013<br />
ACINO | LETTER TO SHAREHOLDERS<br />
9
10<br />
ACINO | PERFORMANCE REPORT
ACINO<br />
Performance report of Management<br />
In addition to the day-to-day business, the main focus in <strong>2012</strong> was on the successful integration<br />
of the newly acquired international businesses and domestic operations from<br />
Mepha/Cephalon.<br />
Acquisition transformed <strong>Acino</strong>’s business – segment reporting aligned<br />
The <strong>2012</strong> acquisition changed the face of our company. After the integration of the acquired<br />
operations, <strong>Acino</strong>’s business is now based on three independent, equally important strategic<br />
pillars, each operating in the markets with a global reach. In parallel, the financial<br />
reporting has been aligned to mirror the dimensions of the new business strategy and<br />
reflecting the new organization of the Group. The new operating segments are:<br />
• BtC (Business to Consumer) comprises all direct marketing activities under the own<br />
brand “<strong>Acino</strong> Switzerland” in up and coming economies around the globe. The<br />
segment includes the emerging market business acquired from Mepha/Cephalon.<br />
• BtB (Business to Business) includes <strong>Acino</strong>’s out-licensing business with products from<br />
own development for which the company holds the intellectual property rights.<br />
• Technology Marketing (TM) encompasses a broad spectrum of fully integrated<br />
contract services including sourcing, development, manufacturing and packaging for<br />
corporate life science customers.<br />
• The fourth reporting segment, Production (Prod), supplies the other business segments<br />
with products and services. Products are internally transferred at cost plus a mark-up<br />
for material and production overheads. Items not unattributable and deviations from<br />
standard costs are recognized in this segment.<br />
Group sales nearly doubled backed by acquisition<br />
<strong>Acino</strong> expanded its top-line by 91% in <strong>2012</strong> and achieved consolidated annual revenues of<br />
EUR 257.1 million (2011: EUR 134.9 million). Sales of the newly acquired Mepha/Cephalon<br />
business are reported from February 17, <strong>2012</strong>. The segments BtC and Technology Marketing<br />
were driving the sales increase while revenue of the segment BtB fell slightly short of last<br />
year’s level.<br />
wide geographic spread of sales<br />
With the newly acquired international businesses, the geographic split of Group sales<br />
changed significantly. Although revenues are stable, the share of turnover of the more<br />
mature markets dropped in favor of the faster growing emerging markets. Europe’s share<br />
now represents 58% of sales (2011: 95%) and the dependency on the largest individual<br />
country, Germany, decreased to 28% (2011: 64%). MENA (Middle East and North Africa)<br />
became the largest non-European region accounting for 25% of Group sales. Socioeconomic<br />
trends in many emerging markets, such as the population and GDP growth coupled<br />
with better access to healthcare, will support the business expansion in these regions and<br />
contribute to top-line growth.<br />
ACINO | PERFORMANCE REPORT<br />
Group revenue<br />
(in EUR million)<br />
134.9 257.1<br />
2011 <strong>2012</strong><br />
Group revenue by region<br />
LATAM<br />
4%<br />
Africa<br />
8%<br />
MENA<br />
25%<br />
Asia<br />
1%<br />
Others<br />
4%<br />
Germany<br />
28%<br />
Switzerland<br />
8%<br />
Rest of Europe<br />
22%<br />
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12<br />
ACINO | PERFORMANCE REPORT<br />
Segment revenue <strong>2012</strong><br />
(in EUR million)<br />
BtC 100.4 n.m.<br />
BtB 87.2 –4%<br />
TM 67.6 +68%<br />
Prod* 1.9 n.m.<br />
Group 257.1 91%<br />
* Sales to third parties<br />
Group revenue by segment<br />
26%<br />
34%<br />
39%<br />
■ BtC ■ BtB ■ TM<br />
BtC has emerged as the strongest revenue contributor of the Group<br />
<strong>2012</strong> sales of the Operating Segment BtC amounted to EUR 100.4 million (2011: EUR 1.0<br />
million) with the acquired businesses in emerging markets consolidated since mid February<br />
<strong>2012</strong>.<br />
Sales in the largest countries of the key MENA region – Iraq, Saudi Arabia and United Arab<br />
Emirates – developed particularly well. The existing local organizations have swiftly pushed<br />
ahead with the launch and promotion of products from <strong>Acino</strong>. In Africa, the market development<br />
in many countries has been uncared for over a prolonged period of time during<br />
the frequent change of ownership of the business in recent times. This made it necessary<br />
to substantially step up professional marketing efforts, to reestablish the product brands<br />
in the private market and to emphasize the focus on the tender and hospital businesses.<br />
For these purposes, the creation of a well-trained and motivated field force was of paramount<br />
importance. In Asia, distributors have been appointed for all regions and countries<br />
targeted. First sales have already been achieved in Hong Kong, Macau, China, Malaysia,<br />
Singapore and Myanmar.<br />
BtB with slightly regressing full-year revenues but good growth of flagship product<br />
Revenue of the Operating Segment BtB declined by 4% to EUR 87.2 million (2011: EUR 90.9<br />
million). The first three quarters with good growth rates and high order volumes were followed<br />
by a drop in sales in the last months of <strong>2012</strong>. This transient but marked stagnation<br />
was attributable to postponed product deliveries due to customer destocking and inventory<br />
optimization towards year-end.<br />
The top-selling BtB product oxycodone benefitted from a robust growth year-on-year.<br />
Amidst severe price pressure, revenue of the key product metoprolol reached last year’s<br />
level thanks to higher volumes sold. The newer products from own development – hydromorphone<br />
in an oral formulation and the patches fentanyl and buprenorphine – showed<br />
a very satisfactory sales performance. Demand for buprenorphine was particularly high<br />
with customers preparing for launch in several additional countries.<br />
Technology Marketing top-line boosted by high contract manufacturing volumes<br />
The steep rise of sales of the Operating Segment Technology Marketing (TM) to EUR 67.6<br />
million (+68%; 2011: EUR 40.3 million) is primarily attributable to large – but lower margin<br />
– orders from Teva/Mepha who continue to source products from <strong>Acino</strong> at cost plus a small<br />
mark-up (as agreed in the acquisition agreement). As a consequence, the new location in<br />
Aesch (previously Mepha) turned out high volumes of contract manufactured products<br />
and enjoyed a very good capacity utilization which could not be translated into higher profits.<br />
The top-selling customer product of this Operating Segment, the transdermal product<br />
fentanyl, was in high demand and strongly contributed to sales (and profit) despite mounting<br />
price pressure under difficult market conditions.
EBITDA up 43% – exceptional integration-related items influence profitability<br />
The Group achieved a full-year EBITDA of EUR 36.8 million (2011: EUR 25.7 million), reflecting<br />
a strong increase of 43% year-on-year. In line with the expansion of the company’s operations,<br />
inventories increased and entailed a reduction of the gross margin by 3% to 65%. The<br />
surge of other operating expenses by six percentage points year-on-year was primarily driven<br />
by higher integration-related marketing efforts in the BtC business. Additional one-off items<br />
influencing EBITDA included higher than expected inventory adjustments and disposals of<br />
redundant stocks, maintenance outlays and temporarily increased new staff costs.<br />
EBITDA also includes transaction-related one-time items in the net amount of EUR 1.8 million.<br />
The negative impact for recognition of goods acquired from Mepha/Cephalon at market<br />
value of EUR 8.0 million as well as extraordinary expenses of EUR 1.0 million were only partially<br />
compensated by the positive contribution of the bargain purchase of EUR 7.2 million.<br />
On a comparable basis, i.e. excluding this one-time effect, EBITDA amounted to EUR 38.5<br />
million corresponding to an EBITDA-margin of 15.0% (2011: 19.0%).<br />
After depreciation and amortization charges, which increased year-on-year due to the<br />
substantial purchase of assets from Mepha/Cephalon, the operating profit (EBIT) climbed<br />
by 33% to EUR 8.9 million (2011: EUR 6.7 million).<br />
ACINO | PERFORMANCE REPORT<br />
Group EBITDA<br />
(in EUR million)<br />
25.7 36.8<br />
2011 <strong>2012</strong><br />
13
14<br />
ACINO | PerfOrmANCe rePOrt<br />
Contribution margin<br />
(in eUr million)<br />
BtC 17.7<br />
BtB 26.2<br />
tm 4.0<br />
Prod (10.3)<br />
Group 37.6<br />
Less: items not contained<br />
in contribution margin per<br />
segment (page 43) (28.7)<br />
EBIT 8.9<br />
Contribution margin per segment<br />
17.6% 30.0% 5.9% n.m.<br />
BtC BtB tm Prod<br />
⁄⁄<br />
Contribution margin of the Group up by 33%<br />
In total, the contribution margin of the Group amounted to eUr 37.6 million (2011: eUr<br />
28.2 million):<br />
• BtC: high market development efforts temporarily dampen profitability. In <strong>2012</strong>, the<br />
first partial year of managing the combined businesses, the contribution of the<br />
Operating Segment BtC amounted to eUr 17.7 million (or 17.6% of revenue). the<br />
profitability was influenced by numerous integration-related efforts which were<br />
underway throughout the year. While higher promotional and distribution costs are<br />
inherent to any direct marketing approach, extraordinary costs incurred for additional<br />
field force training, rebranding campaigns, and customer retention measures supporting<br />
the transition of the international business from mepha to <strong>Acino</strong>. the high number of<br />
local new product registrations poses a special challenge to <strong>Acino</strong>’s drug regulatory<br />
activities and time consuming procedures have delayed new product introductions on<br />
several occasions. <strong>Acino</strong> expects a gradual margin improvement as synergies are<br />
starting to materialize and new products reach the market.<br />
• BtB remains the strongest earnings contributor to the Group. the Operating Segment<br />
BtB achieved a contribution margin of eUr 26.2 million (2011: eUr 20.0 million) or 30.0%<br />
of sales (2011: 22.0%). Ahead of the patent expiry in most markets in November <strong>2012</strong><br />
and supported by an optimization of production processes, the top-selling product<br />
oxycodone recorded a very positive margin development. Also margin enhancing was<br />
the lower amortization on development projects. Overall, these effects overcompensated<br />
the steady price erosion and resulted in a strong profitability improvement of the BtB<br />
segment.<br />
• technology marketing with high capacity utilization but temporarily lower margins.<br />
While revenue increased strongly, the contribution margin of the operating segment<br />
declined to eUr 4.0 million (2011: eUr 7.6 million) or 5.9% of sales (2011: 18.8%). the<br />
margin erosion is attributable to contract manufacturing orders gained, albeit with low<br />
margin products, in the wake of the acquisition of the mepha/Cephalon businesses.<br />
Also weighing on the profitability is the continued price pressure on fentanyl patches<br />
and the production of penicillin/cephalosporin products at the manufacturing site in<br />
Liesberg (Switzerland), which will be terminated by the end of 2013 as part of the<br />
continued effort to optimize the product mix.<br />
• Production influenced by acquisition-related one-time item. the Operating Segment<br />
Production recorded a negative contribution of eUr – 10.3 million of which eUr 8.0<br />
million were due to the transaction-related recognition of goods acquired from mepha/<br />
Cephalon at market value.<br />
Deduction of items not contained in the contribution margin per segment, such as employee<br />
benefits and other operating expenses (for cross segment and not-production-related<br />
activities), resulted in the operating profit (eBIt) of eUr 8.9 million (2011: eUr 6.7 million).
net profit increase by 65% to EuR 9.4 million, supported by tax credit<br />
The net financial result of EUR –2.5 million (2011: income of EUR 0.7 million) contains<br />
foreign exchange items, one time charges in connection with the syndicate loan and the<br />
capital increase, and running interest expenses. In <strong>2012</strong>, another unrealized tax loss carryforward<br />
of about EUR 7.7 million (related to the acquisition of the iclaprim business in<br />
2009) could be applied. Together with a deferred income tax gain in connection with the<br />
step-up inventory this resulted in a net income tax credit of EUR 2.9 million (2011: tax<br />
burden of EUR 1.2 million).<br />
Overall, the Group increased net profit significantly to EUR 9.4 million (2011: EUR 5.7 million),<br />
up 65% year on year.<br />
Cash flows are a reflection of the high investment activity<br />
The acquisition of the Mepha/Cephalon operations influenced nearly every position of the<br />
cash flow statement. Cash flow from operating activities increased to EUR 24.4 million<br />
(2011: EUR 8.9 million; included substantial clopidogrel-related settlement payments).<br />
Cash flows from investing and financing activities mirror the cash payment for the<br />
acquired businesses (approx. EUR 90 million), the share capital increase (approx. EUR 20<br />
million) and the capital expenditure for the new plant in Miesbach (Germany). Overall, the<br />
high investment activity resulted in a negative free cash flow of EUR –3.3 million (2011:<br />
EUR –22.7 million). Over the course of the year, liquid funds increased markedly by EUR<br />
13.3 million to EUR 17.7 million (2011: cash outflow by EUR 16.1 million to EUR 4.4 million<br />
at year-end).<br />
Strong balance sheet albeit reduced equity ratio<br />
The magnitude of the Mepha/Cephalon transaction increased the company’s balance<br />
sheet total by year-end to EUR 505.8 million (December 31, 2011: EUR 330.4 million).<br />
Working capital increased significantly to EUR 149.0 million (December 31, 2011: EUR 58.2<br />
million). With significant new assets – primarily the new site in Aesch (Canton Baselland,<br />
Switzerland) and the new manufacturing plant in Miesbach (Germany) – belonging to the<br />
Group, property, plant and equipment expanded to EUR 159.4 million by the end of <strong>2012</strong><br />
(December 31, 2011: EUR 102.5 million).<br />
The syndicate loan to finance the acquisition and the postponed purchase price entailed<br />
a rise in total financial liabilities to EUR 117.9 million at year-end (December 31, 2011:<br />
EUR 13.0 million). After the authorized share capital increase by a total of EUR 20.3 million<br />
(implemented on February 2, <strong>2012</strong>), shareholders’ equity rose to EUR 279.5 million (December<br />
31, 2011: EUR 257.4 million) in the period under review.<br />
The acquisition-related high investment activity reduced <strong>Acino</strong>’s equity ratio to 55% by<br />
the end of the period under review (December 31, 2011: 78%) which is still at a high level<br />
and allows for financing growth of the Group going forward. Also as a result of the acquisition<br />
the indebtedness of the company increased to a net debt level of EUR 100.1 million.<br />
The net debt to EBITDA ratio amounted to 2.7.<br />
ACINO | PERFORMANCE REPORT<br />
net profit Group<br />
(in EUR million)<br />
5.7 9.4<br />
+65%<br />
2011 <strong>2012</strong><br />
Key ratios<br />
(December 31, <strong>2012</strong>)<br />
Equity ratio 55%<br />
Net debt to EBITDA ratio 2.7<br />
15
16<br />
ACINO | PERFORMANCE REPORT<br />
BtC Objectives 2013<br />
• Roll-out <strong>Acino</strong> products<br />
in new markets<br />
• Continue the geographic expansion<br />
into emerging growth regions<br />
• Improve profitability<br />
BtB Objectives 2013<br />
• Step up out-licensing<br />
and target new markets<br />
• Reinforce development<br />
of “Generics-Plus”<br />
• Protect profitability<br />
TM Objectives 2013<br />
• Prepare for launch of the customer<br />
contraceptive patch<br />
• Intensify acquisition efforts<br />
for additional custom projects<br />
• Optimize portfolio mix<br />
<strong>Acino</strong> is set for growth and performance improvements<br />
The integration of the acquired businesses and the professional market development have<br />
been a mainstay of the company’s activities in the year <strong>2012</strong>. After this transition year, in<br />
which the Group has paved the way for growth, the “new <strong>Acino</strong>” is ready to move forward<br />
and grasp promising opportunities:<br />
• BtC taking “<strong>Acino</strong> Switzerland” global. <strong>Acino</strong> intends to grow its BtC business through<br />
additional product launches (from own development and in-licensing) and by expanding<br />
the geographic reach.<br />
In numerous markets, local registration of new <strong>Acino</strong> products and preparations for<br />
market entry are progressing. In the MENA region, several products have already been<br />
registered and are set to be launched shortly. Launches are also underway in Africa with<br />
Kenya, Mauritius and Nigeria preparing to introduce fentanyl, clopidogrel, metoprolol<br />
and the goserelin implant in 2013. In Asia, Thailand and Vietnam are in the lead with<br />
2013 launches of fentanyl and clopidogrel.<br />
The geographic expansion went one step further with the new cooperation between<br />
<strong>Acino</strong> and Medial D&P Ltd. covering several countries in the CIS region. Under the newly<br />
concluded agreement, Medial will provide registration, logistics as well as marketing<br />
and promotion services in selected target markets including Kazakhstan, Turkmenistan,<br />
Mongolia, Georgia, Azerbaijan, Armenia, and Uzbekistan.<br />
• BtB emphasizing measures to protect profitability. The BtB business encounters fierce<br />
competition and strong price pressure in many markets. New market entries of<br />
competing oxycodone manufacturers, for example, will have a substantial effect on the<br />
product profitability going forward. License agreements with potential partners for<br />
additional markets where the patent only expired in November <strong>2012</strong> are under<br />
negotiation and could partly compensate for lost sales.<br />
In the attempt to fuel future growth and to escape price pressure in the European<br />
markets, the out-licensing activities have been stepped up to cover all regions worldwide.<br />
A cooperation agreement with a Japanese company and licensing deals with partners in<br />
China and India are in negotiation. Furthermore, <strong>Acino</strong> has initiated the planning for an<br />
implant product targeted at the US market. These efforts also benefit from <strong>Acino</strong>’s<br />
global market presence and network with the BtC business.<br />
The core element of the BtB business strategy remains the focus on products with a<br />
“plus” which can be translated into a competitive advantage. Such value-added products<br />
allow the company to approach and select business partners with marketing concepts<br />
other than low price strategies.<br />
• Technology Marketing targeting value-added customer projects. The strategic focus of<br />
this business is on providing a broad spectrum of fully integrated and specialized<br />
services – from development to manufacturing – to pharmaceutical companies. The<br />
most advanced customer project is a contraceptive patch. In September <strong>2012</strong>, <strong>Acino</strong>’s<br />
Partner Bayer HealthCare announced that it has submitted an application for marketing<br />
authorization in the European Union for its new transparent low dose contraceptive<br />
patch (ethinylestradiol/gestodene). <strong>Acino</strong> will be manufacturing Bayer HealthCare’s<br />
patch at its new pharmaceutical manufacturing plant for transdermal therapeutic<br />
systems at the company site in Miesbach (Germany).<br />
Coupledwiththereputationearnedinsuchaprestigiousproject,thebroadtechnological<br />
skill base and the expertise in difficult-to-make products are expected to bolster <strong>Acino</strong>’s<br />
technology marketing business and will facilitate additional project acquisitions.<br />
In the mid to longer term, the profitability of the Operating Segment Technology<br />
Marketing is expected to recover as new customer products, with higher margins, will<br />
be manufactured by <strong>Acino</strong> and the orders from Teva/Mepha are likely to slowly regress.
• Synergies enhancing EBITDA. The business combination not only increased the top-line<br />
but also unlocked earnings enhancing synergies. Starting in 2013, synergies from the<br />
business combination will start to materialize and will contribute to the projected<br />
operating margin improvements. These synergies, and the resulting recurring cost<br />
savings, will be derived from: the move of the R&D and central functions to the new<br />
Aesch site (resulting in annual rental cost savings); the transfer of the Mepha warehouse<br />
activities to <strong>Acino</strong>; the combination of the technical operations structures; the new and<br />
integrated R&D structure (including regulatory functions); and the synchronization of<br />
market intelligence. From 2014 onwards, the annual cost savings will increase further as<br />
additional synergies can be realized in engineering (through the roll-out of internal<br />
engineering and the reduction of external services) and in finance, human resources<br />
and IT systems.<br />
Outlook 2013<br />
<strong>Acino</strong> is in a prime position to achieve further growth in sales and profits. Based on the<br />
volume of orders at hand, <strong>Acino</strong> reconfirms its positive sales outlook and expects to generate<br />
revenues in 2013 beyond the EUR 300 million mark. The integration of the acquired business<br />
has been largely completed and important cost saving measures have already been<br />
implemented in <strong>2012</strong>. These efforts should start to bear fruit in 2013 and will contribute<br />
to a marked recovery of the EBITDA-margin compared with <strong>2012</strong>. A continued weakness<br />
of the Swiss franc against the Euro could further improve profitability since about two<br />
thirds of labor costs incurred are in Swiss francs.<br />
ACINO | PERFORMANCE REPORT<br />
17
18<br />
ACINO | OUR BUSINESSES
ACINO | OUR BUSINESSES<br />
<strong>Acino</strong> – Technology expertise translated<br />
into innovative medicines, for partners and<br />
patients, worldwide<br />
<strong>Acino</strong>, a leader in advanced and refined drug delivery technologies, develops, manufactures<br />
and internationally markets well-proven and innovative pharmaceuticals in novel drug<br />
delivery forms. In 2011, complementing its traditional institutional business focused on<br />
BtB out-licensing and R&D cooperations, <strong>Acino</strong> has begun to market its product portfolio<br />
under the own brand “<strong>Acino</strong> Switzerland” in up and coming economies. With the recent<br />
acquisition of Mepha GmbH, the direct marketing business (BtC) has become the strongest<br />
segment of the company in terms of sales. In the market, <strong>Acino</strong> operates with the three<br />
independent businesses BtC, BtB, and Technology Marketing:<br />
Business to Consumer (BtC)<br />
The BtC segment comprises all direct marketing activities. Under the company’s “<strong>Acino</strong><br />
Switzerland” brand, and with the promise of Swiss quality, the company sells its products<br />
in emerging markets around the globe. This reporting segment includes the business purchased<br />
from Mepha/Cephalon in the Middle East, Africa, Latin America and Asia.<br />
Business to Business (BtB)<br />
The BtB segment comprises <strong>Acino</strong>’s business with its internally developed products, for<br />
which the company also owns the intellectual property rights. <strong>Acino</strong> develops and produces<br />
high-quality medicines with proven active ingredients and modern drug delivery systems<br />
and grants licenses for them to leading pharmaceutical and generic pharmaceutical companies<br />
worldwide.<br />
Technology Marketing (TM)<br />
The technology marketing segment comprises a broad spectrum of fully integrated contract<br />
services, including procurement, contract development, production and packaging<br />
for companies in the life sciences industry. On behalf of these customers, <strong>Acino</strong> develops<br />
a comprehensive product pipeline on the basis of its special technological know-how. This<br />
includes both new types of medicines as well as projects with innovative drug delivery<br />
systems for established active ingredients.<br />
Production (Prod)<br />
The production segment is responsible for the manufacturing of products and the supply<br />
of the other three segments, and generates turnover through the reimbursement of its<br />
services. The manufacturing costs of products are credited to the production segment at<br />
standard prices along with remuneration in the form of a mark-up for materials and production<br />
costs.<br />
ACINO | OUR BUSINESSES<br />
19
20<br />
ACINO | OUR BUSINESSES<br />
Financial performance<br />
(in EUR million)<br />
Sales Cont. margin<br />
1.0 100.4 0.7 17.7<br />
2011 <strong>2012</strong> 2011 <strong>2012</strong><br />
BtC share of Group results<br />
39% of<br />
sales<br />
Top 5 countries/regions<br />
• Iraq<br />
• Saudi Arabia<br />
• French-speaking Africa<br />
• United Arab Emirates<br />
• Ecuador<br />
Top 5 products<br />
• Olfen (pain management)<br />
• Gasec (gastro-intestinal)<br />
• Spasfon (gastro-intestinal)<br />
• Neurorubine (pain)<br />
• Mesporin (antiinfective)<br />
37% of<br />
contribution margin<br />
BtC: Taking “<strong>Acino</strong> Switzerland” global<br />
what we do<br />
<strong>Acino</strong> markets medicines under its own brand “<strong>Acino</strong> Switzerland” in up and coming economies<br />
around the globe, supporting healthcare professionals in their mission to treat<br />
patients in the best possible way.<br />
Market opportunity<br />
Pharma growth in emerging markets will continue to be robust as governments are striving<br />
to expand access to healthcare on the back of favorable economic developments. In addition,<br />
growing awareness of quality in the middle and upper classes of society increases the<br />
demand for more value-added products, preferably of Swiss/EU origin. As a Swiss company<br />
and with a product portfolio of excellent pharmaceuticals, <strong>Acino</strong> is optimally positioned to<br />
seize this business opportunity.<br />
Broad product portfolio<br />
At present, <strong>Acino</strong> markets a portfolio of 42 pharmaceuticals (including brands acquired<br />
from Mepha/Cephalon) in the therapeutic areas of pain, urology, oncology, antimycotics,<br />
cardiovascular, neurology (CNS), infectious disease, rheumatology, gastroenterology, as<br />
well as in the field of malaria in over 80 countries. Complementing the well-established<br />
drug portfolio, products from own development and selected in-licensings are gradually<br />
being registered and rolled out.<br />
“<strong>Acino</strong> Switzerland” – worldwide<br />
Four regional representative offices – in Manila for Asia, in Nairobi for Subsahara Africa, in<br />
Malta/Paris for the Middle East and North Africa (MENA), and <strong>Acino</strong> Latino-Americana S.A.<br />
in Panama for LATAM – oversee the country-specific marketing and registration activities<br />
managed by local partners. On our behalf, these partners handle product registrations and<br />
deploy a dedicated sales force to promote <strong>Acino</strong>’s product range. In all regions, we have<br />
built relationships with important players and established a reputation as a reliable provider<br />
of Swiss quality pharmaceuticals.<br />
Quality wins<br />
Committed to highest Swiss quality standards, our effective and safe medications are a<br />
valuable addition to the therapeutic armamentarium of healthcare professionals worldwide.<br />
Welcome to <strong>Acino</strong> Switzerland – Ensuring Effective Relief.
BtB: Out-licensing innovative products<br />
what we do<br />
<strong>Acino</strong> develops and manufactures high-quality medicinal products with established active<br />
ingredients in advanced and refined drug delivery systems for out-licensing to pharmaceutical<br />
business partners around the globe.<br />
Market opportunity<br />
By 2016, the loss of patent exclusivity will impact numerous top-selling drugs. Furthermore,<br />
government measures to contain healthcare costs are putting additional pressure<br />
on drug prices. Among the beneficiaries of these developments, the generic manufacturers,<br />
competition is fierce and has led to an accelerated industry consolidation. <strong>Acino</strong> competes<br />
at the high-end, providing added value products. Because quality wins.<br />
<strong>Acino</strong> focuses on innovative “Generic-Plus”<br />
Innovation in drug delivery differentiates <strong>Acino</strong> from classic generics companies. Convinced<br />
that the API (active pharmaceutical ingredient) is only half the medicine, the company<br />
deploys its expertise to develop and manufacture exceptional drugs with well-proven active<br />
ingredients in complex drug delivery systems. Tailored to specific patient and therapy needs,<br />
researchers at <strong>Acino</strong> identify differentiating features and address them during development<br />
to create more value-added products which support patient convenience and compliance.<br />
BtB customers looking for value<br />
BtB partners are often local specialist companies, e.g. pain companies suitable to <strong>Acino</strong>’s<br />
pain portfolio, with branded product strategies. Drug makers who aim at diversifying<br />
product brands in view of forthcoming patent expiries are another important target<br />
group. <strong>Acino</strong> can support them with the development of line extensions or with access to<br />
markets in the developing world.<br />
Our success is the confirmation of our strategy<br />
Significant investments in technology and innovation create products with a longer and<br />
sustainable product life cycle in the markets. Essential success factors remain our excellency<br />
in product innovation, a short time to market and the adherence to highest quality<br />
standards.<br />
Financial performance<br />
(in EUR million)<br />
Sales Cont. margin<br />
90.9 87.2 20.0 26.2<br />
2011 <strong>2012</strong> 2011 <strong>2012</strong><br />
BtB share of Group results<br />
34% of<br />
sales<br />
ACINO | OUR BUSINESSES<br />
55% of<br />
contribution margin<br />
Top 5 products<br />
• Oxycodone (pain management)<br />
• Metoprolol (cardiology)<br />
• Alfuzosin (urology)<br />
• Doxazosin (urology/cardiology)<br />
• Clopidogrel (cardiology)<br />
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22<br />
ACINO | OUR BUSINESSES<br />
Financial performance<br />
(in EUR million)<br />
Sales Cont. margin<br />
40.3 67.6 7.6 4.0<br />
2011 <strong>2012</strong> 2011 <strong>2012</strong><br />
TM share of Group results<br />
26% of<br />
sales<br />
8% of<br />
contribution margin<br />
Top products<br />
• Fentanyl (pain)<br />
• Diclofenac<br />
(nonsteroidal anti-inflammatory)<br />
• Amoxiclav (antibiotic)<br />
In development<br />
• Contraception patch<br />
(customer project)<br />
Technology Marketing:<br />
Full-service from a single partner, from us<br />
what we do<br />
As a partner of pharmaceutical companies worldwide, <strong>Acino</strong> provides customized onestop<br />
solutions from product development and registration to contract manufacturing,<br />
packaging and logistics.<br />
Market opportunity<br />
The need to boost innovation and protect the leading brands creates a challenge for many<br />
pharmaceutical companies. The primary focus of research-driven pharmaceutical companies<br />
is often on the discovery of new chemical entities and clinical development. <strong>Acino</strong> fills<br />
the gap by offering a vast range of specialized contract services, all from a single source.<br />
Customized one-stop solutions for pharmaceutical partners<br />
At <strong>Acino</strong>, we go beyond innovative technologies. We offer fully integrated services from<br />
sourcing of active ingredients and excipients, to development of the formulation, registration,<br />
commercial scale manufacturing and packaging. In close cooperation with our pharmaceutical<br />
partner companies, we customize every step in the value chain, delivering<br />
high-quality products and services at every stage. Everything from a single source – from<br />
us, from <strong>Acino</strong>.<br />
Key customer-project nearing market readiness<br />
<strong>Acino</strong>’s Partner Bayer HealthCare announced that it has submitted an application for marketing<br />
authorization in the European Union for a new transparent low dose contraceptive<br />
patch (ethinylestradiol/gestodene). <strong>Acino</strong> will be manufacturing the patch at its new<br />
pharmaceutical manufacturing plant for transdermal therapeutic systems at the company<br />
site in Miesbach (Germany).
Expanding the business scope – worldwide<br />
In the course of the last decade, <strong>Acino</strong> developed its business from a Central European<br />
pharmaceutical supplier into a fully fletched pharmaceutical company with a differentiated<br />
portfolio of products and services, distinct customer groups, and worldwide operations.<br />
The technology platforms have continuously been broadened and the new direct marketing<br />
approach has enabled <strong>Acino</strong> to further exploit the potential of its in-house innovation.<br />
Also as part of the de-risking strategy, the market entry in up and coming economies is<br />
expected to drive sales growth and support profit improvements.<br />
<strong>Acino</strong>’s global commercial activities<br />
■ BtC: “<strong>Acino</strong> Switzerland”<br />
direct marketing<br />
■ BtB: Out-licensing partnerships<br />
■ Agreements/partnerships<br />
in advanced evaluation<br />
Perspectives to advance the business<br />
The organic and acquisitory growth initiatives continue to be centered around the company’s<br />
core competence in advanced drug delivery as a pivotal value driver of the Group. Increasing<br />
the geographic footprint of the BtC business in emerging markets through acquisitions<br />
remains a high priority.<br />
ACINO | OUR BUSINESSES<br />
Sites worldwide<br />
• Basle (Switzerland)<br />
• Aesch (Canton Baselland, Switzerland)<br />
• Liesberg (Switzerland)<br />
• Miesbach (Germany)<br />
• Alfortville-Paris (France)<br />
• Panama City (Republic of Panama)<br />
• Bridgewater, New Jersey (USA)<br />
workforce<br />
• 836 employees from over 40 nations<br />
(December 31, <strong>2012</strong>)<br />
Marketing partnerships<br />
• In over 130 countries<br />
(BtC in over 80 countries plus BtB<br />
in an additional 50 countries)<br />
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24<br />
ACINO | OUR TECHNOLOGIES
ACINO | OUR TECHNOLOGIES<br />
<strong>Acino</strong> – Delivering Health, in many ways<br />
An active ingredient alone does not constitute yet an effective therapy. The molecule, the<br />
disease and the human body dictate where and when a drug must be delivered to unfold<br />
the best possible efficacy and safety. This is where <strong>Acino</strong>’s expertise comes into play.<br />
The depth and breadth of <strong>Acino</strong>’s skill base and core technologies offer numerous and<br />
flexible possibilities to achieve the desired delivery profile by releasing a drug at the right<br />
time, or over a period of time, in the right amount and at the right place.<br />
The benefit for customers is evident: they have a wider choice to select the optimal galenical<br />
form for a given molecule, and can rely on <strong>Acino</strong> from development through to the production<br />
of commercial product quantities. Everything from a single source.<br />
Front-runner in pellet technology<br />
<strong>Acino</strong> is a top player for pellet technologies<br />
in Europe with an unparalleled range<br />
of solid dosage forms.<br />
Formulations<br />
• Pellets<br />
• MUPS<br />
(Multiple Unit Particulate Systems)<br />
• Microtablets<br />
• Matrix tablets<br />
• Filmcoated tablets (all types)<br />
• Capsules (all types)<br />
• Effervescents<br />
• Oral dispersible films/tablets<br />
(ODF/ODT)<br />
Number 2 in Europe for TDS<br />
<strong>Acino</strong> is the second largest manufacturer<br />
of transdermal therapeutic systems (TDS)<br />
in Europe.<br />
Formulations<br />
• Transdermal therapeutic patches<br />
(systemic effect)<br />
• Topical patches (local action)<br />
ACINO | OUR TECHNOLOGIES<br />
Ultra-modern factory for implants<br />
<strong>Acino</strong> possesses the most modern<br />
European facilities for extended release<br />
parenterals.<br />
Formulations<br />
• Biodegradable subcutaneous drug<br />
implants<br />
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26<br />
ACINO | OUR TECHNOLOGIES<br />
Technologies<br />
• Suspension/solution layering<br />
• Extrusion/spheronization<br />
• In addition all common process<br />
technologies<br />
Key products<br />
• Oxycodone MUPS<br />
• Hydromorphone capsules<br />
• Omeprazol<br />
• Isosorbitdinitrat (ISDN)<br />
• Artequin<br />
Selected development projects<br />
• Oxycodone matrix<br />
• Ferrous sulfate<br />
R&D focus (pellets)<br />
• Optimization of the pellet shape<br />
• Improvement of the hardness<br />
• Better filling performance and<br />
flowability<br />
R&D and manufacturing sites<br />
• Aesch BL, Switzerland<br />
• Liesberg, Switzerland<br />
<strong>Acino</strong> offers a unique range of<br />
solid oral formulations<br />
<strong>Acino</strong> is a top player when it comes to pellet technologies. With expertise in a multitude<br />
of technology platforms, <strong>Acino</strong> offers an unparalleled range of solid dosage forms:<br />
Pellets with modified release of the active ingredient are the basis of a variety of oral drug<br />
formulations. They can be compressed to form MUPS (Multiple Unit Particulate Systems)<br />
or filled into capsules or stick packs. MUPS display a superimposed drug release profile:<br />
after intake they dissolve into a multitude of subunits which are ultimately responsible for<br />
the release of the active ingredient in a second step. <strong>Acino</strong>’s particular strength is its<br />
expertise in developing and manufacturing MUPS with a high drug content. Pellets composed<br />
of different active ingredients and/or release rates can also easily be blended<br />
offering a nearly unlimited flexibility to tailor a drug regimen.<br />
Microtablets, prepared from powder or granulates, are an excellent addition to the pelletbased<br />
product range. Filled into capsules or stick packs, they allow for an exact and flexible<br />
dosage titration, are easy to handle and countable per unit. The option to mix microtablets<br />
of different active ingredients (without substance interference) further increases the flexibility<br />
to create customized medicines.<br />
Oral dispersible films/tablets are loaded with an active ingredient and are suitable for<br />
application to the oral cavity. The active ingredient is dissolved or suspended in the polymer<br />
matrix. Oral dispersibles can be easily administered without liquids. Patients benefit<br />
from a rapid onset of action thanks to a quick dissolution of the films/tablets. The buccal<br />
absorption may increase bioavailability of active ingredients with a high first pass effect.<br />
A multitude of coating and packaging technologies provides additional possibilities to<br />
enhance the product profile. Coatings in various forms can be applied to modify the<br />
release of the active ingredient, facilitate swallowability, mask odor and taste, or improve<br />
the visual appearance.<br />
Even the best formulations can still be improved. <strong>Acino</strong> is continuously enhancing its technologies<br />
to provide even higher product quality, distinctly shorter processing times and<br />
cost savings.
<strong>Acino</strong> – Europe’s No. 2 for<br />
transdermal therapeutic systems<br />
In Europe, <strong>Acino</strong> is the second largest manufacturer of patches and the largest producer of<br />
opioidcontaining transdermal therapeutic systems prescribed to combat pain.<br />
Transdermal therapeutic systems are drugloaded adhesive patches. Placed on the skin, the<br />
patch delivers a defined dose of medication through the skin over a specified time. Tailored<br />
drug release profiles (rate and duration of action) can be designed through variation of the<br />
patch technology, materials (films, polymers), components (adhesive, adjuvant) and size.<br />
The transdermal drug delivery route has numerous benefits over other pharmaceutical<br />
forms, especially in chronic therapy. A key advantage is the potentially higher bioavailability<br />
since the active ingredient permeates through the skin, thus escaping the first passage<br />
through the gastrointestinal tract and the liver metabolism. In turn, this also limits irritations<br />
of the digestive tract. If necessary, the drug input is easily interrupted by removal of<br />
the patch. The application is free of pain and simple onto the skin which significantly<br />
improves patient compliance, especially in elderly persons.<br />
Patches may be composed of a number of layers, including a backing film, one or more<br />
layers incorporating the drug and forming the adhesive system, and a release liner, which<br />
is removed before application.<br />
Leadership is stimulation to excel. <strong>Acino</strong>’s development efforts successfully focus on innovative<br />
formulations with low drug load which is essential for patches containing narcotics<br />
to avoid abuse. One example is the transdermal pain therapy with fentanyl low load, a line<br />
extension to the topselling patch product.<br />
Technology<br />
• Matrix systems<br />
Key products<br />
• Fentanyl<br />
• Buprenorphine<br />
ACINO | OUR TECHNOLOGIES<br />
Selected development projects<br />
• Rivastigmine TDS<br />
• Fentanyl low load<br />
R&D focus<br />
• Control of drug delivery rate<br />
(extent and duration) by specific<br />
formulation approaches<br />
• Optimization of patient comfort<br />
and compliance with therapy<br />
(good skin adhesion, convenient size<br />
and appearance)<br />
R&D and manufacturing site<br />
• Miesbach, Germany<br />
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28<br />
ACINO | OUR TECHNOLOGIES<br />
Technology<br />
• Melt extrusion (monolithic implants)<br />
Development projects<br />
• Goserelin 1 & 3month<br />
• Leuprorelin 1 & 3month<br />
R&D focus<br />
• Control of drug release over a period<br />
of 1 to 6 months by specific polymers<br />
and formulation technology<br />
• Readytouse for subcutaneous<br />
administration with an applicator<br />
• Optimization of therapy and<br />
patient compliance by continuous<br />
medication over several months<br />
R&D site<br />
• Aesch BL, Switzerland<br />
Manufacturing site<br />
• Miesbach, Germany<br />
<strong>Acino</strong> possesses Europe’s most modern facilities<br />
for extended release parenterals<br />
<strong>Acino</strong>’s biodegradable subcutaneous drug implants are monolithic rods (length of 1 – 2 cm<br />
and diameter of 1 – 2 mm) containing the active ingredient embedded into a biodegradable<br />
polymer matrix (polylactidecoglycolide) as a carrier substance. Physicians apply<br />
them under the skin (subcutaneous) with a commercially available standard syringe.<br />
Removal is not necessary since the implants dissolve after their useful life.<br />
Long dosing intervals and continuous and steady drug release over a defined time period<br />
(several months) make this drug delivery form unique. Patients are continuously medicated<br />
as prescribed and with the assurance of a high treatment compliance.<br />
<strong>Acino</strong> possesses the most modern facilities for extended release parenterals in Europe.<br />
Aesch (BL, Switzerland) is home to development and Miesbach (Germany) to manufacturing<br />
of drug implants. Lead projects are goserelin and leuprorelin, each in a 1 and 3month<br />
formulation, to treat prostate cancer. In Europe, where first approvals are expected in early<br />
2015, goserelin is likely to be the first generic implant on the market. Approval of leuprorelin,<br />
the followup implant product, is projected for early 2016 in Europe and late 2016 in the<br />
USA. Implants may have potential advantages compared to the commonly used microparticle<br />
formulations such as the easy preparation of the injection (no reconstitution), less painful<br />
application, less burst effect (i.e. sudden and dangerous release of a large drug volume),<br />
and easier removal in case of adverse reactions.
Turning technologies into innovative products<br />
The large variety of drug delivery forms requires broadbased technological knowhow, high<br />
manufacturing competence and dedicated productions sites. Continuous and substantial<br />
investments in people, R&D, and manufacturing allow <strong>Acino</strong> to maintain its technological<br />
competitive edge.<br />
Pipeline with new impetus from Mepha skills and projects<br />
The pipeline focuses on technologically challenging products for international markets<br />
(BtC) and for outlicensing to pharmaceutical companies (BtB). In <strong>2012</strong>, new projects<br />
acquired from Mepha were added. Stepping up development for global markets, products<br />
for the US will follow in the near future and developments for Japan are in discussion. Key<br />
development projects were further advanced and are nearing market readiness:<br />
• The R&D highlight was the successful completion of the rivastigmine TDS<br />
development with filings in the EU, US and Switzerland. This filing was the first ANDA<br />
submission of an <strong>Acino</strong> product to the US FDA. The transdermal system for daily<br />
application is indicated for the symptomatic treatment of mild to moderate Alzheimer<br />
dementia.<br />
• The EUsubmission of the oxycodone matrix tablet took place in occurred in the<br />
third quarter <strong>2012</strong>, well on track to support the switch of customers from the current<br />
pellet to the improved matrix formulation. <strong>Acino</strong> will be offering a wide dosage range<br />
allowing physicians to better align the therapeutic regimen.<br />
• All activities are on track for a midyear regulatory submission of ferrous sulfate,<br />
formulated as microtablets in a capsule. The product is intended for the treatment of<br />
patients with iron deficiency and will be an excellent addition to <strong>Acino</strong>’s inlicensed<br />
injectable iron product.<br />
• Pivotal clinical trials are planned for the low-loaded fentanyl patch in 2013 and could<br />
lead to regulatory submissions by 2014. This followup product for US and EU markets<br />
is a monolayer transdermal system which delivers the active ingredient over a<br />
period of three days. A smaller drug load and a nearly complete release of the drug (i.e.<br />
minimal residual drug in used patches) are significant advantages compared to<br />
the originator product and limit drug abuse of this powerful opioid analgesic for the<br />
treatment of severe pain.<br />
• The necessity for additional clinical trials in support of the European filing of <strong>Acino</strong>’s<br />
lead implant projects, goserelin and leuprorelin, entailed a lengthy delay and first<br />
approvals in the EU are expected in 2015. The palliative treatment of prostate cancer,<br />
a leading cause of cancerrelated death in men, is the primary indication for both<br />
implant products.<br />
This represents only a selection of the pipeline projects. Major milestones have been<br />
achieved in the development of other unique products (with own intellectual property<br />
rights and key USPs). These projects include a weekly pain patch with constant release over<br />
7 days and an innovative 7day patch as Life Cycle Management for a major CNS indication.<br />
ACINO | OUR TECHNOLOGIES<br />
Core competencies<br />
• Advanced drug delivery<br />
• Fully integrated services from<br />
development and registration<br />
to largescale manufacturing<br />
How we are different<br />
• Focus on niche technologies with<br />
distinct USPs<br />
• Broad equipment park<br />
• Expertise for difficulttodevelop and<br />
make products<br />
• Swiss high quality standards<br />
• Strong knowhow to support customers<br />
R&D highlights in <strong>2012</strong><br />
• Filing of oxycodone matrix<br />
• Filing of rivastigmine transdermal patch<br />
• Several projects based on microtablets<br />
targeted for submission in 2013<br />
• Key results for various innovative<br />
transdermal projects with great<br />
potential as Life Cycle Management<br />
Latest investments in property and plant<br />
• Aesch – acquisition of sophisticated<br />
R&D units and an FDA approved<br />
manufacturing site<br />
• Miesbach – new factory for<br />
transdermals including the<br />
contraception patch from Bayer<br />
HealthCare<br />
29
30<br />
ACINO | OUR TECHNOLOGIES<br />
Special know-how<br />
• Broad equipment range (pellets)<br />
• Fluid bed technologies (Wurster/Ventilus)<br />
• Different extrusion technologies<br />
• Explosion protection<br />
• Scaleup from 5 kg to 800 kg<br />
Special know-how<br />
• Coating and granulating including<br />
solvent recovery (Ventilus)<br />
• Aqueous/organic fast coating processes<br />
(Aircoater)<br />
• Equipment for hot melt granulation<br />
Expertise in difficult-to-make products with<br />
Swiss quality standards<br />
<strong>Acino</strong> possesses a strong knowhow in difficulttomake formulations applying the highest<br />
quality standards. Its manufacturing sites are fully fitted with state and topoftheart<br />
tools and equipment. Processes and capacities are optimized and allow for flexibility<br />
in timetovolume while assuring a high service level. Many of its customers develop longterm<br />
relationships with <strong>Acino</strong> since they can count on a full service and close interaction<br />
including intelligent problem solving.<br />
Aesch, Dornacherstrasse (Switzerland)<br />
Home to a sophisticated R&D unit focused on oral drug delivery forms and biodegradable<br />
implants as well as FDAcompliant stateoftheart manufacturing facilities specialized in<br />
complex pharmaceutical dosage forms with controlled release. The Aesch site is one of the<br />
top manufacturing sites for pellets.<br />
Liesberg (Switzerland)<br />
The manufacturing site at Liesberg in the Jura Mountains near Basle is a traditional<br />
production site specialized in a variety of solid oral dosage, primarily for larger volume<br />
businesstobusiness customers.
Aesch, Pfeffingerring (Switzerland)<br />
The logistics site with primary and secondary packaging is located in close proximity to the<br />
main manufacturing facilities. On about 3 000 square meters the site features a fully automated<br />
highbay warehouse with 8 000 pallet racks and manages the logistics of numerous<br />
customers.<br />
Miesbach (Germany)<br />
R&D and manufacturing facilities for transdermal patches and manufacturing of implants<br />
are located in Miesbach. As a specialty, the site is also licensed to handle controlled substances.<br />
In view of several product launches coming up in the nearterm, capacities are<br />
constantly being expanded. In <strong>2012</strong>, a new factory for transdermals was completed.<br />
ACINO | OUR TECHNOLOGIES<br />
Special know-how<br />
• Broad spectrum of secondary<br />
packaging technologies<br />
Special know-how<br />
• Coating methods for organic solutions<br />
• Kisscut and rotary punching<br />
31
32<br />
ACINO | CORPORATE GOVERNANCE
ACINO | CORPORATE GOVERNANCE<br />
Governance<br />
The Board of Directors is <strong>Acino</strong>’s highest corporate body. It is in charge of the company<br />
strategy and the overall management of the <strong>Acino</strong> Group. Furthermore, it holds the highest<br />
decisionmaking authority and sets the strategic, organizational and financial guidelines to<br />
be followed by the <strong>Acino</strong> Group.<br />
The Board has committed itself to abiding to the highest standards of integrity and transparency<br />
in its governance of the company. The cornerstones of good corporate governance<br />
are part of <strong>Acino</strong>’s business principles and are in line with the Swiss Code of Best Practice.<br />
We take our cor porate responsibilities seriously whether involving customers, employees,<br />
or other stakeholders.<br />
The Boards focus in <strong>2012</strong><br />
Apart from the ongoing overall supervision of the business progress and its responsibilities<br />
visàvis the company’s shareholders, the Board put particular emphasis in <strong>2012</strong> on the<br />
following topics:<br />
• Integration of the international business (in the Middle East, Africa, Latin America and<br />
Asia) from Mepha/Cephalon and the site in Aesch (with production and R&D) from<br />
Mepha.<br />
• Human resource development and strengthening of the leadership team.<br />
• Refinement of the Group and Operating Segment strategies including target setting.<br />
• Groupwide optimization of processes and implementation of mechanisms to<br />
promote efficiency and improve profitability.<br />
• Quality assurance of products and services as well as effectiveness and efficiency of<br />
new product development.<br />
• Optimizing the resource allocation (especially with regards to technology platforms,<br />
development pipeline, technical operations) and securing sufficient funding to<br />
support growth.<br />
• Evaluation of novel strategies and opportunities (including further acquisitions in the<br />
BtC business) to advance the Group.<br />
Shareholders of <strong>Acino</strong> Holding AG<br />
At yearend, <strong>Acino</strong> Holding AG had 2 154 registered shareholders. 12% were insti tutional<br />
shareholders holding 62% of the shares; accordingly, private shareholders made up 88%<br />
and held 38% of the shares. Approximately 21% of the shares were held by foreigners<br />
(179 shareholders).<br />
ACINO | CORPORATE GOVERNANCE<br />
Our Corporate Governance guides us<br />
with regard to control and transparency<br />
while encouraging efficient decisionmaking<br />
processes and entrepreneurship<br />
in all our company’s affairs.<br />
33
34<br />
ACINO | CORPORATE GOVERNANCE<br />
Board of Directors of <strong>Acino</strong> Holding AG<br />
The Board Members are nonexecutive directors and independent<br />
of the <strong>Acino</strong> Group. Their main duties include:<br />
• strategic focus and management of the <strong>Acino</strong> Group<br />
• definition of the accounting system, financial control and financial planning<br />
• appointment and compensation of the Members of the Group Management<br />
• supervision of the business<br />
• preparation of the <strong>Annual</strong> <strong>Report</strong> and General Meeting of Shareholders and<br />
implemen tation of its decisions<br />
Audit Committee<br />
The Audit Committee assesses<br />
the Group’s financial statements,<br />
the audit results, the quality<br />
of the risk mana gement<br />
and the compliance with legal<br />
regulations.<br />
Pharmaceutical Compliance &<br />
Quality Committee<br />
The Pharmaceutical Compliance<br />
& Quality Committee examines<br />
the adherence to pharmaceutical<br />
compliance and the quality<br />
control system and assesses its<br />
adequacy and effectiveness.<br />
Chairman of the Board of Directors<br />
The Chairman supervises the management of the Group and informs the Board<br />
of Directors about the course of the business.<br />
Chief Executive Officer<br />
The CEO manages the business as a corporate entity and is the spokesperson<br />
of the Group. His duties and scope of authority explicitly include:<br />
• implementation of the strategic objectives, the definition of the operational<br />
focus and priorities as well as the appropriation of the necessary resources<br />
• development of the Group’s strategic plans, oneyear operational plans and<br />
budgets<br />
• leadership and supervision of the Members of Group Management<br />
• responsibility for safety and environmental protection in all sites of the Group<br />
Group Management<br />
The individual Group Management Members are responsible in their function/<br />
business for:<br />
• achieving the defined strategic, operational and quantitative objectives<br />
including budgets<br />
• establishment and supervision of an appropriate management and<br />
organizational structure<br />
• supervision of the Groupwide business performance and issuance of the<br />
necessary directives and guidelines (also with regard to legal compliance)<br />
• regular reporting on the business progress to the CEO and/or the Chairman
ACINO<br />
Leadership Team<br />
Board of Directors<br />
• Luzi Andreas von Bidder<br />
(Chairman)<br />
• Hans Peter Hasler<br />
(Vice Chairman until April 4, 2013)<br />
• Dr. Andreas Rummelt<br />
(Vice Chairman from April 4, 2013)<br />
• Dr. Anders Härfstrand<br />
• Jürg Michel<br />
Group Management<br />
• Peter Burema<br />
(Chief Executive Officer)<br />
• Walter Saladin<br />
(Chief Financial Officer<br />
until March 31, 2013,<br />
and succeeded by Martin Gertsch<br />
from April 1, 2013)<br />
• Dr. JeanDaniel Bonny<br />
(Head R&D <strong>Acino</strong> Group)<br />
• Ruud van Anraat<br />
(Chief Commercial Officer)<br />
• Dr. Jürgen Betzing<br />
(Chief Operations Officer)<br />
• Jörg Gebhardt<br />
(Head HR & IT <strong>Acino</strong> Group)<br />
• Daniel Hossli<br />
(Group General Counsel)<br />
• Dr. UlfHergen Westphal<br />
(Head Quality <strong>Acino</strong> Group<br />
until December 31, <strong>2012</strong>,<br />
and succeeded by Dr. Stefan Bier<br />
from April 1, 2013)<br />
ACINO | CORPORATE GOVERNANCE<br />
35
36<br />
ACINO GROUP | FINANCIAL REPORT
ACINO GROUP<br />
Financial <strong>Report</strong><br />
Financial <strong>Report</strong> (abbreviated) 37<br />
Consolidated income statement 38<br />
Consolidated statement of comprehensive income 39<br />
Consolidated statement of changes in equity 39<br />
Consolidated balance sheet 40<br />
Consolidated cash flow statement 41<br />
Extract from notes to the consolidated financial statement 42<br />
<strong>Acino</strong> Holding AG, income statement 45<br />
<strong>Acino</strong> Holding AG, balance sheet 46<br />
Appropriations of retained earnings of <strong>Acino</strong> Holding AG<br />
proposed by the Board of Directors 47<br />
ACINO | INvEsTOR INFORmATION<br />
<strong>Acino</strong>’s <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong> comprises the<br />
Business Review and the Finance & Corporate<br />
Governance <strong>Report</strong>. On the following pages<br />
of this Business Review the condensed financial<br />
statements and abbreviated notes are<br />
presented. The full Financial <strong>Report</strong> including<br />
Notes to the Financial statements can be<br />
found in the Finance & Corporate Governance<br />
<strong>Report</strong> of the <strong>Annual</strong> <strong>Report</strong> <strong>2012</strong>.<br />
37
38<br />
ACINO GROUP | FINANCIAL REPORT<br />
ACINO GROUP<br />
Consolidated income statement<br />
<strong>2012</strong> 2011<br />
in EUR 1 000<br />
Revenue 257 100 134 940<br />
Change in inventories 2 599 3 405<br />
Work performed by the entity and capitalized 5 202 5 179<br />
Goods and services purchased (97 878) (51 666)<br />
Employee benefits (70 937) (41 361)<br />
Other operating expenses (67 681) (26 665)<br />
Other operating income 8 357 1 840<br />
Operating profit before depreciation, amortization, net financial result and taxes 36 762 25 672<br />
Depreciation (15 035) (8 379)<br />
Amortization (12 838) (10 613)<br />
Operating profit 8 889 6 680<br />
Financial income 6 836 5 288<br />
Financial expense (9 352) (4 559)<br />
Net financial result (2 516) 729<br />
Result from associated companies 145 (430)<br />
Net profit before tax 6 518 6 979<br />
Income tax 2 918 (1 248)<br />
Net profit 9 436 5 731<br />
Earnings per share in EUR<br />
– undiluted 2.76 1.81<br />
– diluted 2.76 1.80
ACINO GROUP<br />
Consolidated statement of comprehensive income<br />
ACINO GROUP | FINANCIAL REPORT<br />
<strong>2012</strong> 2011<br />
in EUR 1 000<br />
Recognized amounts for pension schemes outside the income statement (7 557) 6 345<br />
Actuarial losses (6 773) (1 472)<br />
Impact of limits according to article IAs 19.58b (784) 7 817<br />
Fair value adjustments to financial assets through other comprehensive income 6 (90)<br />
Tax effect 1 585 (1 344)<br />
Net effect of currency translations 15 (254)<br />
Other comprehensive expense/income (5 951) 4 657<br />
Net profit 9 436 5 731<br />
Total comprehensive income 3 485 10 388<br />
ACINO GROUP<br />
Consolidated statement of changes in equity<br />
in EUR 1 000<br />
Share<br />
capital<br />
Share<br />
premium<br />
Treasury<br />
shares Reserves Total<br />
Balance as of January 1, 2011 823 16 315 (2 298) 237 744 252 585<br />
Net profit – – – 5 731 5 731<br />
Other comprehensive income – – – 4 657 4 657<br />
Change in treasury shares – – 751 (831) (80)<br />
Employee stock plan – – – 632 632<br />
Dividends – – – (6 118) (6 118)<br />
Balance as of December 31, 2011 823 16 315 (1 547) 241 816 257 407<br />
Net profit – – – 9 436 9 436<br />
Other comprehensive income – – – (5 951) (5 951)<br />
Change in treasury shares – – 870 (596) 274<br />
Employee stock plan – – – 1 007 1 007<br />
Dividends – – – (2 851) (2 851)<br />
Authorized issue of share capital 89 20 051 – – 20 140<br />
Balance as of December 31, <strong>2012</strong> 912 36 366 (677) 242 861 279 462<br />
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40<br />
ACINO GROUP | FINANCIAL REPORT<br />
ACINO GROUP<br />
Consolidated balance sheet<br />
in EUR 1 000<br />
Assets<br />
31.12.<strong>2012</strong> 31.12.2011<br />
Property, plant and equipment 159 365 102 494<br />
Intangible assets 175 061 150 922<br />
Pension schemes 749 4 237<br />
Investments in associated companies 3 299 2 195<br />
Financial Investments 4 052 4 053<br />
Deferred tax assets 12 517 6 159<br />
Other non-current assets 1 723 2 107<br />
Total non-current assets 356 766 272 167<br />
Inventories and work in progress 61 899 23 972<br />
Trade receivables 57 938 21 064<br />
Tax assets 964 1 301<br />
Other current assets 10 532 7 531<br />
Cash and cash equivalents 17 716 4 371<br />
Total current assets 149 049 58 239<br />
Total assets 505 815 330 406<br />
Liabilities and shareholders’ equity<br />
share capital 912 823<br />
share premium 36 366 16 315<br />
Treasury shares (677) (1 547)<br />
Reserves 242 861 241 816<br />
Total shareholders’ equity 279 462 257 407<br />
Non-current financial liabilities 99 311 –<br />
Pension schemes 10 333 –<br />
Deferred tax liabilities 25 090 13 304<br />
Deferred revenue, non-current portion 3 515 4 051<br />
Long-term provisions 3 548 –<br />
Total non-current liabilities 141 797 17 355<br />
Trade and other payables 31 749 15 259<br />
Current financial liabilities 18 551 13 000<br />
Deferred revenue, current portion 10 531 16 429<br />
Current tax 436 82<br />
Current provisions 4 525 2 065<br />
Other current liabilities 18 764 8 809<br />
Total current liabilities 84 556 55 644<br />
Total liabilities 226 353 72 999<br />
Total liabilities and shareholders’ equity 505 815 330 406
ACINO GROUP<br />
Consolidated cash flow statement<br />
ACINO GROUP | FINANCIAL REPORT<br />
<strong>2012</strong> 2011<br />
in EUR 1 000<br />
Net profit 9 436 5 731<br />
Adjustments for non-cash items 10 098 (17 217)<br />
Depreciation & amortization 27 873 18 992<br />
Change in deferred taxes (3 853) (256)<br />
Change in deferred revenue (6 434) (7 026)<br />
Change in provisions and other non-current liabilities 1 295 (29 385)<br />
Other cash flow from operating activities (1 597) 458<br />
Bargain purchase (7 186) –<br />
Change in trade receivables (3 531) 19 608<br />
Change in other current assets 6 642 (5 149)<br />
Change in trade and other payables 5 094 5 388<br />
Change in other current liabilities (3 716) 211<br />
Change in other non-current assets 384 365<br />
Cash flow from operating activities 24 407 8 937<br />
Investment in property, plant and equipment (15 289) (20 498)<br />
Proceeds from disposals of property, plant and equipment 223 27<br />
Investment in intangible assets (12 617) (11 185)<br />
Investment in associated companies (1 000) –<br />
Investment in subsidiaries (90 181) –<br />
Other cash flow from investing activities 8 –<br />
Cash flow from investing activities (118 856) (31 656)<br />
Dividends paid (2 851) (6 118)<br />
Other cash flow from financing activities 110 134 12 701<br />
Cash flow from financing activities 107 283 6 583<br />
Effect of currency exchange rate fluctuations on liquid funds 512 (3)<br />
Net change in cash 13 345 (16 139)<br />
Cash and cash equivalents beginning of the period 4 371 20 510<br />
Cash and cash equivalents at the end of the period 17 716 4 371<br />
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42<br />
ACINO GROUP | FINANCIAL REPORT<br />
ACINO GROUP<br />
Extract from notes to the consolidated financial statement<br />
The complete notes to the consolidated financial statement are shown in the separate Finance & Corporate Governance <strong>Report</strong> <strong>2012</strong>. Only some<br />
material points are shown on the following lines.<br />
1 General Information<br />
The Group’s parent company, <strong>Acino</strong> Holding AG, is a swiss joint-stock corporation headquartered in Basle. Its shares are listed on the sIX swiss<br />
Exchange.<br />
These consolidated financial statements were approved for publication by the Board of Directors on February 25, 2013.<br />
2 Summary of significant accounting and valuation policies<br />
<strong>Acino</strong> Group’s consolidated financial statement has been prepared in Euro (EUR) on, unless otherwise stated in the following description of<br />
accounting policies, the historical cost basis and are consistent with the Inter national Financial <strong>Report</strong>ing standards (IFRs), as issued by the<br />
International Accounting standards Board (IAsB), and comply with swiss statutory requirements. The following accounting policies have been<br />
consistently applied to all the accounting periods reported in these financial statements.<br />
The preparation of financial statements requires estimates and assumptions to be made by Group management which can influence the<br />
amounts of recognized and contingent assets and liabilities assets at the balance sheet date as well as expenses and earnings recognized<br />
during the reporting period. It is possible for actual results to be at variance with such estimates.<br />
– Property, plant and equipment are recognized at their historical purchase/manufacturing cost, less accumulated depreciation. Purchase<br />
and manufacturing costs include directly attributable acquisition costs.<br />
– Goodwill is the amount by which the acquisition cost of a company exceeds the fair value of the Group’s share of the acquired<br />
company’s net assets on the date of acquisition. Goodwill is subject to annual impairment testing and is recognized at acquisition cost<br />
less accumulated impairment losses.<br />
– Costs incurred within the scope of development projects (in connection with the registration of new products) are recognized as<br />
intangible assets to the extent that it is considered probable that such projects will be commercially successful, are technically feasible<br />
and the costs can be reliably determined. Development costs capitalized in connection with work performed by the entity are separately<br />
reported in the income statement. Development projects acquired as part of a business combination are separately measured and<br />
recognized at fair value as part of the allocation of acquisition costs, and correspondingly listed as assets. Capitalized development costs,<br />
with limited useful lives, are amortized over their expected useful lives (5 to 10 years) commencing at the onset of commercial<br />
production.<br />
– sales revenues are recognized on the transfer of goods by a Group company to a buyer, when the buyer has accepted the goods and the<br />
collectability of the resultant receivable is believed to be sufficiently assured. The Group has signed contracts with several customers<br />
for several products, according to which a portion of the compensation for the supplied goods depends on the sales volumes and sale prices<br />
achieved by the customer. In such cases, the revenues from the sales of goods are recognized on an accruals basis in accordance with<br />
the provisions of the relevant underlying agreement. In the event that the licensee’s financial statements have not been finalized by the<br />
balance sheet date, sales revenues are estimated based upon past amounts and forecasts, and then recognized in profit or loss prior<br />
to collection. Any advance payments already received for sales that have not yet been realized will be listed in the balance as deferred<br />
revenue.<br />
– Revenues from licensing (Royalties) are recognized on an accruals basis in accordance with the provisions of the relevant underlying<br />
agreement. Revenues from licensing can be determined with reference to the licensee’s revenues. In the event that the licensee’s<br />
financial statements have not been finalized by the balance sheet date, royalties are estimated based upon past amounts and forecasts,<br />
and recognized under profit or loss prior to collection. If royalties are collected in association with goods supplied, then these are listed<br />
under sales of goods.<br />
– Revenues derived from the rendering of development services, based upon corresponding development, production and supply contracts,<br />
are recognized over the term of the production and supply contract, subject to the completion of the development period. Invoiced<br />
milestone payments for these development services are reported as deferred revenue until the commencement of production. Any<br />
development and service revenues unsupported by long-term contracts are normally recognized as revenue upon completion of the full<br />
rendering of the service.<br />
– Provisions are created to the extent that the Group has a legal or de facto obligation arising from past events, the settlement of which<br />
will result in a reduction in assets, while the amount of the provision can be reliably assessed.
3 Exchange rates for the most important currencies<br />
The following exchange rates were used for the most important currencies:<br />
ACINO GROUP | FINANCIAL REPORT<br />
Currency Year-end rate Average rate<br />
<strong>2012</strong> 2011 <strong>2012</strong> 2011<br />
EUR/CHF 1.21 1.22 1.21 1.23<br />
EUR/UsD 1.32 1.29 1.29 1.40<br />
4 Segment results (abbreviated)<br />
The segment results for the <strong>2012</strong> and 2011 business years are listed below:<br />
<strong>2012</strong> 2011<br />
in EUR 1 000<br />
BtC segment<br />
Total revenues 100 373 1 018<br />
Contribution margin 17 726 663<br />
BtB segment<br />
Total revenues 87 196 90 892<br />
Contribution margin 26 224 19 992<br />
Technology marketing segment<br />
Total revenues 67 621 40 336<br />
Contribution margin 3 964 7 593<br />
Production segment<br />
Total revenues 1 910 2 693<br />
Contribution margin (10 285) (77)<br />
Segments total<br />
Total revenues 257 100 134 940<br />
Contribution margin 37 627 28 171<br />
Transfer to net profit before tax<br />
Not contained in the contribution margin per segment:<br />
Work performed by the entity and capitalized and other operating income 13 435 6 854<br />
Employee benefits (23 664) (16 706)<br />
material overheads 244 (14)<br />
Other operating expenses (16 016) (9 965)<br />
Depreciation and amortization (2 737) (1 660)<br />
Operating profit 8 889 6 680<br />
Net financial result, Result from associated companies (2 371) 299<br />
Net profit before tax 6 518 6 979<br />
43
44<br />
ACINO GROUP | FINANCIAL REPORT<br />
5 Share capital/Treasury shares<br />
On February 2, <strong>2012</strong>, the capital was increased out of authorized capital totaling CHF 107 200 by 268 000, par value CHF 0.40 shares.<br />
As of December 31, <strong>2012</strong>, share capital amounted to CHF 1 384 million/EUR 0.9 million (as of December 31, 2011: CHF 1 277 million/<br />
EUR 0.8 million) consisting of 3 460 000 (as of December 31, 2011: 3 192 000) registered, par value CHF 0.40 shares.<br />
As of December 31, <strong>2012</strong>, 22 133 treasury shares were held by <strong>Acino</strong> Holding AG. A portion of the treasury shares are intended for transfer<br />
within the scope of the employee stock plan. There are no redemption obligations or contingent liabilities pertaining to the company’s shares.<br />
6 Significant subsidiaries and affiliated companies<br />
Consolidated subsidiaries:<br />
Functional<br />
currency<br />
Par value of<br />
capital<br />
(in EUR 1 000)<br />
Direct<br />
equity<br />
interest<br />
Indirect<br />
equity<br />
interest<br />
As of December 31, <strong>2012</strong><br />
Switzerland<br />
<strong>Acino</strong> Pharma AG, Liesberg EUR 2 323 100.0%<br />
<strong>Acino</strong> supply AG, Aesch<br />
Germany<br />
EUR 65 100.0%<br />
<strong>Acino</strong> AG, miesbach EUR 210 100.0%<br />
mepha Pharma GmbH, Lörrach<br />
France<br />
EUR 52 100.0%<br />
<strong>Acino</strong> France sAs, Alfortville<br />
USA<br />
EUR 10 100.0%<br />
<strong>Acino</strong> Pharma Inc., Bridgewater (New Jersey)<br />
Panama<br />
EUR – 100.0%<br />
<strong>Acino</strong> Latino-Americana s.A., Panama City EUR – 100.0%<br />
Equity method on consolidated investments:<br />
Functional<br />
currency<br />
Par value of<br />
capital<br />
(in EUR 1 000)<br />
Direct<br />
equity<br />
interest<br />
Indirect<br />
equity<br />
interest<br />
As of December 31, <strong>2012</strong><br />
India<br />
Glochem Industries Ltd. INR 605 – 24.5%
ACINO HOLDING AG<br />
Income statement<br />
ACINO HOLDING AG | FINANCIAL REPORT<br />
<strong>2012</strong> 2011<br />
in CHF<br />
Financial income 13 626 484 5 974 950<br />
Income from the translation of the financial statement from foreign currency – 734 446<br />
Non-operating income – 495 757<br />
Total revenue 13 626 484 7 205 153<br />
staff & administration expenses 2 068 471 1 897 808<br />
Financial expenses 7 644 256 1 276 957<br />
Expense from the translation of the financial statement from foreign currency 534 762 –<br />
Tax 149 723 251 247<br />
Total expenses 10 397 212 3 426 012<br />
Net profit 3 229 272 3 779 141<br />
45
46<br />
ACINO HOLDING AG | FINANCIAL REPORT<br />
ACINO HOLDING AG<br />
Balance sheet<br />
in CHF<br />
Assets<br />
31.12.<strong>2012</strong> 31.12.2011<br />
Cash and cash equivalents & marketable securities 18 508 279 5 058 794<br />
short-term loans to Group companies 30 355 405 20 768 506<br />
Receivables 140 049 125 444<br />
Total current assets 49 003 733 25 952 744<br />
Long-term loans to Group companies 30 192 500 19 502 400<br />
Financial investments in subsidiaries 394 342 918 267 955 541<br />
Financial investments/minority shareholdings 2 489 007 2 489 007<br />
Property, plant and equipment 1 1<br />
Total non-current assets 427 024 426 289 946 949<br />
Total assets 476 028 159 315 899 693<br />
Liabilities and shareholders’ equity<br />
short-term bank debts 12 077 086 15 845 700<br />
Financial liabilities 6 364 701 –<br />
Other liabilities & accrued expenses & provisions 1 233 514 570 998<br />
short-term loans from Group companies 13 338 323 –<br />
Total current liabilities 33 013 623 16 416 698<br />
Other non-current liabilities 10 438 853 –<br />
Non-current liabilities 108 693 000 –<br />
Total non-current liabilities 119 131 853 –<br />
share capital 1 384 000 1 276 800<br />
General reserve 38 320 089 17 256 874<br />
– thereof reserves from capital contributions 35 320 089 14 256 874<br />
Free reserve & reserve for treasury shares 280 949 322 277 170 180<br />
Net profit 3 229 272 3 779 141<br />
Total shareholders’ equity 323 882 683 299 482 995<br />
Total liabilities and shareholders’ equity 476 028 159 315 899 693
ACINO HOLDING AG<br />
Appropriations of retained earnings of <strong>Acino</strong> Holding AG<br />
proposed by the Board of Directors<br />
The Board of Directors proposes to attribute the Balance sheet profit as follows:<br />
ACINO HOLDING AG | FINANCIAL REPORT<br />
in CHF<br />
Net profit 3 229 272<br />
Balance sheet profit 3 229 272<br />
Allocation to free reserve (3 229 272)<br />
Carried forward –<br />
On behalf of the Board of Directors<br />
<strong>Acino</strong> Holding AG<br />
Chairman: Luzi Andreas von Bidder<br />
47
48<br />
ACINO | INvEsTOR INFORmATION
ACINO<br />
Investor information<br />
Strategy and perspectives<br />
<strong>Acino</strong> Pharma AG, a swiss-based pharmaceutical company, develops, manufactures and<br />
internationally markets well-proven and innovative pharmaceuticals in novel drug delivery<br />
forms.<br />
<strong>Acino</strong> intends to pursue sustainable growth along the following strategic dimensions:<br />
• BtC. The Group takes its product portfolio under its own brand “<strong>Acino</strong> switzerland” into<br />
new selected emerging markets in the middle East, Africa, Latin America and Asia which<br />
have a demand for excellent swiss-quality pharmaceuticals and sophisticated therapies.<br />
<strong>Acino</strong> intends to grow its BtC business with selective acquisitions.<br />
• BtB. <strong>Acino</strong> supplies leading pharmaceutical companies worldwide with in-house developed<br />
pharmaceutical specialties and generics. Building on its established business-tobusiness<br />
(B2B) activities, the company intends to grow sales by providing a steady flow<br />
of innovative new products from own development, by expanding the existing customer<br />
base and by accessing new markets.<br />
• Technology marketing. <strong>Acino</strong>’s sustainable technology leadership in drug delivery provides<br />
a competitive advantage and is the result of substantial investments in research<br />
and development. The company intends to strengthen its technology competence and<br />
aims at intensifying its partnerships with the research-driven pharmaceutical industry.<br />
On this basis, <strong>Acino</strong> expects to further enlarge its pipeline of own and original customer<br />
products.<br />
The further strengthening of the <strong>Acino</strong> Group as a leading provider of pharmaceutical<br />
specialties remains the strategic focus of the company. On this basis, <strong>Acino</strong> also continues<br />
to evaluate both opportunities for organic growth and acquisitions at a strategic and<br />
operational level, so as to advance its market position.<br />
Payout and dividends<br />
<strong>Acino</strong> intends to allow the shareholders to participate in the free cash flow generated with<br />
regular dividend payments. To be able to take advantage of growth options, however, the<br />
Group considers it necessary to have sufficient financial resources at hand at all times,<br />
both by assuming additional financial liabilities and through the creation of additional<br />
shareholders’ equity.<br />
Despite the positive <strong>2012</strong> net result, the Board of Directors proposes to the <strong>Annual</strong> General<br />
meeting of shareholders of April 4, 2013, the waiving of a dividend distribution. The Board<br />
of Directors views this as an exceptional measure to reduce debt levels (following the<br />
acquisition) and to fuel the growth of the company.<br />
ACINO | INvEsTOR INFORmATION<br />
Stock exchange listing & segment<br />
• sIX swiss Exchange<br />
• mid & small Caps swiss shares<br />
Index membership<br />
• sPI swiss Performance Index<br />
• sPI Extra<br />
• sXI Life sciences<br />
Share capital<br />
(as of December 31, <strong>2012</strong>)<br />
• 3 460 000 registered shares with full<br />
voting and dividend rights<br />
• Nominal value CHF 0.40 per share<br />
Ticker symbols<br />
• Telekurs/Bloomberg ACIN<br />
• Reuters ACIN.s<br />
Identification numbers<br />
• valor number 2119090<br />
• IsIN number CH0021190902<br />
49
50<br />
ACINO | INvEsTOR INFORmATION<br />
Share register<br />
Contact for changes in the share register:<br />
Aktienregister <strong>Acino</strong> Holding AG<br />
c/o Nimbus AG<br />
Ziegelbrückstrasse 82<br />
CH-8866 Ziegelbrücke<br />
Phone +41 55 617 37 37<br />
Fax +41 55 617 37 38<br />
nimbus@nimbus.ch<br />
Contact for investors<br />
<strong>Acino</strong> Holding AG<br />
Robert schmid, Head Investor Relations<br />
Erlenstrasse 1<br />
CH-4058 Basle<br />
Phone +41 61 338 61 15<br />
Fax +41 61 338 60 06<br />
robert.schmid@acino-pharma.com<br />
www.acino-pharma.com<br />
Trading data, volume, and free float<br />
As of December 31, <strong>2012</strong>, the free float, i.e. the number of shares in free circulation at the<br />
end of the reporting period, amounted to 92%, equivalent to a market capitalization of<br />
CHF 351.4 million. The cumulative trading volume was CHF 155.0 million in the reporting<br />
period. The free float turnover was approximately 0.44 times. At the end of the reporting<br />
period, the stock’s weighting in the sPI (swiss Performance Index) was 0.03%.<br />
Shareholder base<br />
(as of December 31) <strong>2012</strong> 2011<br />
Registered shareholders 2 154 2 362<br />
significant shareholders:<br />
marianne schär, Dr. Hans-Peter schär, Basle 7.6% 8.2%<br />
schroders, London > 3% < 3%<br />
Pictet Funds sA, Genève > 5% > 5%<br />
Held in fiduciary custody by<br />
Chase Nominees Ltd., London 6.1% 5.7%<br />
share capital pending registration of transfer 29.2% 29.7%<br />
shareholdings by management and Board of Directors 21 542 18 854<br />
Employee share ownership program<br />
In November 2006, the Group introduced an employee stock plan, which makes it possible<br />
for members of senior management (including the members of Group management) to<br />
draw part of their annual variable salary component in shares. In December <strong>2012</strong>, the stock<br />
plan was broadened to better reward future success and outstanding achievements as<br />
well as staff loyalty.<br />
Additional information: Corporate Governance report (5.1.2 stock participation programs).<br />
Communication<br />
simultaneously for all stakeholders, <strong>Acino</strong> publishes current information about the Group<br />
on the website www.acino-pharma.com. Besides the <strong>Annual</strong> <strong>Report</strong> the company publishes<br />
a Half-year <strong>Report</strong> and news releases on the latest developments. Interested parties<br />
are invited to sign up for the newsletter to receive the newest company information by<br />
email. members of Group management and Investor Relations regularly meet with shareholders,<br />
the financial community and the press. Presentations used in these meetings are<br />
also available on the company’s website.<br />
Direct access links:<br />
www.acino-pharma.com/adhocE News<br />
www.acino-pharma.com/newsletterE Newsletter subscription<br />
www.acino-pharma.com/financialsE Financial reports<br />
www.acino-pharma.com/agmE General meeting of shareholders<br />
www.acino-pharma.com/calendarE Calendar of events<br />
www.acino-pharma.com/statuten Articles of Association of <strong>Acino</strong> Holding AG<br />
Calendar<br />
April 4, 2013 General meeting of shareholders<br />
July 30, 2013 Half-year <strong>Report</strong> as of June 30, 2013
ACINO<br />
5-year review<br />
ACINO | INvestOr INfOrmAtION<br />
<strong>2012</strong> 2011 2010 2009 2008<br />
revenues eUr million 257.1 134.9 127.5 158.2 147.2<br />
year-on-year change % 90.6% 5.8% (19.4%) 7.5% 33.9%<br />
eBItDA eUr million 36.8 25.7 18.0 64.8 50.4<br />
in % of revenue % 14.3% 19.0% 14.1% 41.0% 34.3%<br />
year-on-year change % 43.2% 42.9% (72.2%) 28.5% 59.5%<br />
Operating profit (eBIt) eUr million 8.9 6.7 (9.0) 40.4 29.3<br />
in % of revenue % 3.5% 5.0% (7.1%) 25.5% 19.9%<br />
year-on-year change % 32.8% (174.1%) (122.3%) 37.7% 116.0%<br />
Net profit eUr million 9.4 5.7 4.5 33.5 21.0<br />
in % of revenue % 3.7% 4.2% 3.5% 21.2% 14.2%<br />
year-on-year change % 64.9% 26.8% (86.6%) 59.9% 38.2%<br />
Cash flow from operating activities eUr million 24.4 8.9 20.4 50.3 46.6<br />
in % of revenue % 9.5% 6.6% 16.0% 31.8% 31.7%<br />
year-on-year change % 174.2% (56.3%) (59.3%) 7.9% 85.3%<br />
Depreciation/Amortizaion eUr million 27.8 19.0 27.0 24.4 21.1<br />
Investments (tangible and intangible assets) eUr million 30.5 32.6 24.5 31.5 32.5<br />
Headcount (fte) 836 495 443 419 384<br />
Balance sheet total eUr million 505.8 330.4 344.8 329.3 309.9<br />
shareholders’ equity eUr million 279.5 257.4 252.6 256.0 226.3<br />
in % of balance sheet total % 55.3% 77.9% 73.3% 77.7% 73.0%<br />
return on equity % 3.5% 2.2% 1.8% 14.1% 10.1%<br />
Dividends <strong>2012</strong> 2011 2010 2009 2008<br />
total amount of dividends eUr million 0.0 1 2.9 6.1 5.3 5.1<br />
Undiluted earnings per share eUr 2.8 1.8 1.4 10.6 6.6<br />
Dividends per share CHf 0.00 1 1.00 2.50 2.50 2.50<br />
Market data <strong>2012</strong> 2011 2010 2009 2008<br />
stock quotations<br />
High CHf 124.3 102.9 185.8 240.0 254.0<br />
Low CHf 97.5 63.3 81.6 128.0 130.0<br />
Year-end CHf 109.9 100.6 89.3 161.0 230.0<br />
Gross rate of return per share % 11.7% 15.5% (43.0%) (28.9%) 41.6%<br />
market capitalization (31.12.) CHf million 380.3 321.1 284.9 513.9 734.2<br />
market capitalization in % of equity (31.12.) % 113% 102% 90% 135% 219%<br />
Price-earnings-ratio (31.12.) 32.5 45.9 50.2 10.1 23.5<br />
1 Proposal of the Board of Directors to the General meeting of shareholders of April 4, 2013.<br />
51
52<br />
ACINO | ADDREssEs<br />
ACINO<br />
Addresses<br />
<strong>Acino</strong> Holding AG<br />
Erlenstrasse 1<br />
CH-4058 Basle<br />
Phone +41 61 338 60 00<br />
Fax +41 61 338 60 80<br />
<strong>Acino</strong> Pharma AG<br />
Dornacherstrasse 114<br />
CH-4147 Aesch BL<br />
Phone +41 61 338 60 00<br />
Fax +41 61 338 60 80<br />
<strong>Acino</strong> Pharma AG<br />
Birsweg 2<br />
CH-4253 Liesberg<br />
Phone +41 61 775 80 00<br />
Fax +41 61 775 80 01<br />
<strong>Acino</strong> Pharma AG<br />
Pfeffingerring 205<br />
CH-4147 Aesch BL<br />
Phone +41 61 756 40 00<br />
Fax +41 61 756 40 90<br />
<strong>Acino</strong> Supply AG<br />
Pfeffingerring 205<br />
CH-4147 Aesch BL<br />
Phone +41 61 756 40 00<br />
Fax +41 61 756 40 96<br />
<strong>Acino</strong> AG<br />
Am Windfeld 35<br />
D-83714 miesbach<br />
Phone +49 8025 2867-0<br />
Fax +49 8025 2867-28<br />
<strong>Acino</strong> France SAS<br />
5. rue Charles de Gaulle<br />
F-94140 Alfortville<br />
Phone +33 1 58 73 09 70<br />
<strong>Acino</strong> Latino-Americana S.A.<br />
Apdo. WTC 0424<br />
Royal Center, marbella,<br />
Tower A, sección B, floor 14<br />
Panamá<br />
Rep. de Panamá<br />
Phone +507 2 14 2532<br />
Fax +507 2 14 6963<br />
<strong>Acino</strong> Pharma, Inc.<br />
380 Foothill Road<br />
Bridgewater, New Jersey 08807-0483<br />
UsA<br />
Email addresses<br />
firstname.name@acino-pharma.com<br />
Internet<br />
www.acino-pharma.com
<strong>Acino</strong> | imPRinT<br />
Editorial: <strong>Acino</strong> Holding AG, Basle<br />
concept and realization: Eva Kalias, Weber-Thedy AG, Corporate & Financial Communications, Zurich<br />
Publishing system: Multimedia Solutions AG, Zurich<br />
Print: Schwabe AG, Muttenz<br />
The <strong>Annual</strong> <strong>Report</strong> which comprises the Business Review and the Finance & corporate Governance <strong>Report</strong><br />
is published in German and English. The German version is binding in all matters of interpretation.<br />
53
<strong>Acino</strong><br />
Investor & Media Relations<br />
<strong>Acino</strong> Holding AG<br />
Robert Schmid, Head investor Relations<br />
Erlenstrasse 1<br />
cH-4058 Basle<br />
Phone +41 61 338 61 15<br />
Fax +41 61 338 60 06<br />
robert.schmid@acino-pharma.com<br />
www.acino-pharma.com