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Annual report 2015

Wilson Therapeutics Annual Report 2015

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Page 1: Wilson Therapeutics Annual Report 2015

Annual report 2015

Page 2: Wilson Therapeutics Annual Report 2015

ContentsCEO’s comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1

Administration Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2

Multi-year overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5

Financial statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

Consolidated statement of comprehensive income . . . . . . . . . . . . . . . 6

Consolidated statement of financial position . . . . . . . . . . . . . . . . . . . . 7

Consolidated statement of changes in shareholders’ equity . . . . . . . . . 8

Consolidated statement of cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . 9

Notes to concolidated statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

Parent Company profit and loss statement . . . . . . . . . . . . . . . . . . . . . 28

Parent Company statement of comprehensive income . . . . . . . . . . . . 28

Parent Company balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29

Statement of changes in Parent Company shareholders’ equity . . . . . . 31

Parent Company statement of cash flow . . . . . . . . . . . . . . . . . . . . . . . 32

Notes to Parent Company statements . . . . . . . . . . . . . . . . . . . . . . . . 33

Page 3: Wilson Therapeutics Annual Report 2015

Annual report 2015 1

CEO’s comments

Clinical trial proceeding as plannedOur main focus in 2015 was to advance the ongoing phase II trial in Wilson Disease patients with our product candidate Decuprate™ . The trial was initiated in November 2014 and will enroll up to 30 Wilson Disease patients at ten centers in the US and Europe . The aim of the study is to fine tune dosing of Decuprate as well as to learn more about the proposed endpoints in a future pivotal trial . The study is progressing according to plan and the results so far are promising .

Expanded organizationIn parallel with the work on the clinical trial, we continued to expand our organization . Our strategy is to develop Decu-prate all the way to market and launch without commercial partners, initially in North America and Europe . Although we will need to expand our organization over time, we believe that during the current phase of clinical development, the most effective solution is having a relatively small organization supported by various types of highly specialized consultants in the fields of research, manufacturing and clinical develop-ment . However, it is vital for us that all our employees who are responsible for different areas are first rate . I am therefore delighted that we succeeded in completing two key recruit-ments during the year .

In July, we hired Carl Bjartmar as Chief Medical Officer with responsibility for clinical development . Carl is an MD with more than 13 years of industry experience in various clin-ical development positions . Carl joined us from Genzyme, a world-leading company in the field of rare diseases, where he managed clinical development programs in various rare diseases . His expertise in drug development represents an invaluable addition to our team as we move Decuprate for-ward in development . Also, in November, Anders Martin-Löf was hired as Chief Financial Officer . Anders also has a long-standing career in the life science industry . For many years, Anders was CFO of the listed radiation therapy company, RaySearch, prior to which he was employed by the biop-harma company Biovitrum where he held positions in busi-ness development and investor relations . I am convinced that his extensive experience from fast-growing companies in our sector will be a great asset in our development .

New board membersWe have also recruited three highly experienced board mem-bers . Hans Schikan was appointed in June . Hans has very extensive experience from the pharmaceutical industry, most recently as CEO of Prosensa, a biotech company developing a drug for Duchenne Muscular Dystrophy, a rare muscular disease primarily affecting young boys . Prosensa was listed on the Nasdaq stock exchange in New York prior to being acquired by Biomarin for up to USD 840 M . In October,

Andrew Kay was appointed as the new Chairman of the Board . Andrew has also had a highly successful career in the pharmaceutical and biotech industries . Most recently he was the CEO of Norwegian biotech company Algeta that was sold to Bayer for nearly USD three billion in 2014 . Dina Chaya was also appointed a new board member in October . Dina is a partner with NeoMed, one of our main shareholders . Dina has more than 15 years’ experience from the private equity and venture capital healthcare industry in Europe and the US . I am grateful to have their support and the fact that they have chosen to work with Wilson Therapeutics is strong proof that the company has very high potential .

SEK 70 M in new financing during 2015Operating costs during the year amounted to SEK 70 .3 M (54 .6) . The increase was due mainly to higher costs related to the trial initiated in November 2014 . To secure continued financing of our development, the existing shareholders con-tributed with a total of SEK 70 M before issuance expenses in 2015 . In March 2016 another SEK 40 M was invested by the same investors .

Exciting year awaitsWe are well equipped for 2016 when we plan to review topline data from our ongoing clinical trial . There are significant unmet needs in Wilson Disease and no new therapies have been introduced for several decades . Physicians, patients and their families are therefore very supportive of our work on Decuprate as the drug holds large potential to address the unmet needs we see today . If we are successful all the way to market, we hope to significantly improve the quality of life for the patients . This is evidently a great source of inspiration for all of us in the company and we have high hopes that 2016 will be another successful year .

Stockholm, March 21, 2016

Jonas HanssonCEOWilson Therapeutics AB (publ)

Page 4: Wilson Therapeutics Annual Report 2015

2 Annual report 2015

Administration Report

The Board of Directors and the CEO of Wilson Therapeutics AB (publ .), corporate identity number 556893-0347, hereby submit the annual report and consolidated financial statements for the fiscal year 2015 .

OperationsWilson Therapeutics is a biopharmaceutical company based in Stockholm, Sweden, focused on developing novel ther-apies addressing unmet medical needs in rare diseases . Wilson Therapeutics is committed to the development of its lead product Decuprate, which is initially developed as a novel therapy for patients with Wilson Disease . The com-pany was formed in 2012 through an acquisition of the global Decuprate rights from a private US company .

Wilson Disease is a rare genetic disease that causes serious copper poisoning . The genetic defect causes exces-sive copper accumulation primarily in the liver or the cen-tral nervous system, and the disease is fatal unless treated . Wilson Disease affects approximately one in every 30,000 people worldwide, corresponding to approximately 10,000 patients in the United States and 15,000 patients in the EU .

In 2015, the main focus of the company was on the devel-opment of Decuprate . The company has been running a phase II trial of Decuprate at ten centers in the US and Europe since November 2014 . The trial proceeded throughout the year and the results to date have been positive . In parallel with the clinical work, the company is also working to com-plete several pre-clinical studies as well as to document Decuprate’s pharmaceutical properties .

The company has no revenue and is dependent on external financing to ensure continued operations until Decuprate begins to generate revenue . Two share issues were implemented during the year, generating a total of SEK 70 M . The group consists of the parent company Wilson Therapeutics AB, the Swedish subsidiaries Wilson Therapeu-tics Incentive AB and TTM Europe Development AB as well as the US subsidiary Wilson Therapeutics Inc . There are no ongoing operations in the Swedish subsidiaries .

Significant events during the yearTwo share issues implementedIn May, a rights issue was implemented . The issue contrib-uted SEK 30 .0 M before issuance expenses and comprised 399,998 class B preference shares .

In October, an additional share issue was implemented, which contributed SEK 40 .0 M before issuance expenses . The issue comprised 400,000 class B preference shares .

Expansion of the Board of DirectorsHans Schikan was appointed a new Member of the Wilson Therapeutics Board in June . He is a citizen of the Netherlands and has a PharmD degree in Pharmacy . Hans was previously CEO of Prosensa, a biotech company that was listed on the

US Nasdaq exchange in New York prior to being acquired by BioMarin in November 2014 .

In October, Andrew Kay was appointed new Chairman of the Board of Wilson Therapeutics . He holds a B Pharm honors degree in Pharmacy . Andrew Kay has longstanding experience of working in the biotech industry and in interna-tional pharmaceutical companies . He was most recently CEO of Algeta, a Norwegian company that was acquired by Bayer in 2014 for approximately USD 2 .9 billion .

Dina Chaya was appointed a new Member of the Wilson Therapeutics Board in October . Dina has a doctorate in molecular biology . Dina Chaya is a partner at NeoMed, one of Wilson Therapeutics’ principal owners, and has more than 15 years’ experience in the venture capital healthcare industry .

In connection with Andrew Kay becoming Chairman of the Board, the former Chairman of the Board, Hugh Rienhoff, stepped down from the Board . However, he will continue to be available to the company on a consultancy basis .

Executive management expanded through addition of new Chief Medical Officer and new CFOIn June, Dr . Carl Bjartmar was recruited as new Chief Medical Officer . Dr . Bjartmar graduated with an M .D and a Ph .D . from Linköping University . He has longstanding experience of drug development and has worked for 13 years in the pharma-ceutical industry . Dr . Bjartmar joins us from the pharmaceu-tical company Genzyme, which is owned by Sanofi, where he managed clinical development programs involving rare neurological diseases .

In November, Anders Martin-Löf was employed as Chief Financial Officer . Anders Martin-Löf holds a M .Sc . in Engineering Physics from the Royal Institute of Technology and a B .Sc . in Business Administration and Economics from Stockholm University . Martin-Löf has worked in the life science sector for 15 years, most recently as CFO of Ray-Search Laboratories AB, a medical technology company that develops advanced software solutions for radiation therapy of cancer and is listed on NASDAQ OMX Stockholm .

Carl Bjartmar and Anders Martin-Löf are both members of the Executive Management Team and report directly to the CEO, Jonas Hansson .

Clinical trial presented at liver conferenceIn April, Wilson Therapeutics’ ongoing phase II trial, WTX101-201, was presented at the major International Liver Congress (EASL), which was held in Vienna, Austria . The trial was pre-sented by Karl-Heinz Weiss from the University of Heidelberg .

Page 5: Wilson Therapeutics Annual Report 2015

Administration Report

Annual report 2015 3

IFRS conversionThe accounts were converted to the IFRS standard in 2015 . The accounts for 2013 and 2014 have been restated . The accounts for 2012 have not been restated .

Significant events after the end of the fiscal yearShare issue implementedIn March 2016, a share issue was implemented . The issue contributed SEK 40 .0 M before issuance expenses from the company’s main shareholders . The issue comprised 151,084 class B preference shares . The share issue was conditioned on patient enrollment evolving according to plan in the ongoing phase II clinical study and the share issue was imple-mented as the enrollment reached the preset targets .

Sales and earningsNet sales declined during the year to SEK 0 M (0 .1) . Up until 2014, the company received royalties from Medical Need Europe AB stemming from limited sales of Decuprate® on a named patient basis . In June 2014, the company acquired the European rights, and the sales ceased .

Operating costs rose to SEK 70 .3 M (54 .6) . Among oper-ating costs, research and development costs accounted for SEK 53 .0 M (43 .1), which is equal to 75% (79) of all oper-ating costs . The main reason for the increase in research and development costs were costs linked to the ongoing phase II trial which began in November 2014 . No research or development costs are capitalized but are expensed on an ongoing basis instead . Operating costs were also affected by increased costs linked to the company’s stock option pro-gram, which does not however affect cash flow .

The operating result amounted to a loss of SEK 70 .3 M (loss: 54 .5) and the result after tax was a loss SEK 70 .5 M (loss: 54 .4), resulting in a loss per common share of SEK 555 .3 (loss: 420 .3) before and after dilution .

Liquidity and financial positionAt December 31, 2015, cash and cash equivalents amounted to SEK 31 .4 M, compared with SEK 23 .0 M at December 31, 2014 . Two new share issues were implemented during the year .

The first issue was decided on May 6, 2015 and com-prised 399,998 class B preference shares and contributed SEK 30 .0 M before issuance expenses . The second issue was decided on October 16, 2015 and comprised 400,000 class B preference shares and contributed SEK 30 .0 M before issuance expenses . The company’s principal owners HealthCap, Abingworth, MVM and Neomed subscribed for both shares issues .

The company does not have any loans .

Cash flow and investmentsCash flow from operating activities declined to a negative SEK 61 .5 M (neg: 51 .2) . Cash flow from investment opera-tions amounted to SEK 0 M (neg: 32 .3), which was due to the company acquiring the European Decuprate rights in 2014, while no equivalent investment was made in 2015 . Amorti-

zation of acquired intangible market rights does not begin until the product, to which the rights pertain, receives market approval .

Cash flow from financing operations amounted to SEK 69 .9 M (95 .3) and cash flow for the year amounted to SEK 8 .4 M (11 .8) .

StaffAt the end of the year, the number of employees in the group was 7 (6) . The average number of employees was 6 .2 (5 .6) .

The staff education level is very high . 43% of personnel have a doctoral degree and 57% have another kind of Master’s level university or college degree . At the end of the year, 29% of the company’s employees were women and 71% were men .

Employee stock optionsWilson Therapeutics AB has an employee stock option pro-gram . Board members, the CEO, other senior executives and certain employees who are not a part of the Executive Management Team are included in the program . Granted stock options must be vested through continuous employ-ment during the vesting period in order to be exercised . If an employee leaves the company, the granted stock options that have not yet been vested are lapsed . A vested employee stock option entitles the owner to subscribe for shares in Wilson Therapeutics AB at an established exercise price . The exercise price is equal to the quotient value of a common share, and participants have not paid any options premium . For more information about the employee stock options pro-gram, see Note 9 Options .

Holding of treasury shares and warrantsThe company did not hold any treasury shares in 2015 .

The subsidiary Wilson Therapeutics Incentive AB holds warrants in Wilson Therapeutics AB, which act as a hedge in order to supply shares for the company’s outstanding employee stock option program .

The holding increased during the year, amounting to 165,500 (54,500) at December 31, 2015 . The warrants entitle the holder to subscribe for a share in Wilson Therapeutics AB at a quotient value of SEK 1 .11 .

The shares and ownership structureThe share capital in Wilson Therapeutics AB amounted to SEK 1,702 thousand . The total number of shares in the company at December 31, 2015 was 1,531,926, of which 145,000 were common shares, 301,820 were class A prefer-ence shares and 1,085,106 were class B preference shares . Class B preference shares have preferential rights over class A preference shares and both take precedence over common shares, with an annual share dividend corresponding to 6% of the average offering price for all preference shares of each series . In addition, other share classes have equal rights to the company’s profit . Accumulated preemptive rights to divi-dends from the class A and B preference shares amounted to SEK 18,299 thousand (8,287) on December 31, 2015 .

Page 6: Wilson Therapeutics Annual Report 2015

Administration Report

4 Annual report 2015

Each share entitles the holder to voting rights at the AGM . The total number of voting rights on December 31, 2015 amounted to 1,531,926 . At the Annual General Meeting, each shareholder entitled to vote may vote for the full number of shares held or represented without limitation of the number of votes .

The largest shareholders in Wilson Therapeutics at the end of 2015 were HealthCap with 43 .9% of the capital, Abingworth with 22 .4%, MVM with 22 .4% and Neomed with 10 .0% .

Risks and uncertaintiesOperational risksWilsons Therapeutics’ main operations are research and development of pharmaceuticals, which is to a large extent both a high-risk and capital-intensive field . Most of the initi-ated projects will never reach market registration due to the risk that the drug does not show sufficient efficacy or has a problematic side effect profile . If competing pharmaceuti-cals capture market share or competing research projects achieve better efficacy and reach the market more rapidly, the future value of the product portfolio could be lower than expected . The operations are also impacted by decisions from public authorities, such as approvals and price changes . There are also risks concerning the product manufacturing . The chosen manufacturer may become unable to manufac-ture sufficient quanitities and/or quality or may lose necessary manufacturing approvals .

Financing riskSince the operations will not generate revenue before market approval has been obtained, the company is dependent on external financing to ensure continued operations .

Financial risk managementWilson Therapeutics’ financial policy governing the manage-ment of financial risks has been designed by the Board of Directors and represents a framework of guidelines and rules in the form of risk mandates and limits for financial activities . Wilson Therapeutics is primarily affected by foreign exchange risk . A considerable portion of the company’s costs is denom-inated in USD or EUR . In accordance with the established financial policy, no currency hedging has been employed .

For more information about risks and risk management, see Note 18 .

Parent CompanyThe Group’s Parent Company is Wilson Therapeutics AB . Since the Parent Company’s financial statements match the Group’s financial statements in all material respects, the com-ments for the Group are also largely relevant for the Parent Company . The Parent Company’s result amounted to a loss of SEK 70 .8 M .

At December 31, Parent Company cash and cash equiva-lents amounted to SEK 31 .1 M (22 .1) .

Future outlookThe company’s pharmaceutical product candidate, Decu-prate, has considerable market potential . The product is currently undergoing a clinical phase II trial that is evolving positively . There are thus good prospects for the company to complete the ongoing study, conduct a phase III trial and apply for market approval . The project therefore commands a significant market value at present .

Operations are capital-intensive and will require external financing . The company’s principal owners have, however, after the end of the reporting period participated in an addi-tional share issue to ensure continued financing of opera-tions .

The future outlook for the company is therefore positive .

Proposed appropriations of the company’s profit or lossThe following profit/loss stated in SEK is at the disposal of the Annual General Meeting

Share premium reserve 227,974,914Loss brought forward –75,223,009Loss for the year –70,802,992

81,948,913

The Board of Directors propose that SEK 81,948,913 be car-ried forward .

Dividend policyIn accordance with the Board’s dividend policy, no dividend is to be paid before the company generates significant revenue .

Page 7: Wilson Therapeutics Annual Report 2015

Annual report 2015 5

Multi-year overview

Group multi-year overview1)

IFRS 2015

IFRS 2014

IFRS 2013

BFN 2012

Net sales (SEK 000) – 91 301 –Loss after financial items (SEK 000) –70,340 –54,488 –32,074 –6,790Total assets (SEK 000) 98,267 88,707 45,121 37,893Equity ratio (%) 86% 90% 83% 93%No . of employees 7 6 5 2 1) Comparative figures for 2012 are not converted to IFRS .

Parent Company multi-year overview1)

RFR 2 2015

RFR 2 2014

RFR 2 2013

BFN 2012

Net sales (SEK 000) – 91 301 –Loss after financial items (SEK 000) –70,803 –54,790 –32,262 –6,790Total assets (SEK 000) 98,158 87,935 44,929 37,892Equity ratio (%) 85% 90% 83% 92%No . of employees 6 5 4 2 1) Comparative figures for 2012 are not converted to RFR 2 .

Page 8: Wilson Therapeutics Annual Report 2015

6 Annual report 2015

Financial statements

Consolidated statement of comprehensive income

(SEK 000) NoteJan 1, 2015

– Dec 31, 2015Jan 1, 2014

– Dec 31, 2014Jan 1, 2013

– Dec 31, 2013

Net sales 3 – 91 301Gross profit – 91 301

Sales and administrative expenses 5,7,8,9,15 –17,357 –11,614 –8,679Research and development costs 5,7,8,9 –52,961 –43,071 –23,667Other operating revenue 4 35 101 –Other operating costs – – –66Operating result 6 –70,283 –54,493 –32,111

Financial income 10 0 62 41Financial expenses 11 –57 –57 –4Net financial items –57 5 37Loss before tax –70,340 –54,488 –32,074

Tax on loss for the year 12 –167 2 –

Loss for the year attributable to shareholders of the Parent Company –70,507 –54,486 –32,074

Other comprehensive incomeItems to be reclassified to profit or lossTranslation difference for the year 44 78 0Other comprehensive income after tax for the year 44 78 0

Comprehensive loss for the year attributable to shareholders of the Parent Company –70,463 –54,408 –32,074

Earnings per share before dilution 13 –555 –420 –232Earnings per share after dilution –555 –420 –232

Page 9: Wilson Therapeutics Annual Report 2015

Financial statements

Annual report 2015 7

Consolidated statement of financial position

(SEK 000) Note Dec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

ASSETSFixed assetsPatents, licenses, product rights and similar rights 14 64,632 64,632 32,360 32,360Equipment 15 13 27 38 52Non-current receivables 16,17 54 54 54 54Total fixed assets 64,699 64,713 32,452 32,466

Current assetsAccounts receivables 18 4 – 86 –Current tax assets 86 – – –Other current receivables 981 615 1,001 538Prepaid expenses and accrued revenue 19 1,093 368 431 173Cash and cash equivalents 20 31,404 23,011 11,151 4,716Total current assets 33,568 23,994 12,669 5,427

TOTAL ASSETS 98,267 88,707 45,121 37,893

SHAREHOLDERS’ EQUITY AND LIABILITIESShareholders’ equity 22Share capital 1,702 813 391 210Other paid-in capital 246,132 172,121 75,514 40,943Reserves 122 78 0 –Retained earnings including loss for the year –163,394 –92,887 –38,401 –6,327Total shareholders’ equity attributable to shareholders of the Parent Company 84,562 80,125 37,504 34,826

Non-current liabilitiesDeferred tax liabilities 12 – 3 – –Non-current provisions 9,23 3,447 1,217 501 94Total non-current liabilities 3,447 1,220 501 94

Current liabilitiesAccounts payable 17,18 3,119 4,598 5,130 2,015Current income tax liability – 10 – –Other current liabilities 348 255 168 142Accrued expenses and deferred revenue 24 6,791 2,499 1,818 816Total current liabilities 10,258 7,362 7,116 2,973

TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 98,267 88,707 45,121 37,893

For information pertaining to pledged assets and contingent liabilities, see Note 26 .

Page 10: Wilson Therapeutics Annual Report 2015

Financial statements

8 Annual report 2015

Consolidated statement of changes in shareholders’ equity

(SEK 000) Share capital

Other capital

contributedTranslation

reserve

Retained earnings

including loss for the year

Non- controlling

interests Total

Opening shareholders’ equity, Jan 1, 2013 210 40,943 – –6,327 – 34,826

Loss for the year – – – –32,074 – –32,074Other comprehensive loss for the year – – 0 – – –Comprehensive loss for the year – – 0 –32,074 – –32,074

Transactions with owners:New share issue 181 33,920 – – – 34,101Issue expenses before tax – –22 – – – –22Employee stock option program – 673 – – – 673Total transactions with owners 181 34,571 – – – 34,752

Closing shareholders’ equity, Dec 31, 2013 391 75,514 0 –38,401 – 37,504

Opening shareholders’ equity, Jan 1, 2014 391 75,514 0 –38,401 – 37,504

Loss for the year – – – –54,486 – –54,486Other comprehensive loss for the year – – 78 – – 78Comprehensive loss for the year – – 78 –54,486 – –54,408

Transactions with owners:New share issue 422 95,060 – – – 95,482Issue expenses – –122 – – – –122Employee stock option program – 1,669 – – – 1,669Total transactions with owners 422 96,607 – – – 97,029

Closing shareholders’ equity, Dec 31, 2014 813 172,121 78 –92,887 – 80,125

Opening shareholders’ equity, Jan 1, 2015 813 172,121 78 –92,887 – 80,125

Loss for the year – – – –70,507 – –70,507Other comprehensive loss for the year – – 44 – – 44Comprehensive loss for the year – – 44 –70,507 – –70,463

Transactions with owners:New share issue 889 69,111 – – – 70,000Issue expenses – –107 – – – –107Employee stock option program – 5,007 – – – 5,007Total transactions with owners 889 74,011 – – – 74,900

Closing shareholders’ equity, Dec 31, 2015 1,702 246,132 122 –163,394 – 84,562

Page 11: Wilson Therapeutics Annual Report 2015

Financial statements

Annual report 2015 9

Consolidated statement of cash flow

(SEK 000) NoteJan 1, 2015

– Dec 31, 2015Jan 1, 2014

– Dec 31, 2014Jan 1, 2013

– Dec 31, 2013

Operating activitiesOperating loss –70,283 –54,493 –32,111Adjustments for non-cash items 20 7,262 2,395 1,095Interest received 0 62 41Interest paid –5 –4 –4Income tax paid –267 –3 –Cash flow from operation before changes in working capital –63,293 –52,043 –30,979

Cash flow from changes in working capitalChanges in operating receivables –1,095 577 –807Changes in operating liabilities 2,893 219 4,142Net cash flow from operating activities –61,495 –51,247 –27,644

Investment activitiesAcquisition of intangible assets 14, 20 – –32,295 –Cash flow from investing activities – –32,295 –

Financing activitiesNew share issue 70,000 95,429 34,101Issue expenses –107 –122 –22Cash flow from financing activities 69,893 95,307 34,079

Cash flow for the year 8,398 11,765 6,435Cash and cash equivalents at beginning of the year 23,011 11,151 4,716Exchange-rate difference in cash and cash equivalents –5 95 –Cash and cash equivalents at the end of the year 20 31,404 23,011 11,151

Page 12: Wilson Therapeutics Annual Report 2015

Financial statements

10 Annual report 2015

Notes to concolidated statements

Note 1 Accounting policiesThis Annual Report and the consolidated financial statements comprise the Parent Company Wilson Therapeutics AB (Wilson), corporate registration number 556893-0357, and its subsidiaries . The main operation of the Group is the development of pharmaceu-tical products .

The Parent Company is a joint stock company registered at and with a registered office in Stockholm, Sweden . The address of its headquarters is Västra trädgårdsgatan 15, SE-111 53, Stockholm, Sweden .

On March 21, 2016, the Board of Directors approved this Annual Report and the consolidated financial statements, which will be presented for approval at the Annual General Meeting on April 4, 2016 .

Applied regulationsThe consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) published by the International Accounting Standards Board (IASB) as established by the EU . In addition, the consolidated financial state-ments comply with the recommendation of the Swedish Financial Reporting Board RFR 1, Supplementary Accounting Regulations for Groups .”

The accounting policies detailed below were, unless otherwise specified, applied consistently in all periods presented in the consol-idated financial statements . The Group’s accounting policies have been consistently applied by the companies in the Group .

This is the Group’s first financial report in accordance with IFRS with a transition date set for January 1, 2013 . The Group previously applied BFNAR 2012:1 “Annual report and consolidated financial statements” (K3) . The transition to IFRS was carried out in accord-ance with IFRS 1 - first-time adoption of IFRS . The transition to IFRS is described in more detail in Note 27 Transition to IFRS .

Measurement basesAssets, provisions and liabilities are based on acquisition value (cost) unless otherwise stated .

CurrencyFunctional currency is the currency of the primary economic environ-ments in which the company operates . The Parent Company’s func-tional currency is Swedish kronor (SEK), which is also the reporting currency for the Parent Company and the Group . Accordingly, the financial statements are presented in SEK . All amounts, unless other-wise stated, are rounded off to the nearest thousand (SEK 000) .

New or revised IFRSs that have not yet been appliedA number of new or revised IFRSs will come into effect in forthcoming fiscal years but were not applied prospectively when preparing these financial statements . The Group does not plan to prospectively apply new standards or amendments to standards . The IFRSs expected to have an impact or which could have a potential impact on the consolidated financial statements are described below . Alongside the IFRSs described below, other new aspects approved by the IASB are not expected to have any impact on the consolidated financial statements .

IFRS 9 will replace IAS 39, “Financial instruments: Recognition and measurement” . This contains rules for classifying and measuring financial assets and liabilities, impairment of financial instruments and hedge accounting . The standard will apply from January 1, 2018 . Wilson has not yet evaluated the new standard but its initial assess-

ment is that it will not have any material impact on the consolidated financial statements . The EU has not yet approved the standard .

IFRS 15 Revenue from Contracts with Customers will replace all previously published standards and interpretations governing revenue . IFRS 15 therefore contains a combined model applicable to all revenue recognition . The idea behind the standard is that everything begins with a contract of sale for a product or service between two parties . Initially, a customer contract should be iden-tified that generates an asset for the seller (rights, a promise to receive reimbursement) and a liability (obligation, a promise to supply products/services) . According to the model, revenue should then be recognized, thereby showing that the obligation to supply the promised products or services to the customer has been fulfilled . Additionally, the financial statements will be impacted via consider-ably expanded disclosure requirements . The standard will apply from January 1, 2018 . In 2016, work will begin on evaluating what effects the new standard will have on the consolidated profit or loss and financial position . The EU has not yet approved the standard .

IFRS 16 will be replacing IAS 17 from the 1st of January 2019 . There is currently no information available regarding when the EU will approve the standard, and currently no decision has been made regarding when or how the standard will be applied . Assessment of the effects of the standard has not yet been performed .

ClassificationFixed assets and non-current liabilities primarily consist of amounts that are expected to be recovered or paid more than 12 months after the balance-sheet date . Current assets and current liabilities primarily consist of amounts that are expected to be recovered or paid within 12 months from the balance-sheet date .

ConsolidationSubsidiariesSubsidiaries are companies that are subject to the controlling influ-ence of Wilson Therapeutics AB . An investor has a controlling influ-ence over a company when the investor is exposed to, or has rights to, variable returns from its involvement with the company and has the ability to affect those returns through its influence .

The subsidiary is accounted for in accordance with the acquisi-tion method . The method entails an acquisition of a subsidiary being treated as a transaction through which the Group indirectly acquires the subsidiary’s assets and assumes its liabilities . The fair value of acquired identifiable assets on the acquisition date is established in the acquisition analysis, along with assumed liabilities and any non-controlling interests . Transaction expenses that occur, with the exception of transaction expenses attributable to the issue of equity instruments or promissory instruments, are recognized directly in profit or loss for the year . In the case of business combinations in which the transferred payment exceeds the fair value of separately acquired assets and assumed liabilities, the difference is recognized as goodwill .

Subsidiaries’ financial statements are fully consolidated from the date of acquisition through the date on which control ceases .

Transactions eliminated at consolidationIntra-Group receivables and liabilities, revenue and expenses and unrealized gains or losses that arise from transactions between Group companies are eliminated in their entirety when preparing the consolidated financial statements . Unrealized gains are eliminated in the same way, but only to the extent that there is no impairment requirement .

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Financial statements

Annual report 2015 11

Foreign exchange translationTransactions in foreign currencyForeign currency transactions are translated into the functional currency using the exchange rate prevailing on the dates of the transactions . Foreign currency monetary transactions and liabilities are translated into the functional currency using the exchange rate prevailing on the balance-sheet date . Exchange-rate differences that arise in translation are recognized in profit or loss . Foreign exchange gains and losses in terms of operating receivables and operating liabilities are recognized in operating profit or loss, while foreign exchange gains and losses in terms of financial receivables and liabil-ities are recognized as financial items .

Translation of foreign operationsAssets and liabilities in foreign operations are translated from the foreign operations’ functional currency into the Group’s reporting currency, SEK, using the exchange rate prevailing on the balance-sheet date . Revenue and expenses from foreign operations are translated into SEK using an average exchange rate that represents an approximation of the exchange rates available on the respective transaction date . Translation differences that occur when translating the financial statements of foreign operations are recognized directly in other comprehensive income and accumulated in a separate component in shareholders’ equity termed “Translation reserve .”

RevenueThe Group recognizes revenue when the amount can be measured in a reliable way, when it is likely that there will be future benefits for the company and when specific criteria have been fulfilled for each of the Group’s operations . Revenue includes the fair value of what has been paid or will be paid for sold services as part of the Group’s ongoing operations . Revenue is recognized excluding VAT, returns and discounts and after elimination of intra-Group sales .

In 2013 and 2014, Wilson Therapeutics received less revenue from sales royalties in Europe from the company’s product Decu-prate . During this period, the European sales rights for the product were owned by Medical Need Europe AB . This company sold the product via licensed sales without market approval to a small number of patients, and it was therefore obligated to pay royalties to the company . In 2014, Wilson Therapeutics acquired the European rights for the product and the royalty payments therefore ceased .

Financial incomeFinancial income consists of interest income and foreign exchange gains . Interest income is recognized in accordance with the effective interest method . Effective interest is the interest that discounts esti-mated future receipts and payments during a financial instrument’s anticipated duration to the financial asset’s or liability’s recognized net value . The calculation contains all costs included in the effective interest paid by the parties to the contract, transaction costs and all other premiums and discounts .

Dividends received are recognized when the right to receive a divi-dend has been established .

Foreign exchange gains and losses are netted .

Employee benefitsCurrent benefitsCurrent employee benefits such as salaries, social security costs, vacation pay and bonuses are expensed during the period in which employees perform the service .

PensionsThe Group’s pension obligations consist solely of defined-contri-bution plans . A defined-contribution pension plan is a pension plan according to which the Group pays fixed premiums to a separate legal entity . The Group does not have any legal or informal obligation to pay further premiums if this legal entity does not have sufficient assets to pay the full remuneration to employees corresponding to their service during the current or previous periods . The Group there-

fore has no further risk . The Group’s obligations relating to fees for defined-contribution plans are expensed in profit or loss as they are accrued due to the employee performing services for the Group over a period .

Severance payAn expense for remuneration in connection with termination of employment of personnel is recognized only if the company is unquestionably obligated, without any realistic possibility of with-drawal, by a formal detailed plan to eliminate a position in advance of when that position would normally expire . When remuneration is paid as an offer to encourage voluntary termination of employment, a cost for this is recognized if it is probable that the offer will be accepted and the number of employees that will accept the offer can be reliably estimated .

Option programShare-based payments at the company refer to the employee stock option program that is regulated using equity instruments .

The fair value of share-based payments is recognized as a personnel cost . The fair value of employee stock options is estab-lished at the time of allocation using the Black & Scholes model for the pricing of options . The cost is recognized, together with a corre-sponding increase in shareholders’ equity, during the period in which the performance and vesting conditions are fulfilled, up to the date on which the employees in question are fully entitled to the payment .

The accrued expenses recognized on each reporting occasion show how much of the vesting period has passed, with an estima-tion of the number of share-based instruments that will finally be fully vested .

Social-security costs attributable to share-based instruments for employees, as remuneration for purchased services, are to be expensed over the periods in which the services were performed . The cost should then be calculated applying the same valuation model used when the options were allocated . The implemented provision is re-measured on each reporting occasion .

LeasingLeases where the lessor principally bears all of the risks and benefits linked to ownership are classified as operational . Leases agreements are expensed on a straight-line basis in profit or loss . Any incen-tives that have been received when signing the leases are taken into consideration . The Group only has leases recognized as operational .

Financial expensesFinancial expenses mainly consist of interest expenses on loans and foreign exchange losses . Interest expenses on loans are recognized in line with the effective interest method . Foreign exchange gains and losses are netted .

TaxesIncome taxes comprise current tax and deferred tax . Income taxes are recognized in profit or loss for the year except where the under-lying transaction is recognized in other comprehensive income or in shareholders’ equity, whereby the associated tax effect is recognized in other comprehensive income or shareholders’ equity .

Current tax is tax that is to be paid or recovered in respect of the current year, applying tax rates determined or announced at the balance-sheet date . Adjustment of current tax relating to previous periods is also recognized here .

Deferred tax is recognized in its entirety, in accordance with the balance-sheet method, for all temporary differences occurring between the taxable value of assets and liabilities and their carrying amounts . Furthermore, temporary differences are not recognized for shares in subsidiaries that are not expected to be reversed in the foreseeable future . Estimates of deferred tax are based on how underlying assets and liabilities are expected to be realized or settled . Deferred tax is calculated applying tax rates and legislation determined or announced at the balance-sheet date, and which are

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12 Annual report 2015

expected to apply when the deferred tax assets in questions are real-ized or the deferred tax liability is settled . Deferred tax assets are only netted against deferred tax liabilities if they can be paid using a net amount .

Deferred tax assets pertaining to deductible temporary differences and loss carryforwards are recognized to the extent that it is prob-able that they will be utilized . The carrying amount of deferred tax assets is reduced when it is no longer judged probable that they will be utilized . The Group only has acquired intangible assets .

Intangible assetsIntangible fixed assets in the Group comprise technology in the form of patents, licenses, product rights and other similar rights, which are measured at cost minus any accumulated amortization and impair-ment losses .

Patents, licenses, product rights and similar rights Intangible assets with a limited life are recognized at cost minus amortization and any impairment losses . Intangible fixed assets are systematically amortized over the estimated useful life of the asset . The useful life is reviewed at each accounting year-end and adjusted where necessary . When the amortizable amount of the asset has been established, the residual value of the asset is recognized where applicable .

Development costsDevelopment costs are capitalized when they fulfill the criteria set out in IAS 38 and are expected to represent significant amounts for the development initiatives as a whole . Development costs are otherwise expensed as normal operating costs . The most important capital-ization criteria are that the end product of the development work has a demonstrable future earning capacity or would lead to cost savings and cash flow, and that there are the technical and finan-cial conditions to fulfil the development work when it begins . Market approval has not yet been obtained and therefore no costs have been capitalized .

Acquired intangible assetsAcquired intangible assets within the group are recognized at acqui-sition cost net of accumulated depreciation and write-downs . The acquisition cost includes the purchase price as well as directly related expenses required to bring the asset to the location and condition necessary for it to operate in accordance with the purpose of the acquisition .

Amortization principlesOnce commercialization has begun, patents, licenses, product rights and other similar rights will be amortized on a straight-line basis over the anticipated useful life .

Tangible fixed assetsTangible fixed assets comprise equipment and this is recognized in the consolidated financial statements at cost, less a deduction for accumulated depreciation and any impairment losses . The cost includes the purchase price and expenses directly attributable to the asset to bring the asset to the site and in the working condition for its intended use .

The carrying amount of an asset is derecognized from the balance sheet when it is disposed of, divested, or when no future financial benefits are expected from the disposal/divestment of the asset . Profit or loss arising from divestment or disposal of an asset comprises the difference between the selling price and the asset’s carrying amount, less deductions for direct selling expenses . Profit or loss is recognized as other operating revenue/costs .

Depreciation principlesDepreciation is calculated on a straight-line basis over the estimated useful life of the asset . The estimated useful life of the Group’s equip-ment is five years . The depreciation methods, residual values and useful lives are reviewed at the end of each year .

Impairment of non-financial assetsAssets that have an indefinite useful life or are not ready to be utilized, for example the Group’s intangible assets that have not yet begun to be amortized, are tested at least once annually to determine a poten-tial impairment requirement and when an indication of an impairment requirement may occur . Assets that are subject to amortization are reviewed for impairment whenever events or changes in circum-stances indicate that the carrying amount is not recoverable .

An impairment loss is recognized in the amount by which the asset’s carrying amount exceeds its recoverable amount . The recov-erable amount is the higher of an asset’s fair value minus costs of disposal and value in use . For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows (cash-generating units) .

To test the value of intangible fixed assets, Wilson Therapeu-tics uses a probability-adjusted cash flow model . The valuation of ongoing development projects is calculated by estimating the present value of and probability-adjusting the anticipated future cash flows in order to take development risks into account . The valuation takes cash flow for the next 20 years into account, but does not involve calculating any residual value thereafter .

Previously recognized impairment losses are reversed if the recov-erable amount is deemed to exceed the carrying amount . Reversal does not take place, however, if the amount is greater than what the carrying amount would have been if the impairment loss had not been recognized in previous periods . However, impairment of good-will is never reversed .

Financial instrumentsA financial asset or financial liability is recognized in the balance sheet when the Group is party to the contractual conditions of the instru-ment . Accounts receivable are recognized when the invoice has been sent . Liabilities are recognized when the other contracting party has fulfilled its obligations and payment is due, although the invoice has not yet been received . Accounts payable are recognized when the invoice is received .

A financial asset is derecognized from the balance sheet when the contractual rights are realized, expire or the Group loses control over them . This also applies to parts of financial assets . A financial liability is derecognized from the balance sheet when the contractual obliga-tion is met or is extinguished in another way . This also applies to parts of financial liabilities .

Financial assets and liabilities are offset and the net amount recognized in the balance sheet when there is a legally enforceable right to offset the amounts and when there is an intention to settle the items on a net basis or realize the asset and settle the liability simultaneously .

Acquisition and divestment of financial assets are recognized on the transaction date . The transaction date is the date on which the company commits to the acquisition or divestment of the asset .

Financial instruments are initially recognized at cost representing the fair value of the instrument, with transaction costs added for all financial instruments at the Group . A financial instrument is classified on initial recognition based on the purpose for which the instrument was acquired . The classification determines how the financial instru-ment is measured following the initial recognition . The Group holds financial instruments in the following categories:

– Loans and accounts receivables– Other financial liabilities

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Annual report 2015 13

Loans and accounts receivablesLoans and accounts receivables are financial assets that do not comprise derivatives and have fixed or determinable payments that are not quoted on an active market . Assets in this category are measured at amortized cost . Amortized cost is based on the effec-tive interest calculated at the date of acquisition .

Other financial liabilitiesLoans and other financial liabilities are included in this category . Liabilities are measured at amortized cost .

Impairment of financial assetsThe Group assesses at the end of each reporting period whether there is objective evidence that there is an impairment requirement for a financial asset or group of financial assets . A financial asset or a group of financial assets has an impairment requirement and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that a loss event (or events) has an impact on the estimated future cash flows of the finan-cial asset or group of financial assets that can be reliably estimated .

The criteria used by the Group to establish whether there is objec-tive evidence of an impairment requirement include if the issuer or debtor is experiencing significant financial difficulties, a contract breach such as default or delinquency in interest or principal payments, or if it is probable that the borrower will enter bankruptcy or other financial reorganization .

For the loans and receivables category, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted to the finan-cial asset’s original effective interest rate . The carrying amount of the asset is reduced and the amount of the loss is recognized in the Group’s profit or loss .

If, in a subsequent period, the impairment amount decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impair-ment loss is recognized in the consolidated profit or loss .

Cash and cash equivalentsCash and cash equivalents comprise liquid funds .

Dividend distributionDividends paid to the Parent Company’s shareholders are recog-nized as liabilities in the consolidated financial statements for the period in which the dividend has been approved .

ProvisionsA provision differs from other liabilities in that there is uncertainty regarding the payment date or the size of the amount to be used to settle the provision . A provision is recognized in the balance sheet when there is an existing legal or informal obligation resulting from past events and it is probable that an outflow of financial resources will be required to settle the obligation and the amount can be reli-ably estimated . Provisions are made using the amount representing the best estimate of what is required to settle the current obligation on the balance-sheet date . When the effect of the timing of when the payment will be made is significant, provisions are calculated by discounting the anticipated future cash flows .

Contingent liabilitiesA contingent liability is recognized when a possible commitment exists arising from events that have occurred, the validity of which can only be confirmed by the occurrence or absence of one or more uncertain future events, or where there is a commitment not recognized as a liability or provision due to the low probability that an outflow of resources will be required .

Note 2 Assessments and estimatesThe preparation of the financial statements in accordance with IFRS requires company management to make assessments and evalua-tions that affect the application of the accounting policies and the carrying amounts of assets, liabilities, revenue and expenses . The actual outcome could deviate from these estimates .

The estimates and assumptions are tested continuously . Changes to the estimates are recognized in the period in which the change is made if it is the only period affected by the change, but if it also affects future periods, it is recognized in the period the change is made and in future periods .

Important assessmentsSignificant accounting assessments conducted when applying the Group’s accounting policies refer to the Group’s accounting assess-ment of additional purchase considerations when acquiring assets . In 2014, Wilson Therapeutics acquired assets in TTM Europe Devel-opment AB, encompassing the European rights to the company’s product, Decuprate . According to the acquisition agreement, Wilson Therapeutics is to pay a purchase consideration of EUR 4 .5 M once the product has been approved for sale on the European market . IAS 38 (Intangible assets) lacks guidance on how to recognize addi-tional purchase considerations when acquiring assets when the purchaser has the opportunity to influence the outcome of the future additional purchase consideration . A policy choice was therefore made, meaning that the additional purchase consideration is not included in the initial recognition of intangible assets as the company can influence the outcome of the consideration in its totality . For more information, see Note 26 “Pledged assets and contingent liabilities” .

Major sources of uncertainty in the estimatesThe sources of uncertainty in the estimates entailing a significant risk that the assets or liabilities value might need to be adjusted to a large extent during the forthcoming fiscal years include impairment testing of intangible assets with indefinite useful lives .

Impairment testing of intangible assets with indefinite useful lives and of intangible assets that are not ready to be utlilizedWhen impairment testing intangible assets with indefinite useful lives, a number of significant assumptions and assessments must be taken into account in order to calculate a recoverable amount . These assumptions and assessments relate to: expected selling price for the company’s product, Decuprate, expected market penetration, expected development, sales and marketing costs and expected likelihood that the product will pass the remaining stages of develop-ment . The assumptions are based on industry and market-specific data and are produced by the company’s management and reviewed by the Board . For more information about impairment testing of intangible assets with indefinite useful lives, see Note 14 .

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Note 3 Operating segmentsWilson does not divide its operations into different segments; instead the Group’s entire operations are treated as one segment . This division reflects the company’s internal organization and reporting system . Wilson Therapeutics’ chief operating decision-maker is the CEO .

Consolidated net sales are distributed across the following geographical markets, based on where the customers are located . Revenue in 2013 and 2014 stems from royalties paid by Medical Need Europe AB .

2015 2014 2013

Sweden – 91 301

The Group’s intangible and tangible fixed assets relate solely to Swedish companies .

2015 2014 2013

Sweden 64,645 64,659 32,398

Note 4 Other operating revenueOther operating revenue totaling SEK 35 thousand (SEK 101 thou-sand, SEK 0) refers to currency exchange differences and onward invoicing of purchases .

Note 5 Auditors’ fees2015 2014 2013

Ernst &Young ABAuditing assignments 208 – –Other auditing activities 25 – –Tax consultancy services – – –Other services 821 – –

1,054 – –

Other officesAuditing assignments 6 114 99Other auditing activities 8 22 –Tax consultancy services – 73 –Other services – 255 202

14 464 301

Note 6 Expenses by nature2015 2014 2013

Other external costs 46,613 42,335 24,291Personnel costs 23,691 12,340 8,041Depreciation, amortization and impairment 14 11 14Other operating costs – – 66

70,318 54,686 32,412

Note 7 LeasesOperating lesseeLeasing expenditure for the year concerning operational leases mainly comprise rent for premises and office equipment . The lease governing premises at the Parent Company runs until December 31, 2015 with the option of being extended by one year . The lease has been extended for 2016 . The rent is increased by 2% per year .

Future payment commitments as of December 31 for operating leases are divided up as follows:

2015 2014 2013

Future minimum lease paymentsNo later than 1 year 287 282 –Between 1–5 years – – –Later than 5 years – – –

287 282 –

Leasing expenditure for the year concerning operational leases amounted to: 373 354 285

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Note 8 Employees and personnel costsAverage number of employees

2015 2014 2013

No. of employees

Of which men

No. of employees

Of which men

No. of employees

Of which men

Parent CompanySweden 3 80% 4 50% 4 50%Switzerland 1 100% 1 100% 0 0%

4 83% 5 60% 4 50%

SubsidiariesUnited States 2 0% 1 100% 1 100%

2 0% 1 100% 1 100%

Group total 6 71% 6 67% 5 60%

Salaries and other remuneration, pension costs and social security costs for the Board, senior executives and other employees

2015 2014 2013

Salaries and other

remuneration

Social security costs (of which pension costs)

Salaries and other

remuneration

Social security costs (of which pension costs)

Salaries and other

remuneration

Social security costs (of which pension costs)

Parent CompanyThe Board and senior executives 11,083 5512 5,353 2,455 4,163 2,295

(1,724) (718) (680)Other employees 416 148 346 133 258 94

(16) (14) (11)SubsidiariesThe Board and senior executives 6,197 204 3,737 129 1,303 70

(8) (117) (70)Total 17,696 5,864 9,436 2,717 5,724 2,459

(1,748) (849) (761)

Recognized salary expenses related to the stock options program amounted to SEK 4,963 thousand (1,669, 674)

Senior executives include members of the Board, the CEO and other senior executives .

Gender distribution among senior executivesDec 31, 2015 Dec 31, 2014 Dec 31, 2013

Proportion of women on the Board 17% 0% 0%Proportion of men on the Board 83% 100% 100%Number of women among other senior executives 14% 20% 25%Number of men among other senior executives 86% 80% 75%

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16 Annual report 2015

Information regarding remuneration to the Board and senior executives

Basic salary, Board fee

Pension costs

Variable remuneration

Share-based remuneration

Other remuneration Total

2015Chairman of the BoardHugh Rienhoff (until Nov . 2015) 375 – – 377 – 752Andrew Kay (from Nov . 2015) 125 – – 588 – 713

Members of the Board*Hans Schikan 62 – – 642 – 704

Senior executivesCEO 2,293 550 286 1,170 – 4,299Other senior executives (6 individuals) 8,744 1,182 483 2,135 12,544of which subsidiaries 4,946 8 188 311 – 5,453Total 11,599 1,732 769 4,912 – 19,012

Basic salary, Board fee

Pension costs

Variable remuneration

Share-based remuneration

Other remuneration Total

2014Chairman of the Board*Hugh Rienhoff 524 – – 495 – 1,019

Senior executivesCEO 1,551 330 – 358 – 2,239Other senior executives (4 individuals) 5,064 506 301 797 – 6,668of which subsidiaries 2,534 117 183 – – 2,834Total 7,139 836 301 1,650 – 9,926

Basic salary, Board fee

Pension costs

Variable remuneration

Share-based remuneration

Other remuneration Total

2013Chairman of the Board*Hugh Rienhoff 167 – – 244 – 411

Senior executivesCEO 1,008 302 325 183 – 1,818Other senior executives (3 individuals) 3,065 447 230 244 – 3,986of which subsidiaries 1,303 71 – – – 1,374Total 4,240 749 555 671 – 6,125

* In addition to the board members above Genghis Lloyd-Harris, Bali Muralidhar, Mårten Steen and Dina Chaya were board members in 2015; Genghis Lloyd-Harris, Bali Muralidhar, Mårten Steen, Björn Odlander, Chandler Robinson and Peder Walberg were board members in 2014; Mårten Steen, Björn Odlander, Chandler Robinson and Peder Walberg were board members in 2013 . None of these board members received any remuneration during these years .

Note 8 (cont)

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Annual report 2015 17

Remuneration of senior executivesRemuneration of the CEO and other senior executives consists of basic salary, pension benefits, variable remuneration and employee stock options . “Other senior executives” refers to the five people who, together with the CEO, comprise the Executive Management Team . “Other senior executives” refer to the Chief Financial Officer, Chief Medical Officer, Chief Scientific Officer, VP Clinical Operations and VP Chemical Manufacturing and Control .

PensionsAll pension obligations are defined-contribution plans . The retirement age of the CEO is 65 years and the pension premium corresponds to the stipulations of the ITP plan . Pension obligations to other senior executives in Sweden is to correspond to the stipulations of the ITP plan and for senior executives abroad to market terms in the rele-vant country . The retirement age for the other senior executives is 65 years . There are no further pension obligations .

Variable remunerationVariable remuneration relates to a variable bonus based on a fixed proportion of the base salary . The amount is based on a qualifying period of one year and is dependent upon the individuals’ fulfillment of predetermined personal and corporate targets . The maximum payment to the CEO amounts to 30% of basic salary and 20% of basic salary for other senior executives .

Employee stock optionsWilson Therapeutics AB has an outstanding employee stock option program . Board members, the CEO, other senior executives and certain employees who are not a part of the Executive Management Team are included in the program . Granted stock options must be vested through continuous employment during the vesting period in order to be exercised . If an employee leaves the company, the granted stock options that have not yet been vested are forfeited . A vested employee stock option entitles the owner to subscribe for shares in Wilson Therapeutics AB at an established exercise price . The exercise price is equal to the quotient value of a common share, and participants have not paid any options premium . For more infor-mation about the employee stock options program, see Note 9 Options .

Severance payA mutual notice period of six months applies for the CEO in the event of employment termination . The CEO is not entitled to specific sever-ance pay and instead will receive a salary during the notice period . A mutual notice period of three to six months applies between the company and other senior executives, during which time salary is paid . No severance pay is provided for members of the Board .

Note 9 OptionsWilson Therapeutics AB has an employee stock option program . Board members, the CEO, other senior executives and certain employees who are not a part of the Executive Management Team are included in the program . Certain consultants have also been granted options . Granted stock options are vested through contin-uous employment during the vesting period in order to be exercised . The options can only be exercised if the company is listed on a stock exchange or sold in its entirety in another way . The vesting period has a total duration of 4 years following the date the options are granted, and a quarter of the options are vested on the first four anniversa-ries of the date the options were granted if the holder is still active in the company . If an employee leaves the company, the granted stock options that have not yet been vested are forfeited . A vested employee stock option entitles the owner to subscribe for shares in Wilson Therapeutics AB at an established exercise price . In the event of a direct sale to a new owner, all granted but non-forfeited options are immediately vested . The exercise price is equal to the quotient value of a common share, and participants have not paid any options premium . Employee stock options expire ten years after the date they were granted if they have not been exercised by this time .

Employee stock options are valued according to the Black & Scholes model, which means the value of the employee stock options depends on the value of the underlying share, which in this case is the common share . As quoted prices are not available for the underlying share, the value has been calculated based on the most recently conducted transactions involving the company’s preference shares with an external party . The volatility is based on an estimated average for comparable listed companies . The risk-free interest rate is at the same level as 10-year Swedish government bonds .

The total cost of the stock option program for each fiscal year, along with issued employee stock options at the end of each fiscal year, is given below . Total cost refers to the costs of the stock option program recognized in profit or loss, including social security costs . Accumulated total outstanding refers to the total number of employee stock options granted to employees that have not been forfeited, while accumulated total vested refers to the number of employee stock options that have been vested at each year-end date .

Fiscal year Total cost

2013 1,080,6462014 2,384,9542015 7,238,052

Allotted employee stock options

Accumulated number

outstanding

Accumulated number vested

At Dec 31, 2013 23,600 4,950At Dec 31, 2014 52,800 10,850At Dec 31, 2015 165,500 23,925

Note 8 (cont)

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18 Annual report 2015

Allotted per year, employee stock options

No. of outstanding at

Dec 31, 2015Exercise

rate

Value per allotted option,

spread

Value per allotted option,

weighted average

Volatility, spread

Value per share, weighted

average Expires

2012 19,300 1 .11 61 .59–61 .60 61 .59 60% 63 2022 2013 2,050 1 .11 86 .61–108 .56 90 60% 91 2023 2014 26,700 1 .11 130 .37–134 .19 133 60% 134 2024 2015 117,450 1 .11 164 .59–177 .11 171 60% 172 2025

In 2015, the company allotted 117,450 employee stock options, of which the 73,000 were allotted to the CEO and other senior executives, corresponding to 62% . 4,750 options were forfeited, all of which belonged to other senior executives . Changes to and holdings of stock options on the balance-sheet date are shown below for the CEO, members of the Board, other senior executives and other employees and consultants .

Holders

Number outstandingJan 1, 2013

Granted/forfeited

Number outstanding

Dec 31, 2013Granted/forfeited

Number outstanding

Dec 31, 2014Granted/forfeited

Number outstanding

Dec 31, 2015

Jonas Hansson, CEO 7,500 – 7,500 5,000 12,500 24,800 37,300Chairman of the Board Andrew Kay (from Nov . 2015) – – – – – 25,500 25,500Chairman of the Board Hugh Rienhoff (until Nov . 2015) 10,000 – 10,000 7,000 17,000 – 17,000Member of the Board Hans Schikan – – – – – 17,000 17,000Other senior executives 2,000 3,500 5,500 17,000 22,500 42,950 65,450Other employees & consultants 300 300 600 200 800 2,450 3,250

The company has issued 165,500 warrants held by the subsidiary Wilson Therapeutics Incentive AB as a hedge for delivering shares related to the stock options .

Note 10 Financial income2015 2014 2013

Interest income 0 62 410 62 41

Note 11 Financial expenses2015 2014 2013

Interest expense –5 –57 –4Exchange-rate differences –52 0 0

–57 –57 –4

Note 12 Tax on result for the year2015 2014 2013

Current tax –72 5 –Adjustment in respect of prior years –98 – –Change in deferred tax in terms of temporary differences 3 –3 –Recognized tax –167 2 –

Reconciliation of effective tax ratesLoss before tax –70,340 –54,488 –32,074Tax on the Parent Company according to current rates (22%) 15,475 11,988 7,056Effect of other tax rates for foreign subsidiaries 33 –1 –Tax relating to non-recognized deferred tax assets –15,652 –11,968 –6,919Expenses not deductible for tax purposes –36 –89 –179Revenue not subject to tax 111 72 42Tax brought forward from earlier years –98 – –Recognized tax –167 2 –

The Group has tax items relating to issue expenses that are recog-nized directly in shareholders’ equity .

Note 9 (cont)

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Annual report 2015 19

Information on deferred tax asset and tax liabilitiesThe tax effect of the temporary differences is specified in the table below:

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Deferred tax liabilitiesUntaxed reserves in legal entities – 3 –Carrying amount – 3 –

Specification of changes in deferred tax liabilities:

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Opening carrying amount 3 – –Changes in temporary differences –3 3 –Closing carrying amount of deferred tax liabilities – 3 –

Tax loss carryforwards for which deferred tax assets have not been recognized in profit or loss amounted to SEK 163,184 thousand (91,932, 37,407), and these have no time limit . Deferred tax liabilities have not been recognized for these items, as it is unlikely that the Group will utilize them to settle future taxable profits .

Note 13 Earnings per share2015 2014 2013

Earnings per share before and after dilutionLoss for the year (SEK 000) attributable to the Parent Company’s shareholders –70,507 –54,486 –32,074Preference shares’ right to dividend for the fiscal year (SEK 000s) 10,011 6,447 1,537Loss for the year attribut-able to the Parent Compa-ny’s shareholders adjusted for preference shares (SEK 000s) –80,518 –60,933 –33,609Average number of ordinary shares in issue 145,000 145,000 145,000Earnings per share before dilution (SEK) –555 –420 –232

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conver-sion of all dilutive potential ordinary shares . These potential common shares are attributable to the options granted to senior executives and consultants between 2012 and 2015 . For further information, see Note 9 . If there is a loss for the year, the options are not treated as dilutive . Neither are the options considered dilutive if the exercise rate, including the addition of the value of remaining future services to be recognized during the vesting period, exceeds the average trading price for the period . There is no dilution effect for the stock option program as there was a loss for the year, as demonstrated above .

For more information about the changes to the number of outstanding shares, see Note 22 Shareholders’ equity .

Note 12 (cont)

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Note 14 Patents, licenses, product rights and similar rights

Dec 31, 2015

Dec 31, 2014

Dec 31, 2013

Opening cost 64,632 32,360 32,360Acquisitions for the year – 32,272 –Closing accumulated cost 64,632 64,632 32,360

Closing carrying amount 64,632 64,632 32,360

Acquired assetsWilson Therapeutics acquired the rights to the company’s product, Decuprate, in 2012 . The company thereby entered into a licensing agreement as licensee with the University of Michigan concerning the patent developed by the University of Michigan . Once the product has been approved and is launched, Wilson Therapeutics will, according to the agreement, pay royalties to the University of Michigan amounting to 3% of global sales of Decuprate . In addition, milestone payments will be payable if sales reach specific, predeter-mined milestones .

In 2014, Wilson Therapeutics acquired assets in TTM Europe Development AB from Medical Need Europe AB, encompassing the European rights to the company’s product, Decuprate . According to the acquisition agreement, Wilson Therapeutics is to pay a purchaseconsideration of EUR 4 .5 M once the product has been approved forsale on the European market . Once the product has been approvedand is launched, Wilson Therapeutics will additionally pay royalties to Medical Need Europe AB amounting to 4% of European sales of Decuprate .

See note 20 and 26 for further information about the acquisitions .

Impairment testingTo test the value of intangible fixed assets, Wilson Therapeutics uses a probability-adjusted cash flow model . The valuation of ongoing development projects is calculated by estimating the present value of and probability-adjusting the anticipated future cash flows in order to take development risks into account . The valuation takes cash flow for the next 20 years into account, but does not involve calculating any residual value thereafter . The valuation model corresponds to level 3 in accordance with IFRS 13 and encompasses the significant assumptions below:

•   Revenue and cost forecasts over a 20-year period for the develop-ment projects Wilson Therapeutics is working on .

•   Revenue is calculated based on forecasts of the total size of the market, anticipated market share of the product, estimated price level, royalty levels and, in some cases, also milestone payments . The size of the market, royalty levels and the value of milestone payments derive from secondary sources, accepted industry assumptions and assumptions made by Wilson Therapeutics .

•   The costs involve development costs as well as direct and indirect project costs based on Wilson Therapeutics’ business plan .

•   The  present  value  of  cash  flows  is  estimated  and  adjusted  to reflect probability of success of the project . This probability is based on accepted assumptions regarding the possibility of a corresponding product reaching the market and is estimated at 38% (2014: 38%; 2013: 33%; opening balance 2013: 33%) . The weighted average cost of capital after tax is estimated at 15% (2014:15%; 2013:15%; opening balance 2013:15%) .

The most critical assumptions mainly consist of assumptions made about the size of the market, market share and probability . As with many pharmaceutical development projects, the results of develop-ment work may be digital insofar as the project can either be devel-oped according to plan or must be stopped altogether .

Where appropriate, the valuation has been calibrated against implemented share issues and issues planned to be implemented with external investors . No reasonable changes in applied estimates and assessments would result in impairment .

Amortization begins when the asset is able to be used, i .e . when it is in the right place and in the required condition to be used in the way intended by the company’s management . Amortization has not yet begun on the Group’s intangible assets .

Note 15 EquipmentDec 31,

2015Dec 31,

2014Dec 31,

2013

Opening cost 55 55 55Closing accumulated cost 55 55 55

Opening depreciation –28 –17 –3Depreciation for the year –14 –11 –14Closing accumulated depreciation –42 –28 –17

Closing carrying amount 13 27 38

Depreciation of tangible fixed assets is included in profit or loss in the sub-item “Sales and administrative expenses” .

Note 16 Non-current receivablesDec 31,

2015Dec 31,

2014Dec 31,

2013

Opening cost 54 54 54Closing carrying amount 54 54 54

Non-current receivables refer to deposits provided for renting premises .

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Annual report 2015 21

Note 17 Financial assets and liabilitiesFinancial assets and liabilities at December 31, 2015

Loans and receivables

Other financial liabilities

Total carrying amount

Financial assetsNon-current receivables 54 54Accounts receivable 4 4Other current receivables 231 231Cash and cash equivalents 31,404 31,404

31,693 31,693

Financial liabilitiesAccounts payable 3,119 3,119Other current liabilities 348 348Accrued expenses 3,878 3,878

7,345 7,345

Financial assets and liabilities at December 31, 2014Loans and

receivablesOther financial

liabilities Total carrying

amount

Financial assetsNon-current receivables 54 54Other current receivables 1 1Cash and cash equivalents 23,011 23,011

23,066 23,066

Financial liabilitiesAccounts payable 4,598 4,598Other current liabilities 255 255Accrued expenses 861 861

5,714 5,714

Financial assets and liabilities at December 31, 2013Loans and

receivablesOther financial

liabilities Total carrying

amount

Financial assetsNon-current receivables 54 54Accounts receivable 86 86Other current receivables 358 358Cash and cash equivalents 11,151 11,151

11,649 11,649

Financial liabilitiesAccounts payable 5,130 5,130Other current liabilities 168 168Accrued expenses 485 485

5,783 5,783

Financial assets and liabilities at December 1, 2013Loans and

receivablesOther financial

liabilities Total carrying

amount

Financial assetsNon-current receivables 54 54Other current receivables 0 0Cash and cash equivalents 4,716 4,716

4,770 4,770

Financial liabilitiesAccounts payable 2,015 2,015Other current liabilities 142 142Accrued expenses 171 171

2,328 2,328

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22 Annual report 2015

Fair value measurementIFRS 13, “Fair value measurement” contains a valuation hierarchy regarding inputs to the measurements . This measurement hierarchy is divided into three levels, which comprise:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilitiesLevel 2 – Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as price quotations) or indirectly (that is, derived from price quotations) .Level 3 – Inputs for the asset or liability that are not based on observ-able market data (that is, non-observable inputs)

For all of the aforementioned items, the carrying amount is an approx-imation of the fair value, which is why these items are not divided into levels in accordance with the valuation hierarchy .

Note 18 Financial risksThrough its operations, the Group is exposed to various types of financial risk; credit risks, market risks (foreign exchange risk, interest rate risk and other price risks) and liquidity risks . The Group’s overall risk management focuses on the unpredictability of the financial markets and strives to minimize potentially unfavorable conse-quences for the Group’s financial performance .

The Group’s financial transactions and risks are managed centrally by the Parent Company via the Group’s CFO and CEO . The overall goal in terms of financial risks is to maintain cost-effective financing and liquidity management, as well as to ensure that all payment obli-gations are processed at the right time .

The Board draws up written principles for the overall risk manage-ment and specific areas such as credit risk, foreign exchange risk, interest rate risk, refinancing risk, liquidity risk and the use of deriva-tive instruments and investment of excess liquidity . The Group does not currently use derivatives but permits foreign exchange hedging in some situations .

Credit risk Credit risk is the risk that the Group’s counterparty in a financial instrument cannot fulfil its obligation and thereby causes a financial loss for the Group . The Group’s exposure to credit risk is limited .

Credit risk for accounts receivableThe payment terms are up to 30 days depending on the counterparty .

The maturity analysis for due but unimpaired accounts receivable are indicated below . There is no provision for impaired receivables and no recognized credit losses .

Dec 31, 2015

Dec 31, 2014

Dec 31, 2013

Jan 1, 2013

Accounts receivable, not due 4 – 78 –Past due accounts receivable, 1–30 days – – 8 –Carrying amount 4 – 86 –

Market risksMarket risk is the risk that the fair value of or future cash flow from a financial instrument will vary due to changes in market prices . Market risks are divided up by the IFRS into three types: foreign exchange risk and other price risks . Foreign exchange risk is the market risk with the greatest impact on the Group . The Group does not currently have any loans or holdings that expose it to interest rate risks or any other price risks .

Foreign exchange riskForeign exchange risk is the risk that the fair value of or future cash flow from a financial instrument may vary due to changes in foreign exchange rates . The principal exposure stems from the Group’s purchasing in foreign currencies . This exposure is referred to as transaction exposure . Foreign exchange risks are also present in the translation of foreign operations’ assets and liabilities into the Parent Company’s functional currency, referred to as translation exposure .

Transaction exposureTransaction exposure from contractual payment flows in foreign currencies is limited in the Group . See the table below for the level of exposure in each currency .

(%)Operating

revenueOperating

costs

Foreign exchange exposure, 2015 USD 38%EUR 19%GBP 24%SEK 100% 13%Other 6%

(%)Operating

revenueOperating

costs

Foreign exchange exposure, 2014 USD 35%EUR 18%GBP 8%SEK 100% 39%Other 0%

(%)Operating

revenueOperating

costs

Foreign exchange exposure, 2013 USD 38%EUR 24%GBP 2%SEK 100% 35%Other 1%

As indicated in the table above, the Group’s main transaction expo-sure consists of USD, GBP and EUR . A 10% stronger USD against SEK would have a negative impact on result after tax and share-holders’ equity of approximately SEK 1,724 thousand (1,510, 745) . A 10% stronger GBP against SEK would have a negative impact on result after tax and shareholders’ equity of approximately SEK 1,083 thousand (310, 37) . A 10% stronger EUR against SEK would have a negative impact on result after tax and shareholders’ equity of approximately SEK 872 thousand, (744, 477) .

Translation exposureThe Group also has a translation exposure that occurs when trans-lating foreign subsidiaries’ profit or loss and net assets into SEK . This translation exposure is against USD, with exposure on the balance-sheet date here amounting to SEK 44 thousand (78) . A 10% stronger SEK against USD would have a negative impact on shareholders’ equity of approximately SEK 101 thousand (60) .

Note 17 (cont)

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Annual report 2015 23

Refinancing riskRefinancing risk refers to the risk that cash and cash equivalents are unavailable and that financing can only be obtained partially, not at all or at an elevated cost . Currently, the Group is financed by shareholders’ equity and is therefore not exposed to risks related to external loan financing . The main risks therefore entail the inability to obtain further contributions and investment from owners .

Liquidity riskLiquidity risk is the risk that the Group will encounter difficulties in fulfilling its obligations related to financial liabilities . The Board manages liquidity risks by continuously monitoring cash flow in order to reduce the liquidity risk and ensure solvency .

The Group’s contractual and undiscounted interest payments and financial liability repayments are shown in the table below . Amounts in foreign currencies have been translated into SEK at the closing rate on the balance-sheet date . Financial instruments with a vari-able interest rate have been calculated using the rate in effect on the balance-sheet date . Liabilities have been included in the earliest period during which repayment may be required .

Dec 31, 2015

<6 months

6–12 months

>12 months

Maturity analysisAccounts payable 3,119 – –Other current liabilities 348 – –Accrued expenses 5,481 900 410

2014-12-31

<6 months

6–12 months

>12 months

Maturity analysisAccounts payable 4,598 – –Other current liabilities 255 – –Accrued expenses 1,235 921 343

Dec 31, 2013

<6 months

6–12 months

>12 months

Maturity analysisAccounts payable 5,130 – –Other current liabilities 168 – –Accrued expenses 1,245 406 167

2013-01-01

<6 months

6–12 months

>12 months

Maturity analysisAccounts payable 2,015 – –Other current liabilities 142 – –Accrued expenses – 816 –

Note 19 Prepayments and other accrued revenueDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Prepaid rental expenses 81 72 88 36Prepaid insurance premiums 149 296 332 137Prepaid research and development costs 852 – – –Other prepaid expenses 11 – 11 –

1,093 368 431 173

SEK 809,000 is included in the item “Prepaid research and development costs” as an advance payment for clinical trials .

Note 18 (cont)

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24 Annual report 2015

Note 20 Cash and cash equivalentsDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Available balances 31,404 23,011 11,151 4,71631,404 23,011 11,151 4,716

Cash and cash equivalents refer to bank balances .

2015 2014 2013

Cash flow from non-cash items:Amortization 14 11 14Changes in provisions 2,230 716 407Employee stock options 5,007 1,668 674Other 11 – –

7,262 2,395 1,095

Acquisition of intangible assets:Purchase consideration – 32,108 –Acquisition costs – 273 –Cash and cash equivalents – –86 –Effect on cash in the acquired entity – 32,381 –

In 2014, 100% of the shares in TTM Europe Development AB were acquired . The acquisition price amounted to EUR 3 .5 M, which was paid in cash . The acquisition has been recognized as an asset acquisition .

Note 21 Group companiesShare

Company Principal activity 2015 2014 2013

Wilson Therapeutics AB Development of pharmaceutical products .Wilson Therapeutics Incentive AB Administrates incentive programs issued by the Parent Company . 100% 100% 100%Wilson Therapeutics USA, Inc Development of pharmaceutical products . 100% 100% 0%TTM Europe Development AB Acquisition of intangible assets . 100% 100% 100%

The company TTM Europe Development AB was acquired in 2014, see Note 20 . The composition of the Group was unchanged in 2015 .

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Annual report 2015 25

Note 22 Shareholders’ equityShare capital and other capital contributed

No. of class A preference

shares

No. of class B preference

shares

No. of common

sharesShare

capitalOther capital

contributed

At January 1, 2013 44,274 – 145,000 210 40,943Employee stock option program 673New share issue resolved July 2013 47,606 53 9,937New share issue resolved October 2013 114,730 128 23,961At December 31, 2013 206,610 – 145,000 391 75,514

Employee stock option program 1,669New share issue resolved April 2014 95,210 251,179 384 86,090New share issue resolved May 2014 33,929 38 8,848At December 31, 2014 301,820 285,108 145,000 813 172,121

Employee stock option program 5,007New share issue resolved May 2015 399,998 444 29,468New share issue resolved October 2015 400,000 445 39,536At December 31, 2015 301,820 1,085,106 145,000 1,702 246,132

Share capitalAt December 31, 2015, the registered share capital comprised 1,531,926 shares in line with the above distribution of share classes . Class B preference shares have preferential rights over class A preference shares and both take precedence over common shares, with an annual share dividend corresponding to 6% of the average offering price for all preference shares of each series . In addition, other share classes have equal rights to the company’s profit . Accumulated preemptive rights to dividends from class A and B preference shares amounted to SEK 18,299 thousand on December 31, 2015 (8,287 at December 31, 2014, 1,841 at December 31, 2013 and 304 at January 1, 2013) .

All shares have been fully paid and none are reserved for transfer . Each share carries one vote . The quotient value was SEK 1 .1 . (1 .1) . No shares are held by the company itself or its subsidiaries .

Other capital contributed Other capital contributed comprises capital contributed by the owners of the company, premiums when subscribing for shares, shareholders’ contributions and capital included from the stock option program .

Translation reserve The translation reserve contains all exchange rate differences that occur when translating financial statements from foreign operations .

2015 2014 2013

Translation reserveOpening carrying amount 78 0 –Change for the year 44 78 0Closing carrying amount 122 78 0

Capital managementThe Group’s aim in terms of capital structure is to maintain an optimal asset and capital structure over time that is well-adapted to the Group’s operations . Capital is defined as shareholders’ equity, which amounts to SEK 84,562 thousand (80,125, 37,504) . No financial targets have been expressed for the Group .

No amendments have been made to the Group’s capital management during the year . No Group companies are subject to external capital requirements .

Note 23 Non-current provisionsDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Social security costs linked to employee stock optionsAmount at the beginning of the year 1,217 501 94 –Provisions for the year 2,230 716 407 94

3,447 1,217 501 94

The company has issued 165,500 warrants held by the subsidiary Wilson Therapeutics Incentive AB as a hedge for delivering shares related to the stock options . For more information about employee stock options, see Note 9 Options .

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26 Annual report 2015

Note 24 Accrued expenses and deferred incomeDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Accrued salaries 981 189 758 –Vacation pay liability 900 856 309 98Social security costs 931 563 265 31Accrued research and development costs 2,876 612 194 –Other accrued expenses 1,103 279 292 687

6,791 2,499 1,818 816

As a result of the increased scale of clinical trial at the end of 2015, Accrued research and development costs increased compared with previous years .

Note 25 Related-party transactionsFor information about remuneration of senior executives, see Note 8 Employees and personnel costs .

A consulting agreement with previous Chairman of the Board Hugh Reinhoff has been in effect since 2015 . Services purchased from Hugh Reinhoff amounted to SEK 52 thousand in the subsidiary Wilson Therapeutics USA, Inc . All related-party transactions have been conducted at arm’s length .

Note 26 Pledged assets and contingent liabilities

Wilson Therapeutics acquired the rights to the company’s product, Decuprate, in 2012 . The company thereby entered into a licensing agreement as licensee with the University of Michigan concerning the patent developed by the University of Michigan . Once the product has been approved and is launched, Wilson Therapeutics will, according to the agreement, pay royalties to the University of Michigan amounting to 3% of global sales of Decuprate . In addition, milestone payments will be payable if sales reach specific, predeter-mined milestones: USD 2 .5 M when annual sales exceed USD 100 M; USD 3 .5 M when sales exceed USD 300 M and USD 6 M when annual sales exceed USD 800 M . In addition, milestone payments are payable in relation to the development of the product in the field of oncology; however since Wilson Therapeutics is not active in this area, such payments cannot fall due . The licensing agreement applies as long as the licensed patent is valid, meaning the agree-ment will expire in 2023 unless the patent is extended .

In 2014, Wilson Therapeutics acquired assets in TTM Europe Development AB from Medical Need Europe AB, encompassing the European rights to the company’s product, Decuprate . According to the acquisition agreement, Wilson Therapeutics is to pay a purchase consideration of EUR 4 .5 M once the product has been approved for sale on the European market . Once the product has been approved and is launched, Wilson Therapeutics will additionally pay royalties to the Medical Need Europe AB amounting to 4% of European sales of Decuprate . Royalties are to be paid for ten years following market approval or as long as the product has IP protection, if this protection is valid for longer than ten years following market approval .

From time to time, the Group is involved in various processes and legal procedures that occur in the course of daily business opera-tions . These demands relate to, but are not limited to, the commer-cial practices of the Group, personnel issues and tax issues . With regard to issues requiring provisions, the Group does not consider that these provisions will have any significant negative impact on the Group’s financial performance, based on information that is currently available .

There are no pledged assets in the Group .

Note 27 Transition to IFRS and error correction

These financial statements for the Group are the first to be produced applying IFRS . Wilson has not previously produced consolidated financial statements, with reference to the exception to requirements placed on consolidated financial statements for small companies (Swedish Annual Accounts Act 7 Section 3) . Annual reports previ-ously produced for the Parent Company were recognized in accord-ance with BFNAR 2012 Section 1 “Annual report and consolidated financial statements” (K3) . Since consolidated financial statements have not been published previously, there is no reconciliation between the Group in relation to previous principles and IFRSs . A number of errors were identified in previous financial statements in connection with the Parent Company’s transition from K3 to RFR 2 . The error corrections carried out at the Parent Company relate to a reversal of capitalized deferred tax of SEK 20,088 thousand, adjust-ments to share-based payments that had not been recorded in the proper manner in the statement, adjustments linked to acquisition and issue costs and staff related costs that have been recorded incorrectly .

The total net effect of the adjustments on shareholders’ equity in the Parent Company is summarized below:

Dec 31, 2014

Dec 31, 2013

Jan 1, 2013

Deferred tax –20,088 – –Share-based payments –505 –176 –94Other adjustments 1,112 839 336

–19,481 663 242

The corrections and adjustments made during the course of the Parent Company’s transition from K3 to RFR 2 have been taken into account, where applicable, in the opening balance sheet for IFRS . See Note 22 in the Parent Company for more information about the effects of error correction .

The accounting policies contained in Note 1 have been applied when producing the consolidated financial statements at December 31, 2015, as well as for the comparative information presented at December 31, 2014 and 2013 and when producing the statement concerning the period’s opening financial position at January 1, 2013 . The estimates produced in line with IFRS at January 1, 2013 correspond to the estimates produced in line with previously applied accounting policies .

Wilson has chosen to apply the transitional IFRS 1 rule, which means that accumulated translation differences that occur when translating foreign subsidiaries are restated at the beginning of the 2013 fiscal year . This provides relief compared with the establish-ment of accumulated translation differences in accordance with IAS 21, “The effects of changes in foreign exchange rates”, from the date on which a subsidiary was formed or acquired . The Group has chosen to restate all accumulated translation differences in the trans-lation reserve, and to reclassify them as retained earnings on the date of transition to IFRS .

No other voluntary or enforced exceptions from retroactive appli-cation of IFRS have been applied by the Group .

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Annual report 2015 27

Note 28 Events after the balance-sheet dateShare issue implementedIn March 2016, a share issue was implemented . The issue contrib-uted SEK 40 .0 M before issuance expenses from the company’s main shareholders . The issue comprised 151,084 class B prefer-ence shares . The share issue was conditioned on patient enrollment evolving according to plan in the ongoing phase II clinical study and the share issue was implemented as the enrollment reached the preset targets .

Note 29 Definitions of key financial ratiosAdjusted shareholders’ equityShareholders’ equity with the addition of untaxed reserves reduced by deferred tax .

Equity ratioAdjusted shareholders’ equity as a percentage of total assets .

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28 Annual report 2015

Parent Company profit and loss statement

(SEK 000) NoteJan 1, 2015

– Dec 31, 2015Jan 1, 2014

– Dec 31, 2014Jan 1, 2013

– Dec 31, 2013

Net sales 2 – 91 301Gross profit – 91 301

Sales and administrative expenses 4,5 –17,180 –11,525 –8,670Research and development costs 4,5 –53,576 –43,462 –23,865Other operating revenue 3 35 101 –Other operating costs – – –66Operating result 6 –70,721 –54,795 –32,300

Result from financial itemsResult from shares in Group companies 7 –25 – –Other interest income and similar revenue items 8 0 62 41Interest expense and similar items 9 –57 –57 –3

–82 5 38

Loss after financial items –70,803 –54,790 –32,262

Tax on loss for the year 10 – – –Profit for the year –70,803 –54,790 –32,262

Parent Company statement of comprehensive income

(SEK 000) NoteJan 1, 2015

– Dec 31, 2015Jan 1, 2014

– Dec 31, 2014Jan 1, 2013

– Dec 31, 2013

Profit for the year –70,803 –54,790 –32,262

Other comprehensive income – – –Comprehensive loss for the year –70,803 –54,790 –32,262

Page 31: Wilson Therapeutics Annual Report 2015

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Annual report 2015 29

Parent Company balance sheet

(SEK 000) Note Dec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

ASSETSFixed assetsIntangible fixed assetsPatents, licenses, product rights and similar rights 11 32,360 32,360 32,360 32,360

32,360 32,360 32,360 32,360

Tangible fixed assetsEquipment 12 13 27 38 52

13 27 38 52

Financial fixed assetsShares in Group companies 13 32,431 32,431 50 50Other non-current receivables 14 54 54 54 54

32,485 32,485 104 104

Total fixed assets 64,858 64,872 32,502 32,516

Current assetsCurrent receivablesAccounts receivable 4 – 86 –Current tax assets 169 – – –Other current receivables 972 614 1,001 538Prepaid expenses and accrued revenue 1,092 368 431 172

2,237 982 1,518 710

Cash at bank and in hand 16 31,063 22,081 10,909 4,666Total current assets 33,300 23,063 12,427 5,376

TOTAL ASSETS 98,158 87,935 44,929 37,892

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30 Annual report 2015

(SEK 000) Note Dec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

SHAREHOLDERS’ EQUITY AND LIABILITIESShareholders’ equity 17Restricted shareholders’ equityShare capital 1,702 813 391 210

1,702 813 391 210

Unrestricted shareholders’ equityShare premium reserve 227,975 158,971 64,033 30,135Loss brought forward –75,223 –25,440 5,153 10,808Loss for the year –70,803 –54,790 –32,262 –6,328

81,949 78,741 36,924 34,615

Total equity 83,651 79,554 37,315 34,825

ProvisionsOther provisions 18 3,447 1,217 501 94

3,447 1,217 501 94Current liabilitiesAccounts payable 3,096 4,595 5,128 2,015Liabilities to Group companies 1,178 – – –Other current liabilities 346 255 168 142Accrued expenses and deferred revenue 19 6,440 2,314 1,817 816

11,060 7,164 7,113 2,973

Total liabilities 14,507 8,381 7,614 3,067

TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 98,158 87,935 44,929 37,892

MEMORANDUM ITEMSPledged assets 20 See note See note See note See noteContingent liabilities 20 See note See note See note See note

Parent Company balance sheet (cont)

Page 33: Wilson Therapeutics Annual Report 2015

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Annual report 2015 31

Statement of changes in Parent Company shareholders’ equity

(SEK 000) Share capitalShare premium

reserveLoss brought

forwardNet loss for

the year Total

Opening shareholders’ equity, Jan 1, 2013 210 30,135 10,808 –6,328 34,825

Transfer of previous year’s loss – – –6,328 6,328 –

Loss for the year – – – –32,262 –32,262Other comprehensive loss for the year – – – – –Comprehensive loss for the year – – – –32,262 –32,262

Transactions with owners:New share issue 181 33,920 – – 34,101Issue expenses – –22 – – –22Employee stock option program – – 673 – 673Total transactions with owners 181 33,898 673 – 34,752

Closing shareholders’ equity, Dec 31, 2013 391 64,033 5,153 –32,262 37,315

Opening shareholders’ equity, Jan 1, 2014 391 64,033 5,153 –32,262 37,315

Transfer of previous year’s loss – – –32,262 32,262 –

Loss for the year – – – –54,790 –54,790Other comprehensive loss for the year – – – – –Comprehensive loss for the year – – – –54,790 –54,790

Transactions with owners:New share issue 422 95,060 – – 95,482Issue expenses – –122 – – –122Employee stock option program – – 1,669 – 1,669Total transactions with owners 422 94,938 1,669 – 97,029

Closing shareholders’ equity, Dec 31, 2014 813 158,971 –25,440 –54,790 79,554

Opening shareholders’ equity, Jan 1, 2015 813 158,971 –25,440 –54,790 79,554

Transfer of previous year’s loss – – –54,790 54,790 –

Loss for the year – – – –70,803 –70,803Other comprehensive loss for the year – – – – –Comprehensive loss for the year – – – –70,803 –70,803

Transactions with owners:New share issue 889 69,111 – – 70,000Issue expenses – –107 – – –107Employee stock option program – – 5,007 – 5,007Total transactions with owners 889 69,004 5,007 – 74,900

Closing shareholders’ equity, Dec 31, 2015 1,702 227,975 –75,223 –70,803 83,651

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32 Annual report 2015

Parent Company statement of cash flow

(SEK 000) NoteJan 1, 2015

– Dec 31, 2015Jan 1, 2014

– Dec 31, 2014Jan 1, 2013

– Dec 31, 2013

Operating activitiesOperating loss –70,721 –54,795 –32,300Adjusted for non-cash items 16 7,251 2,395 1,095Interest received 0 62 41Interest paid –5 –4 –3Income tax paid –169 – –Cash flow from operating activities before changes in working capital –63,644 –52,342 –31,167

Changes in working capitalChanges in operating receivables –1,106 536 –808Changes in operating liabilities 3,891 52 4,139Net cash flow from operating activities –60,859 –51,754 –27,836

Investing activitiesAcquisition of shares in Group companies – –32,381 –Cash flow from investing activities – –32,381 –

Financing activitiesNew share issue 70,000 95,429 34,101Issue expenses –107 –122 –22Cash flow from financing activities 69,893 95,307 34,079

Cash flow for the year 9,034 11,172 6,243Cash and cash equivalents at beginning of the year 22,081 10,909 4,666Exchange-rate difference in cash and cash equivalents –52 – –Cash and cash equivalents at the end of the year 16 31,063 22,081 10,909

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Annual report 2015 33

Parent Company’s notes

Note 1 Accounting policiesThe Parent Company prepared its Annual Report in accordance with the Annual Accounts Act and the recommendations of the Swedish Financial Reporting Board RFR 2, “Accounting for Legal Entities .”

The differences between the Group’s and the Parent Company’s accounting policies are presented below . The accounting policies presented below for the Parent Company were applied consistently in all periods presented in the Parent Company’s financial state-ments, unless specified otherwise .

Changed accounting policiesThe Parent Company previously applied BFNAR 2012:1 “Annual report and consolidated financial statements” (K3) when producing the Annual Report . As a result of the Group’s transition to IFRS, the Parent Company will apply the Swedish Annual Accounts Act and RFR 2 from this year . The main effects of this are an increase in disclo-sure requirements and that the Parent Company is also required to submit all of its financial statements . A number of adjustments have been made in connection with the transition to RFR 2, see Note 22 Transition to RFR 2 and error correction .

Change in presentation form of income statementThe company previously used an income statement classified by costs . With respect to the company’s operations, an income state-ment classified by function provides a better analysis of profit or loss .

SubsidiariesParticipations in subsidiaries and associated companies are recog-nized by the Parent Company using the cost method . This implies that transaction costs are included in the carrying amount of partici-pations in subsidiaries .

Financial assets and liabilitiesDue to the relationship between accounting and taxation, IAS 39 rules governing financial instruments are not applied in the Parent Company as a legal entity; instead the Parent Company applies the cost method in accordance with the Annual Accounts Act . Finan-cial fixed assets are therefore measured in the Parent Company at cost less any impairment, and financial current assets in line with the lowest value principle .

LeasingIn the Parent Company, all leases are recognized in accordance with the regulations governing operational leasing .

Group and shareholder contributions Both received and provided Group contributions are recognized as appropriations in line with the alternative rule . Shareholder contribu-tions are recognized in the shareholders’ equity of the recipient and capitalized in the shares and participations of the donor, to the extent that impairment is not required .

Untaxed reservesWhen recognized in the Parent Company, untaxed reserves include deferred tax liabilities . However, in the consolidated financial state-ments, untaxed reserves are divided into deferred tax liability and shareholders’ equity .

Note 2 Net sales per geographical marketSince the company undertakes development of a pharmaceutical product candidate, only one line of business is recognized .

2015 2014 2013

Sweden – 91 301– 91 301

Note 3 Other operating revenueOther operating revenue totaling SEK 35 thousand (101, 0) refers to exchange rate differences and onward invoicing of purchases .

Note 4 Auditors’ fees2015 2014 2013

Ernst & Young ABAuditing assignments 208 – –Other auditing activities 25 – –Tax consultancy services – – –Other services 821 – –

1,054 – –

Other officesAuditing assignments 6 91 99Other auditing activities 8 22 –Tax consultancy services – 73 –Other services – 255 202

14 441 302

Note 5 LeasesLeasing expenditure for the year amounted to SEK 289 thousand (336, 285) . Future payment commitments as of December 31 for operating leases are divided up as follows:

2015 2014 2013

Future minimum lease paymentsNo later than 1 year 287 282 –Between 1–5 years – – –Later than 5 years – – –

287 282 –

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Financial statements

34 Annual report 2015

Note 6 Employees and personnel costsFor salaries and remuneration of employees and senior executives, along with information about the number of employees, see Note 8 for the Group . For information about employee stock options, see Note 9 Options for the Group .

Note 7 Result from shares in Group companies

2015 2014 2013

Write-down –25 – ––25 – –

The write-down is related to a shareholders’ contribution to the subsidiary Wilson Therapeutics Incentive AB .

Note 8 Other interest income and similar profit/loss items

2015 2014 2013

Interest income 0 62 410 62 41

Note 9 Interest expenses and similar profit/loss items

2015 2014 2013

Interest expense –5 –57 –3Exchange-rate differences –52 0 0

–57 –57 –3

Note 10 Tax on loss for the year2015 2014 2013

Current tax – – –Recognized tax – – –

Reconciliation of effective tax ratesLoss before tax –70,803 –54,790 –32,262Tax on the Parent Company according to current rates (22%) 15,577 12,054 7,098Tax relating to non-recognized deferred tax assets –15,673 –12,065 –7,091Expenses not deductible for tax purposes –38 –17 –12Revenue not subject to tax 111 1Tax attributable to share-holders’ equity items 23 27 5Recognized tax – – –

The Parent Company has tax items relating to share issue expenses that are recognized directly in shareholders’ equity .

Loss carryforwards for which deferred tax assets have not been recognized in profit or loss amounted to SEK 163,161 thousand (91,919, 37,406), and these have no time limit . Deferred tax assets have not been recognized for these items, because it is unlikely that the Group will utilize them to offset future taxable profits .

Note 11 Intangible assetsPatents, licenses, product rights and similar rights

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Opening cost 32,360 32,360 32,360Closing accumulated cost 32,360 32,360 32,360

Closing carrying amount 32,360 32,360 32,360

For information about intangible assets in the Parent Company, refer to the Group’s Note 14 Patents, licenses, product rights and similar rights .

Note 12 Tangible fixed assetsEquipment

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Opening cost 55 55 55Closing accumulated cost 55 55 55

Opening depreciation –28 –17 –3Depreciation for the year –14 –11 –14Closing accumulated depreciation –42 –28 –17

Closing carrying amount 13 27 38

Depreciation of tangible fixed assets is included in profit or loss in the sub-item “Sales and administrative expenses” .

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Financial statements

Annual report 2015 35

Note 13 Shares in Group companiesDec 31, 2015 Dec 31, 2014 Dec 31, 2013

Opening cost 32,431 50 50Acquisitions for the year – 32,381 –Shareholder contributions 25 – –Closing accumulated cost 32,456 32,431 50

Opening impairment losses – – –Impairment losses for the year –25 – –Closing accumulated impairment losses –25 – –

Closing carrying amount 32,431 32,431 50

There is an additional purchase consideration relating to the acquistion of TTM Europe Development AB 2014 . See note 26 for the Group .

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Company / Corporate Registration Number / Registered officeWilson Therapeutics Incentive AB, 556888-7680, Stockholm, Sweden

Share of equity 100% 100% 100%Share of voting rights 100% 100% 100%No. of shares 50,000 50,000 50,000Carrying amount 50 50 50

Company / Corporate Registration Number / Registered officeTTM Europe Development AB, 556922-6904, Stockholm, Sweden

Share of equity 100% 100% 0%Share of voting rights 100% 100% 0%No. of shares 500 500 –Carrying amount 32,381 32,381 –

Company / Corporate Registration Number / Registered officeWilson Therapeutics Inc, USA

Share of equity 100% 100% 100%Share of voting rights 100% 100% 100%No. of shares 1,000 1,000 1,000Carrying amount 0 0 0

Note 14 Non-current receivablesDec 31, 2015 Dec 31, 2014 Dec 31, 2013

Opening cost 54 54 54Closing carrying amount 54 54 54

Note 15 Prepayments and other accrued revenueDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Prepaid rental expenses 81 72 88 36Prepaid insurance premiums 149 296 332 136Prepaid research and development costs 852 – – –Other prepaid expenses 10 – 11 –

1,092 368 431 172

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Financial statements

36 Annual report 2015

Note 16 Cash and bank balancesDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Available balances 31,063 22,081 10,909 4,66631,063 22,081 10,909 4,666

Dec 31, 2015 Dec 31, 2014 Dec 31, 2013

Cash flow from non-cash items:Amortization 14 11 14Changes in provisions 2,230 716 407Employee stock options 5,007 1,668 674

7,251 2,395 1,095

Note 17 EquityAt December 31, 2015, the registered share capital comprised 1,531,926 shares, consisting of 301,820 class A preference shares, 1,085,106 class B preference shares and 145,000 common shares . Class B preference shares have preferential rights over class A preference shares and both take precedence over common shares, with an annual share dividend corresponding to 6% of the average offering price for all preference shares of each series . In addition, other share classes have equal rights to the company’s profit . Accumulated preemptive rights to dividends from class A and B preference shares amounted to SEK 18,299 thousand on December 31, 2015 (8,287 at December 31, 2014, 1,841 at December 31, 2013 and 304 at January 1, 2013) . All shares have been fully paid and none are reserved for transfer . Each share carries one vote . The quotient value was SEK 1 .1 (1 .1) .

The share premium reserve refers to capital from new share issues that have been issued at a price that exceeds the quotient value and includes deductions for new share issue expenses .

Note 18 Other provisionsDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Social security costs linked to employee stock optionsAmount at the beginning of the year 1,217 501 94 –Provisions for the year 2,230 716 407 94

3,447 1,217 501 94

For more information about employee stock options, see Note 9 for the Group .

Note 19 Accrued expenses and deferred incomeDec 31, 2015 Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Accrued salaries 796 189 758 –Vacation pay liability 735 701 309 98Social security costs 931 563 265 31Accrued research and development costs 2,876 612 194 –Other accrued expenses 1,102 249 291 687

6,440 2,314 1,817 816

Note 20 Pledged assets and contingent liabilitiesFor information about pledged assets and contingent liabilities in the Parent Company, refer to the Group’s Note 26 Pledged assets and contin-gent liabilities .

Note 21 Related-party transactions

Sales of goods/services

Purchases of goods/services Other

Receivables on balance-

sheet date

Liabilities on balance-

sheet date

Subsidiaries2015 – 8,304 – – 1,1782014 – 4,914 – – –2013 – 2,535 – – –

For information about remuneration of senior executives, see the Group’s Note 8 Employees and personnel costs .

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Financial statements

Annual report 2015 37

Note 22 Transition to RFR 2 and error correction

These financial statements for the Parent Company are the first to be produced applying RFR 2 . Annual reports previously produced for the Parent Company were recognized in accordance with BFNAR 2012:1 “Annual report and consolidated financial statements” . A number of errors were identified in previous financial statements in connection with the Parent Company’s transition from K3 to RFR 2 .

The accounting policies contained in Note 1 have been applied when producing the Annual Report at December 31, 2015, as well as for the comparative information presented at December 31, 2014 and 2013 and when producing the statement concerning the period’s opening financial position at January 1, 2013 . The estimates produced in line with IFRS at January 1, 2013 correspond to the esti-mates produced in line with previously applied accounting policies .

Wilson has chosen to apply the transitional IFRS 1 rule, which means that accumulated translation differences that occur when translating foreign subsidiaries are restated at the beginning of the 2013 fiscal year . This provides relief compared with the establish-

ment of accumulated translation differences in accordance with IAS 21, “The effects of changes in foreign exchange rates”, from the date on which a subsidiary is formed or acquired . The Group has chosen to restate all accumulated translation differences in the trans-lation reserve, and to reclassify them as retained earnings on the date of transition to IFRS .

No other voluntary or enforced exceptions from retroactive appli-cation of IFRS have been applied by the Group .

Effects on profit or loss and positionThe summary below shows the effects of the aforementioned applications on the Group’s income statement for 2013 and 2014 and balance sheet at January 1, 2013, December 31, 2013 and December 31, 2014 . The transition from the previous accounting policies has also led to a different structure and classification being used for the statements than before . The transition to RFR 2 has not had any impact on the Group’s cash flow . The adjustments made below refer to error corrections identified in previous financial state-ments and are not related to the transition to RFR 2 .

Parent Company statement of financial position at January 1, 2013 (restated)

NoteAccording to

previous policiesRFR 2

adjustmentsError

correctionsAccording

to RFR 2

AssetsIntangible assetsPatents, licenses and similar rights 31,508 – 852 32,360

Tangible fixed assetsEquipment 52 – – 52

Financial fixed assetsShares in Group companies 50 – – 50Other non-current receivables 54 – – 54Total fixed assets 31,664 – 852 32,516

Current assets 5,376 – – 5,376Total current assets 5,376 – – 5,376

TOTAL ASSETS 37,040 – 852 37,892

Shareholders’ equity 34,583 – 242 34,825

ProvisionsOther provisions – – 94 94

Current liabilities 2,457 – 516 2,973Total liabilities 2,457 – 610 3,067TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 37,040 – 852 37,892

Page 40: Wilson Therapeutics Annual Report 2015

Financial statements

38 Annual report 2015

Parent Company profit and loss statement 2013

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

Net sales 301 – – 301Gross profit 301 – – 301

Sales and administrative expenses –8,718 – 48 –8,670Research and development costs –21,052 – –2,813 –23,865Other operating costs –66 – – –66Operating result –29,535 – –2,765 –32,300

Result from financial itemsResult from shares in Group companies –2,535 – 2,535 –Other interest income and similar revenue items 41 – – 41Interest expense and similar items –3 – – –3

–2,497 – 2,535 38

Loss after financial items –32,032 – –230 –32,262

Tax on loss for the year – – – –Loss for the year –32,032 – –230 –32,262

Parent Company statement of comprehensive income 2013

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

Loss for the year –32,032 – –230 –32,262

Other comprehensive incomeItems to be reclassified to profit or lossOther comprehensive income after tax for the year – – – –Comprehensive loss for the year –32,032 – –230 –32,262

Page 41: Wilson Therapeutics Annual Report 2015

Financial statements

Annual report 2015 39

Parent Company statement of financial position at December 31, 2013

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

AssetsIntangible assetsPatents, licenses and similar rights 31,521 – 839 32,360

Tangible fixed assetsEquipment 38 – – 38

Financial fixed assetsShares in Group companies 50 – – 50Other non-current receivables 54 – – 54Total fixed assets 31,663 – 839 32,502

Current assets 12,427 – – 12,427Total current assets 12,427 – – 12,427

TOTAL ASSETS 44,090 – 839 44,929

Shareholders’ equity 36,652 – 663 37,315

ProvisionsOther provisions 325 – 176 501

Current liabilities 7,113 – – 7,113Total liabilities 7,438 – 176 7,614

TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 44,090 – 839 44,929

Page 42: Wilson Therapeutics Annual Report 2015

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40 Annual report 2015

Parent Company profit and loss statement 2014

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

Net sales 91 – – 91Gross profit 91 – – 91

Sales and administrative expenses –10,833 – –692 –11,525Research and development costs –42,552 – –910 –43,462Other operating revenue 101 – – 101Operating loss –53,193 – –1,602 –54,795

Result from financial itemsOther interest income and similar income items 62 – – 62Interest expense and similar items –4 – –53 –57

58 – –53 5

Loss after financial items –53,135 – –1,655 –54,790

Tax on loss for the year 20,088 – –20,088 –Loss for the year –33,047 – –21,743 –54,790

Parent Company statement of comprehensive income 2014

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

Loss for the year –33,047 – –21,743 –54,790

Other comprehensive incomeItems to be reclassified to profit or lossOther comprehensive income after tax for the year – – – –Comprehensive loss for the year –33,047 – –21,743 –54,790

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Financial statements

Annual report 2015 41

Parent Company statement of financial position at December 31, 2014

NoteAccording to

previous policiesRFR 2

adjustmentsError

corrections According

to RFR 2

AssetsIntangible assetsPatents, licenses and similar rights 31,521 – 839 32,360

Tangible fixed assetsEquipment 27 – – 27

–Financial fixed assets –Shares in Group companies 32,158 – 273 32,431Other non-current receivables 54 – – 54Deferred tax assets 20,088 – –20,088 –Total fixed assets 83,848 – –18,976 64,872

Current assets 23,063 – – 23,063Total current assets 23,063 – – 23,063

TOTAL ASSETS 106,911 – –18,976 87,935

Equity 99,035 – –19,481 79,554

ProvisionsOther provisions 712 – 505 1,217

Current liabilities 7,164 – – 7,164Total liabilities 7,876 – 505 8,381

TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 106,911 – –18,976 87,935

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Financial statements

42 Annual report 2015

A Deferred tax assetsA correction was made regarding previously capitalized deferred tax assets . Because they do not fulfill the requirements to be recognized as an asset, a reversal has been conducted in the Parent Company’s statement of financial position at December 31, 2014 amounting to a reduction of SEK 20,088 thousand .

B Share-based paymentsShare-based payments refer to an employee stock option program that had not previously been recognized in the correct way . Adjust-ments have been made for personnel costs (divided into sales and administration costs and research and development costs), share-holders’ equity and provisions .

C Acquisition and issue costsAcquisition costs were incorrectly expensed following the asset acquisitions conducted in 2014 . These should be capitalized as a part of the intangible assets in the Group and as shares in subsid-iaries in the Parent Company . Acquisition costs amounting to SEK 273 thousand have been adjusted in the Parent Company statement

of comprehensive income for 2014 and in the Parent Company state-ment of financial position at December 31, 2014 . In 2012, intangible assets were acquired and these acquisition costs have now also been expensed . Acquisition costs amounting to SEK 852 thousand have been adjusted in the Parent Company statement of financial position at January 1, 2013 .

Issue expenses were also incorrectly expensed . These should have been recognized as a reduction in the issue amount . Issue expenses amounting to SEK 122 thousand (22, 10) have been adjusted in the Parent Company statement of comprehensive income for 2014 (2013) and in the Parent Company statement of financial position at December 31, 2014 (December 31, 2013 and January 1, 2013) .

D Staff related costsStaff related costs for bonus and board fee were incorrectly recorded in 2013 instead of 2012 . Administration costs amounting to SEK 516 thousand have been adjusted in the Parent Company income statment for 2013 and in the Parent Company statement of financial position at December 1 2013 .

The total net effect of the adjustments on shareholders’ equity is summarized in the table below:

Dec 31, 2014 Dec 31, 2013 Jan 1, 2013

Shareholders’ equity according to previous principles 99,035 36,652 34,583A Deferred tax assets –20,088 – –B Share-based payments –505 –176 –94C Acquisition and issue costs 1,112 839 852D Staff related costs – – –516Shareholders’ equity in accordance with RFR 2 following error correction 79,554 37,315 34,825

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Financial statements

Annual report 2015 43

The undersigned hereby provide assurance that the annual accounts were prepared in accordance with generally accepted accounting policies in sweden and that the consolidated financial statements were prepared in accordance with the interna-tional accounting standards IFRS as adopted by the EU . The Annual report and the consolidated financial statements provide a true and fair view of the Group’s and Parent Company’s financial position and earnings . The Administration report for the parent Company and the Group provides a fair summary of the parent Company’s and Group’s operations, financial position and earnings, and describes the significant risks and uncertainties faced by the parent Company and the companies in the Group .

Stockholm, March 21, 2016

Andrew Key Dina Chaya MoghrabiChairman of the Board Member of the Board

Genghis Lloyd-Harris Bali MuralidharMember of the Board Member of the Board

Hans GCP Schikan Mårten SteenMember of the Board Member of the Board

Jonas HanssonCEO

We submitted our Audit Report on March 21, 2016

Ernst & Young AB

Björn OhlssonCertified Public Accountant

Page 46: Wilson Therapeutics Annual Report 2015

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Wilson Therapeutics AB (publ)Västra Trädgårdsgatan 15SE-111 53 StockholmSweden