Celltech Group Plc Annual Report and Accounts 2003
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Celltech Group plc Annual Report and Accounts 2003 Celltech is a leading European complementary capabilities through biotechnology company with a long-term collaborations with other pharma and commitment to the research and biotech companies.This strategy, development of innovative therapies for supported by its strong revenue stream, patients with serious diseases.Celltech is enables Celltech to maintain a substantial a recognised global leader in advanced investment in research and development antibody technologies, which together whilst maintaining its financial strength with its innovative small molecule and flexibility. capabilities, provide a strong platform for Corporate Statement development of first-in-class or best-in- The combination of these strengths class treatments for immune and underpins Celltech’s goal of becoming a inflammatory disorders and cancer. global biotechnology leader, which will be furthered by the successful Celltech is focused on maximising value development and commercialisation of its from its products by marketing its own key late-stage development product, products to specialist prescribers through CDP870, and by the rapid progression of its extensive US and European its promising early-stage pipeline commercial operations and by accessing products. 1 Chairman’s Statement 2 Chief Executive’s Statement 3 2003 Highlights 4 Development Portfolio Contents 6 Operational Review – Research and Development 14 Operational Review – Global Commercial 18 Financial Review 24 Board of Directors 26 Directors’ Report 28 Directors’ Remuneration Report 38 Corporate Governance 45 Statement of Directors’ Responsibilities 46 Independent Auditor’s Report to the Members of Celltech Group plc 47 Consolidated Profit and Loss Account 48 Consolidated Statement of Total Recognised Gains and Losses 48 Reconciliation of Movements in Shareholders’ Funds 49 Consolidated Balance Sheet 50 Company Balance Sheet 51 Consolidated Cash Flow Statement 52 Reconciliation of Net Cash Flow to Movement in Net Funds 53 Notes to the Financial Statements 81 Pro-forma Condensed Combined Profit and Loss Accounts 82 Differences between United Kingdom and United States generally accepted accounting principles 84 Shareholder Information 84 Company Information development for rheumatoid arthritis, has for their valuable support and entered pivotal Phase III studies in contributions to the Company. Crohn’s disease. Importantly, Celltech’s product development capabilities are Philip Rogerson, who has an extensive being extensively restructured and finance background, joined the Board in reinforced to meet the needs of its March 2003, and was subsequently growing pipeline. appointed as Senior Independent Director. He serves on the Audit and Celltech has also maintained its strong Remuneration Committees. Peter Chairman’s Statement Chairman’s financial profile in 2003 and this Cadbury, whose corporate finance The past year has seen much change continues to provide a robust platform experience included a period as Deputy within Celltech including, most for its major long-term R&D Chairman of Morgan Grenfell, joined the importantly, a major, planned commitment. The commercial operations Board in April 2003. He serves on the management transition. With the performed well, despite generic pressures Remuneration Committee and chairs the appointment of Göran Ando in April and adverse currency influences, and Nomination Committee. Ingelise 2003, Celltech gained a Chief Executive royalty revenues increased significantly. Saunders, Global Commercial Director with an exceptional R&D track record with responsibility for the pharmaceutical and extensive business experience. In There have been a number of unforeseen business, was elected to the Board in parallel, Peter Allen was appointed as challenges and events during the year, in October 2003. This reflects both the key Deputy Chief Executive, significantly particular the discontinuation of Celltech’s importance of this business to Celltech broadening his responsibilities to include collaboration with Pfizer and the and her strong personal performance. manufacturing, whilst retaining his role acquisition of Oxford GlycoSciences (OGS) as Chief Financial Officer and at the beginning of the year and its During 2003 Celltech’s business responsibilities for IT, Business subsequent integration. Notwithstanding environment has continued to be Development and Legal activities. the resulting demands placed upon the demanding and has presented our management team, it has continued to employees with a series of challenges, to A series of new strategic initiatives has focus successfully upon the strategic which they have successfully responded. since been implemented, which is development of the Company. Celltech’s Board would like to thank strengthening and enhancing both them for their outstanding commitment Celltech’s R&D pipeline and its In conjunction with the management during the year, and their contribution to commercial operations, and which will transition, a series of Board changes the continued growth and development support the Company’s further successful occurred during the year, which were of the Company. growth and development. previewed in the last Annual Report. These included the retirement of John During the year the product pipeline has Jackson, after serving as Chairman for been expanded, with a range of over 20 years, and of Hugh Collum and innovative new entrants into clinical John Baker as Deputy Chairmen. In development, possessing large market addition, Marvin Jaffe plans to retire as a potentials. In addition, Celltech’s lead Non-Executive Director at the AGM in Dr Peter Fellner product, CDP870, in late-stage May 2004. The Board again thanks them Chairman Celltech Annual Report 2003 1 commenced Phase III studies with CDP870 Europe was impacted by enforced price in Crohn’s disease, and entered four new cuts, in addition to the expected loss of drugs into man, an unprecedented level of certain co-promotion revenues. activity for the Company. These innovative During the last 12 months we have new programmes are a result of the continued to strengthen the senior increased resources available to the management team of Celltech, and are Company since its acquisitions of delighted to have recruited a number of Chiroscience and Medeva, and have new senior leaders, including Grahaem enabled Celltech to build a strong and Brown as Director of Development, Mark sustainable early-stage pipeline under the Bushfield as Research Director for our strong leadership of Melanie Lee. This Cambridge facility, David Sherwood as It is now close to a year since my critical mass in R&D was further enhanced Director of Group Quality and, most appointment as Chief Executive and by the addition of OGS’ oncology recently, Daniel Greenleaf as President of Chief Executive’s Chief Statement Executive’s during this time my overriding operations and inherited storage disorder our US Operations. All of these observation is of a highly innovative programmes during 2003. individuals bring substantial skills and company, full of exceptional talent. The experience with them. last 12 months have seen a number of There has also been a significant changes within Celltech, most restructuring of Celltech’s commercial Looking forward into 2004, Celltech has significantly the decision by Pfizer to operations towards a specialist-focused a number of important forthcoming hand back rights to CDP870. This organisation. In this regard, Celltech is milestones across all parts of its business. unexpected development has required somewhat unusual for a company at its Most significantly, following the return of Celltech to assimilate rapidly many stage of development in making the CDP870 rights from Pfizer, there has activities that had been carried out by transition to a fully integrated biotech been a great deal of interest from major Pfizer, and has been impressively handled company with a strong commercial arm pharmaceutical and biotechnology by the many people involved. This also ready to launch products from its own companies in collaborating on CDP870. represents an excellent opportunity for research. Having a tried and tested Celltech is currently in partnering Celltech to maximise the value of this organisation in place is an important discussions and aims to conclude these product for its shareholders. factor in ensuring a successful launch of during the second quarter of 2004. A CDP870 and future pipeline products. In number of our earlier stage programmes Celltech’s management has also made a particular, the acquisition of Dipentum will also generate important clinical data, number of difficult decisions during the has provided an excellent entrée to the and we have several important product last year aimed at strengthening the gastroenterology community and this launches in our Commercial Operations. overall business, in particular the closure product has performed well in the hands of the Seattle site, engaged in very early- of Celltech’s sales forces. In this year’s Annual Report we have stage research, and of a satellite chosen to illustrate how Celltech’s manufacturing facility in California. These Celltech has also expended considerable employees work together towards changes will allow Celltech to free up effort in making innovative new products achieving our common goals. All of our resources to reinvest in strengthening its available to its sales forces. During 2003, employees contribute to the success of development