9.Intangible assets
|
As of December 31, 2015 |
|
|
|
|
Cost |
|
6,195,748 |
|
|
Accumulated amortization and impairment |
|
— |
|
|
|
|
|
|
|
Net book amount at December 31, 2015 |
|
6,195,748 |
|
|
Additions |
|
— |
|
|
Amortization charge |
|
— |
|
|
|
|
|
|
|
Net book amount at December 31, 2016 |
|
6,195,748 |
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2016 |
|
|
|
|
Cost |
|
6,195,748 |
|
|
Accumulated amortization and impairment |
|
— |
|
|
|
|
|
|
|
Net book amount at December 31, 2016 |
|
6,195,748 |
|
|
Additions |
|
— |
|
|
Amortization charge |
|
— |
|
|
|
|
|
|
|
Net book amount at December 31, 2017 |
|
6,195,748 |
|
|
|
|
|
|
The Directors do not believe that the merger between Motif BioSciences Inc. and Nuprim Inc. meets the definition of an acquisition of a business as set out in IFRS 3 and is therefore accounted for as an acquisition of an asset.
The fair value of the assets acquired under the merger arrangement represent the aggregate estimated value of:
|
· |
11,318,439 ordinary shares in Motif Bio plc at the placing price of 20 pence per share; |
|
· |
9,432,033 warrants at the placing price of 20 pence per ordinary share; and |
|
· |
a milestone payment of US $500,000 to be paid by Motif BioSciences Inc. to Acino Pharma AG upon completion of the first Phase III trial. |
The value of the warrants has been estimated using the Black Scholes option pricing model with appropriate factors for volatility and risk-free interest rate. The Directors considered the separable value of the active pharmaceutical ingredients and determined it did not constitute a material component of the fair value of the assets acquired. No discount has been applied to the expected milestone payment of US $500,000 given management’s expectation that the liability will be settled in early 2018.
Details of the purchase consideration and amounts attributed to net assets acquired are as follows:
|
|
|
US $ |
|
|
Purchase consideration: |
|
|
|
|
Ordinary shares in Motif Bio plc |
|
3,355,375 |
|
|
Warrants to subscribe for ordinary shares in Motif Bio plc |
|
2,340,373 |
|
|
|
|
|
|
|
Total purchase consideration |
|
5,695,748 |
|
|
|
|
|
|
|
|
|
|
|
|
Iclaprim assets |
|
6,195,748 |
|
|
Milestone payment |
|
(500,000 |
) |
|
|
|
|
|
|
Net assets acquired |
|
5,695,748 |
|
|
|
|
|
|
As the IPR&D asset is not yet available for commercial use, no amortization has been charged to date.
The Group performs an impairment test over the asset on an annual basis or when a triggering event has occurred. Based on the results of the test, no impairment was recorded in the years ended December 31, 2017 or 2016.