Biosensors AR 2010-11 SGX

128 Pages·2011·1.86 MB·English

NURTURING
D Y N A M I C G R O W T H
Annual Report 2010/11
CONTENTS
01 Mission, Corporate Pro(cid:191) le
02 Milestones
04 Chairman’s Message
06 Co-CEOs’ Statements
08 Operations Review
12 Financial Review
16 Board of Directors
19 Management Team
20 Corporate Structure
22 Corporate Governance Report
30 Directors’ Interests in Shares and Share Options
32 Share Options and Share Plans
36 Financial Statements
113 Shareholding Statistics
115 Warrantholding Statistics
116 Notice of Annual General Meeting
120 Corporate Information
121 Corporate Directory
BIOSENSORS INTERNATIONAL GROUP, LTD.
MISSION
Through our high quality medical devices, we impact the lives we touch, and are committed to continue
investing in and developing pioneering medical technology, pharmacological research, and engineering
new medical devices that will further bene(cid:191) t our patients. This will create the best possible patient
outcomes, and provide value to our stakeholders including physicians, shareholders and employees.
CORPORATE PROFILE
Biosensors International Group Ltd. develops, manufactures and commercializes innovative medical
devices used in interventional cardiology and critical care procedures. With the increasing use of the
BioMatrix™ family of drug-eluting stents, we are rapidly emerging as a global leader in drug-eluting
stents, an evolving therapy that is rapidly gaining market share from traditional cardiovascular therapies.
ANNUAL REPORT 2010/11 01
MILESTONES
FY 2010
May 2010 June 2010 July 2010
Launched Acquired assets Mr. Jeffrey B. Jump
BioMatrix Flex™ of CardioMind appointed as CEO
FY 2011
02 BIOSENSORS INTERNATIONAL GROUP, LTD.
Nov 2010
Dr. Jack Wang appointed
as Co-CEO
Sep 2010
3-year results from Nov 2010
LEADERS suggest Hony Capital took
improved safety and strategic stake
effi cacy of BioMatrix and joined
Flex™ over Cypher® Board of Directors
Select™
Sep 2010
Oct 2010
Received CE Mark for
Acquired assets
long-length versions of
of Devax
BioMatrix FlexTM
Mar 2011
Share placement to
Company achieved
strategic investors Atlantis
sales and profi tability
Investment Management
targets for FY11
(Hong Kong)
and Ever Union Capital
ANNUAL REPORT 2010/11 03
CHAIRMAN’S MESSAGE
DEAR SHAREHOLDERS,
FY 2011 (“FY11”) was another good year for Biosensors. Our
total revenue and net pro(cid:191) t both grew 35% over FY 2010
(“FY10”). The major contributor to such growth came from
our BioMatrix™ drug-eluting stents (“DES”). Our technology
continues to be validated both clinically and commercially.
As we demonstrate the safety and ef(cid:191) cacy of BioMatrix, we
continue to penetrate the DES market globally. As the DES
market continues to grow, the foundations we have built over
the past years will allow us to meet the challenges and grab
the opportunities in the future. Biosensors is prepared for very
exciting times ahead.
During FY11, we enhanced our shareholder
pro(cid:191) le with the entrance of Hony Capital.
In October 2010, Hony Capital made a
signi(cid:191) cant investment in Biosensors. Hony
– a leading global investment (cid:191) rm – will
prove to be an excellent partner to add
value to Biosensors’ future. Additionally,
we successfully completed a private
placement in March 2011. As a result, we
added two strategic shareholders, Atlantis
Investment Management (Hong Kong) and
Ever Union Capital, to our investor group.
This strengthened our balance sheet
to support our expansion plans. Hony’s
established reputation as a private equity
(cid:191) rm in Asia and its extensive knowledge of
the healthcare industry, together with the
investment expertise and experience of
04 BIOSENSORS INTERNATIONAL GROUP, LTD.
both Atlantis Investment Management (Hong Kong) and Ever I would like to thank each of you for your support and
Union Capital, bring immense strategic value to our company. con(cid:191) dence over the years that have brought Biosensors to
where we are today. As we move forward, with a strong new
FY11 was also a year we strengthened our executive base of investors and a strengthened management team,
management team. We appointed Dr. Jack Wang and Mr. I hope we can continue to count on your support over the
Jeffrey B. Jump as co-chief executive of(cid:191) cers. Both have years ahead. I would also like to offer my sincere thanks to the
extensive medical device experience and have been working entire Biosensors team, whose collective efforts have helped
for Biosensors for a long time. They are the (cid:191) rst internally- turn our vision into reality.
promoted CEOs. Hence I am sure they will preserve and
protect the culture of Biosensors. They have also made
valuable contributions to the success of Biosensors over the
years. To complete the team, Mr. Ronald H. Ede joined us at
the beginning of (cid:191) scal year 2012 as our chief (cid:191) nancial of(cid:191) cer.
A veteran (cid:191) nancial manager with many years of healthcare
industry experience, Ronnie will support our business
strategies through his (cid:191) nancial, corporate management and
M&A experience. With the new team in place, we look forward
to Biosensors being led to greater heights.
Meanwhile I will continue to work closely with our board
members and executive management team to develop
strategic initiatives. We will continue to look not only at internal
growth drivers such as new markets and products, but also at
external development opportunities.
Our business fundamentals remain excellent – and, have in
fact improved, thanks to our own internal development and
to the continued strong demand for medical devices in all the Sincerely,
markets we serve. We remain committed to our long-term
objective of becoming Asia’s leading DES company. We now Yoh-Chie LU
have a strong platform from which to realize this goal. Chairman
ANNUAL REPORT 2010/11 05
CO-CEOS’ STATEMENTS
DEAR SHAREHOLDERS,
At the beginning of FY11, we provided guidance for increased
pro(cid:191) tability over FY10. Toward this end, we closed our U.S.
administrative operations as part of our continued efforts to
reduce costs and simplify our operating structure. Our various
cost-reduction measures have positively impacted our bottom
line: operating pro(cid:191) ts grew signi(cid:191) cantly, while we successfully
scaled up production output to meet increasing demand
without compromising our stringent quality standards.
We would like to commend our Biosensors colleagues for
these achievements.
With the consolidation of our manufacturing and R&D
activities in Singapore, we expect our new operating
structure to accelerate the entry of new products into
the market and to help strengthen our presence in
Asia. We are committed to investing in R&D – crucial
to supporting innovation and growth in our industry – in
whichever locations that can strategically improve our
overall R&D capability. We have built a strong balance
sheet to support this goal.
We are equally pleased to report that our joint-venture
in China, JW Medical Systems (“JWMS”), has achieved
strong operating performance and record growth in
FY11, making an important contribution to our own
double-digit growth in net pro(cid:191) t over FY10.
We are committed to our long term vision of becoming
Asia’s premier medical technology company. Jeff and
I are working closely together with the intention of
achieving this goal.
We would like to thank all our shareholders for their
continued trust in and support of Biosensors.
Sincerely
Jack Wang
Co-CEO
06 BIOSENSORS INTERNATIONAL GROUP, LTD.
DEAR SHAREHOLDERS,
At the beginning of FY11, we provided guidance for product
revenues ranging from US$135 million to US$145 million. We
are pleased to report that we have met our revenue target
with yet another record year, driven largely by sales of our
BioMatrix™ family of DES, which grew 59% over FY10 –
a remarkable achievement given that we did not obtain any
major new regulatory approvals during the (cid:191) scal year. We
bene(cid:191) ted from positive growth across all our global markets
throughout FY11 and strong sales and marketing execution.
We are also pleased to report the positive contribution of
licensing revenue from our partners.
Our market success is attributable to robust technology
and the growing body of clinical-based evidence for
the BioMatrix family of DES. We continue to enhance
our global clinical program, comprising LEADERS,
Global LEADERS, and over 40 clinical studies and
registry programs around the world. Our expanding
product portfolio provides a comprehensive suite of
products to address the diverse needs of interventional
cardiologists globally. In addition to our BioMatrix
workhorse family of stents, we will be adding Axxess™
– the world’s (cid:191) rst limus-coated DES dedicated to
treating bifurcation lesions.
Going forward, Jack and I will continue to work closely
together as we grow our top-line across Asia and
Europe, as well as to focus our efforts on emerging
markets, including China, India and Brazil.
We would like to thank all our shareholders for their
continued support, as we look forward to another
exciting year ahead.
Sincerely
Jeffrey B. Jump
Co-CEO
ANNUAL REPORT 2010/11 07
OPERATIONS REVIEW
SALES & MARKETING 15%-20% of all patients undergoing percutaneous coronary
We continue to report strong sales growth for our BioMatrix™ family interventions (PCI). We plan to launch Axxess in our major global
of DES. FY11 sales grew 59% over FY10 due to increased sales markets during Q3 FY12.
in existing markets, continued expansion in a few new geographic
areas and the successful launch of BioMatrix Flex™ – our second- The assets of both CardioMind and Devax represent the start of
generation DES system which received CE Mark approval in a new phase in the Company’s development, which we intend to
Q4 FY10. continue with further strategic acquisitions in the future.
BioMatrix Flex offers the unique combination of Biolimus A9™
(BA9™), an anti-restenotic drug developed and patented MANUFACTURING AND QUALITY ASSURANCE
by Biosensors speci(cid:191) cally for use with DES, combined with Overall product gross margins continued to improve in FY11,
biodegradable polymer abluminally coated onto an advanced, increasing to 75% from 70% in FY10. Growing DES sales with
highly (cid:192) exible stent platform designed for enhanced deliverability. continuous re(cid:191) nements in our manufacturing processes helped
drive the margin growth.
Our team continues to perform well across all areas and sales
channels. Our sales growth has resulted from increased penetration We remain committed to providing world-class products designed
of existing markets; we did not receive any major new regulatory to enhance patients’ lives, and to continuous improvement in
approvals during FY11. We anticipate our market penetration will meeting our customers’ expectations. This commitment is based
continue to increase as we move deeper into existing markets and on maintaining both an effective quality management system and
establish direct sales operations in key markets, such as Germany. a trained and competent organization, as well as complying with
required standards and regulations.
In FY11, we acquired two specialty DES products: Sparrow® from
CardioMind and Axxess™ from Devax. The Sparrow stent system In August 2010, our Singapore manufacturing and operations hub
gives Biosensors access to technology with potential for use in received the inaugural Growth Award in 2010’s Manufacturing
small vessels throughout the body, including coronary, peripheral Excellence Award (“MAXA”), Singapore’s highest honor for
and neurological applications. Axxess is the (cid:191) rst CE Mark-approved companies with manufacturing excellence. The MAXA Growth
limus-eluting stent designed speci(cid:191) cally to treat bifurcation Award is awarded to fast-growing manufacturing companies
lesions – the complex type of coronary artery disease that forms that demonstrate manufacturing excellence, innovation and
at the intersection of two vessels – which occur in approximately sustainability.
08 BIOSENSORS INTERNATIONAL GROUP, LTD.