8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 3, 2007 (May 2, 2007)
REGENERON PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
|
|
|
|
|
New York
|
|
000-19034
|
|
133444607 |
|
|
|
|
|
(State or other jurisdiction of
Incorporation)
|
|
(Commission File No.)
|
|
(IRS Employer Identification No.) |
777 Old Saw Mill River Road, Tarrytown, New York 10591-6707
(Address of principal executive offices, including zip code)
(914) 347-7000
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
|
|
|
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition.
On May 2, 2007, Regeneron Pharmaceuticals, Inc. issued a press release announcing
its financial and operating results for the quarter ended March 31, 2007. The press release is
being furnished to the Securities and Exchange Commission pursuant to Item 2.02 of Form 8-K and is
attached as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
|
|
99.1 |
|
Press Release dated May 2, 2007. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
Date: May 3, 2007 |
REGENERON PHARMACEUTICALS, INC.
|
|
|
By: |
/s/ Stuart Kolinski
|
|
|
|
Name: |
Stuart Kolinski |
|
|
|
Title: |
Senior Vice President and General Counsel |
|
Exhibit Index
|
|
|
Number |
|
Description |
99.1
|
|
Press Release dated May 2, 2007. |
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
REGENERON REPORTS FIRST QUARTER FINANCIAL AND OPERATING RESULTS
Tarrytown, New York (May 2, 2007) Regeneron Pharmaceuticals, Inc. (Nasdaq: REGN) today
announced financial and operating results for the first quarter of 2007. The Company reported a
net loss of $29.9 million, or $0.46 per share (basic and diluted) for the first quarter of 2007
compared with a net loss of $20.4 million, or $0.36 per share (basic and diluted) for the first
quarter of 2006.
At March 31, 2007, cash, restricted cash, and marketable securities totaled $515.0 million compared
with $522.9 million at December 31, 2006. In the first quarter of 2007, the Company entered into
non-exclusive license agreements with AstraZeneca UK Limited and Astellas Pharma Inc. with respect
to the Companys VelocImmune® technology for generating human monoclonal antibody
product candidates, as described below. In connection with these agreements, AstraZeneca and
Astellas each made an up-front payment to the Company of $20.0 million in February and April 2007,
respectively.
The Companys $200.0 million of convertible notes, which bear interest at 5.5% per annum, mature in
October 2008.
Current Business Highlights
Regeneron is currently focused on three clinical development programs: IL-1 Trap (rilonacept) in
various inflammatory indications, the VEGF Trap in oncology, and the VEGF Trap-Eye in eye diseases.
The Company also is developing its pipeline of preclinical antibody candidates discovered
utilizing its VelocImmune technology.
The VEGF Trap-Eye, a specially purified and formulated form of the VEGF Trap for use in intraocular
applications, is being developed in collaboration with Bayer HealthCare AG. The development
program in eye disease is expected to total over $250 million over the next several years, with the
Company and Bayer HealthCare sharing the costs. The VEGF Trap is being developed in oncology in
collaboration with the sanofi-aventis Group. The development program in oncology is expected to
total over $400 million over the next several years, which will be funded by sanofi-aventis.
IL-1 Trap Inflammatory Diseases
Regeneron recently completed the 24-week open-label safety extension phase of the Phase 3 clinical
program for the IL-1 Trap in patients suffering from a rare chronic disease known as CAPS
(Cryopyrin-Associated Periodic Syndromes). Regeneron is currently preparing to submit a Biologics
License Application (BLA) to the U.S. Food and Drug Administration (FDA) for CAPS this quarter.
The FDA has granted Orphan Drug status and Fast Track designation to the IL-1 Trap for the
treatment of CAPS.
The Phase 3 program included two efficacy studies in which the IL-1 Trap markedly reduced disease
activity in subjects with this rare chronic disease. The primary endpoint, which was met in both
studies, was the change in disease activity, as measured by a composite symptom score composed of a
daily evaluation of fever/chills, rash, fatigue, joint pain, and eye redness/pain.
Regeneron also is evaluating the potential use of the IL-1 Trap in other indications in which IL-1
may play a role. Based on preclinical evidence that IL-1 appears to play a critical role in gout,
the Company initiated a proof of concept study of the IL-1 Trap in gout in the first quarter of
2007. The Company also is preparing to initiate exploratory proof of concept studies of the IL-1
Trap in other indications.
VEGF Trap Eye Diseases
In the clinical development program for the VEGF Trap-Eye, Bayer HealthCare and Regeneron currently
are conducting a Phase 2 trial of the VEGF Trap-Eye in the neovascular form of age-related macular
degeneration (wet AMD). This trial is evaluating the safety and biological effect of intravitreal
administration of the VEGF Trap-Eye using different doses and different dosing regimens. In March
2007, the companies announced positive preliminary data from a pre-planned interim analysis of this
study. The VEGF Trap-Eye met its primary endpoint of a statistically significant reduction in
retinal thickness after 12 weeks compared with baseline (all groups combined, decrease of 135
microns, p < 0.0001). Mean change from baseline in visual acuity, a key secondary endpoint of
the study, also demonstrated statistically significant improvement (all groups combined, increase
of 5.9 letters, p < 0.0001). Moreover, patients in the dose groups that received only a single
dose, on average, demonstrated a decrease in excess retinal thickness (p < 0.0001) and an
increase in visual acuity (p = 0.012) at 12 weeks. There were no drug-related serious adverse
events, and treatment with the VEGF Trap-Eye was generally well-tolerated. The most common adverse
events were those typically associated with intravitreal injections. Detailed data from this
interim analysis are scheduled for presentation at an upcoming scientific conference.
Based on these results, Regeneron and Bayer HealthCare plan to initiate the VEGF Trap-Eye Phase 3
program later this year. The companies are collaborating on the global development of the VEGF
Trap-Eye for the treatment of wet AMD, diabetic eye diseases, and other eye diseases and disorders.
Bayer HealthCare and Regeneron will jointly commercialize the VEGF Trap-Eye outside the United
States, and Regeneron maintains exclusive rights in the United States.
VEGF Trap Oncology
Regeneron and sanofi-aventis are conducting a broad-based clinical development program for the VEGF
Trap in different cancer indications. Currently, the companies are conducting Phase 2 single-agent
studies, with patient enrollment underway in advanced ovarian cancer (AOC), non-small cell lung
adenocarcinoma (NSCLA), and AOC patients
with symptomatic malignant ascites (SMA). Earlier this year, sanofi-aventis reported that a
registration filing is possible for the VEGF Trap in at least one of these single-agent indications
in 2008. Sanofi-aventis and Regeneron also announced that they intend to conduct five Phase 3
trials evaluating the safety and efficacy of the VEGF Trap in combination with standard
chemotherapy regimens in specific cancer types, with at least three of these trials planned to
begin in 2007. Five safety and tolerability studies of the VEGF Trap in combination with standard
chemotherapy regimens are continuing in a variety of cancer types to support the planned Phase 3
clinical program.
In addition, six new Phase 2 single-agent studies have begun in conjunction with the National
Cancer Institute (NCI) Cancer Therapy Evaluation Program (CTEP) in several different cancer types.
These trials will evaluate the VEGF Trap in single-agent trials as well as in combination with
chemotherapy regimens. The companies are working to finalize plans with NCI/CTEP for at least four
additional trials in different cancer types.
Monoclonal Antibodies
VelocImmune, Regenerons novel technology for producing fully human monoclonal antibodies, is part
of the Companys suite of proprietary, inter-related technology platforms that are designed to
provide Regeneron with its next generation of therapeutic candidates. Regeneron plans to move its
first new antibody product candidate into clinical trials in the fourth quarter of 2007, with plans
to advance at least two antibody product candidates into human clinical trials each year going
forward.
In 2007, Regeneron has entered into non-exclusive license agreements with AstraZeneca and Astellas
that will allow those companies to utilize VelocImmune technology in their internal research
programs to discover human monoclonal antibody product candidates. Each of those companies made a
$20.0 million up-front, non-refundable payment and will make up to five additional annual payments
of $20.0 million, subject to the ability to terminate the agreement after making the first three
additional payments. Upon commercialization of any antibody products discovered utilizing
VelocImmune, the licensees will pay to Regeneron a mid-single-digit royalty on product sales.
Financial Results
Regenerons total revenue decreased to $15.8 million in the first quarter of 2007 from $18.2
million in the same period of 2006. Contract research and development revenue in the first
quarters of 2007 and 2006 principally related to the Companys VEGF Trap collaboration with
sanofi-aventis in cancer indications. Contract manufacturing revenue in 2006 related to
Regenerons long-term manufacturing agreement with Merck & Co., Inc., which expired in October
2006. Technology licensing revenue in the first quarter of 2007 related to the Companys license
agreement with AstraZeneca, as described below.
Regeneron recognized contract research and development revenue of $11.8 million in the first
quarter of 2007 related to the Companys collaboration with sanofi-aventis, compared with $13.9
million in the same period of 2006. Contract research and development revenue from the
sanofi-aventis collaboration consisted of reimbursement of VEGF Trap development expenses plus
recognition of amounts related to $105.0 million of previously received and deferred up-front,
non-refundable payments. Reimbursement of expenses decreased to $9.6 million in the first quarter
of 2007 from $10.8 million in the same period of 2006, principally because costs related to the
Companys manufacture of VEGF Trap clinical supplies were lower in 2007. With respect to the
up-front payments from sanofi-aventis, $2.2 million was recognized as revenue in the first quarter
of 2007 compared to $3.1 million in the same quarter of 2006.
Sanofi-aventis also incurs VEGF Trap development expenses directly and these expenses are
increasing because of the growing number of clinical trials sanofi-aventis is overseeing in the
VEGF Trap oncology program. During the term of the collaboration, sanofi-aventis pays 100% of
agreed-upon VEGF Trap development expenses incurred by both companies. Following commercialization
of a VEGF Trap product by the collaboration, Regeneron, from its 50% share of VEGF Trap profits,
will reimburse sanofi-
aventis for 50% of the VEGF Trap development expenses previously paid by sanofi-aventis.
In October 2006, the Company entered into a collaboration with Bayer HealthCare for the development
and commercialization of the VEGF Trap-Eye outside the United States, and received a $75.0 million
up-front, non-refundable payment which was recorded as deferred revenue. In 2007, agreed upon VEGF
Trap-Eye development expenses incurred by both companies under a global development plan will be
shared as follows: Up to the first $50.0 million will be shared equally; Regeneron is solely
responsible for the next $40.0 million; over $90.0 million will be shared equally. Bayer
HealthCare reimbursements of shared development expenses incurred by the Company are recorded as
deferred revenue. When the Company and Bayer HealthCare have formalized their global development
plans for the VEGF Trap-Eye and the projected responsibilities of each of the companies under those
plans, the Company will begin recognizing contract research and development revenue related to
payments from Bayer HealthCare, including the $75.0 million up-front payment. The Company
recognizes revenue from collaborations in accordance with Staff Accounting Bulletin No. 104,
Revenue Recognition and FASB Emerging Issue Task Force Issue No. 00-21, Accounting for Revenue
Arrangements with Multiple Deliverables.
Under the terms of the Companys license agreement with AstraZeneca, the Company received a $20.0
million non-refundable, up-front payment in February 2007 which was deferred and will be recognized
as revenue ratably over approximately the first year of the agreement. In the first quarter of
2007, the Company recognized $2.1 million of technology licensing revenue related to the
AstraZeneca agreement.
Total operating expenses for the first quarter of 2007 were $49.4 million, 24 percent higher than
the same period in 2006. Operating expenses in the first quarter of 2007 and 2006 include a total
of $6.6 million and $3.9 million, respectively, of non-cash
compensation expense related to employee stock option awards (Stock Option Expense), as follows:
For the three months ended March 31,
|
|
|
|
|
|
|
|
|
|
|
|
|
(in millions) |
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses before |
|
|
|
|
|
|
|
|
|
inclusion of Stock |
|
|
Stock Option |
|
|
Expenses as |
|
Expenses |
|
Option Expense |
|
|
Expense |
|
|
Reported |
|
Research and development |
|
$ |
37.4 |
|
|
$ |
3.8 |
|
|
$ |
41.2 |
|
General and administrative |
|
|
5.4 |
|
|
|
2.8 |
|
|
|
8.2 |
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
$ |
42.8 |
|
|
$ |
6.6 |
|
|
$ |
49.4 |
|
|
|
|
|
|
|
|
|
|
|
For the three months ended March 31,
|
|
|
|
|
|
|
|
|
|
|
|
|
(in millions) |
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses before |
|
|
|
|
|
|
|
|
|
inclusion of Stock |
|
|
Stock Option |
|
|
Expenses as |
|
Expenses |
|
Option Expense |
|
|
Expense |
|
|
Reported |
|
Research and development |
|
$ |
30.1 |
|
|
$ |
2.0 |
|
|
$ |
32.1 |
|
Contract manufacturing |
|
|
1.8 |
|
|
|
0.1 |
|
|
|
1.9 |
|
General and administrative |
|
|
4.1 |
|
|
|
1.8 |
|
|
|
5.9 |
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
$ |
36.0 |
|
|
$ |
3.9 |
|
|
$ |
39.9 |
|
|
|
|
|
|
|
|
|
|
|
The increase in total Stock Option Expense in the first quarter of 2007 was primarily due to
the higher fair market value of the Companys Common Stock on the date of annual employee option
grants made by the Company in December 2006 in comparison to the fair market value of the Companys
Common Stock on the dates of annual employee option grants made in recent prior years.
Research and development (R&D) expenses increased to $41.2 million in the first quarter of 2007
from $32.1 million in the comparable quarter of 2006. In addition to the impact of Stock Option
Expense, as described above, in the first quarter of 2007, the Company incurred higher costs
related to advancing new antibody candidates into preclinical development and higher development
expenses for the VEGF Trap-Eye and IL-1 Trap, which were partly offset by lower development
expenses for the VEGF Trap cancer program.
About Regeneron Pharmaceuticals
Regeneron is a biopharmaceutical company that discovers, develops, and intends to commercialize
therapeutic medicines for the treatment of serious medical conditions. Regeneron has therapeutic
candidates in clinical trials for the potential treatment of cancer, eye diseases, and inflammatory
diseases, and has preclinical programs in other diseases and disorders.
This news release discusses historical information and includes forward-looking statements
about Regeneron and its products, programs, finances, and business, all of which involve a number
of risks and uncertainties, such as risks associated with preclinical and clinical development of
our drug candidates, determinations by regulatory and administrative governmental authorities which
may delay or restrict our ability to continue to develop or commercialize our drug candidates,
competing drugs that are superior to our product candidates, unanticipated expenses, the
availability and cost of capital, the costs of developing, producing, and selling products, the
potential for any collaboration agreement, including our agreements with the sanofi-aventis Group
and Bayer HealthCare, to be canceled or to terminate without any product success, risks associated
with third party intellectual property, and other material risks. A more complete description of
these and other material risks can be found in Regenerons filings with the United States
Securities and Exchange Commission (SEC), including its Form 10-K for the year ended December 31,
2006. Regeneron does not undertake any obligation to update publicly any forward-looking
statement, whether as a result of new information, future events, or otherwise unless required by
law.
###
|
|
|
Contacts: |
|
|
Investors:
|
|
Media: |
Charles Poole
|
|
Lauren Tortorete |
914.345.7640
|
|
212.845.5609 |
charles.poole@regeneron.com
|
|
ltortorete@biosector2.com |
REGENERON PHARMACEUTICALS, INC.
CONDENSED BALANCE SHEETS (Unaudited)
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
2007 |
|
|
2006 |
|
ASSETS |
|
|
|
|
|
|
|
|
Cash, restricted cash, and marketable securities |
|
$ |
514,975 |
|
|
$ |
522,859 |
|
Receivables |
|
|
33,632 |
|
|
|
7,493 |
|
Property, plant, and equipment, net |
|
|
47,781 |
|
|
|
49,353 |
|
Other assets |
|
|
5,043 |
|
|
|
5,385 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
601,431 |
|
|
$ |
585,090 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
20,081 |
|
|
$ |
21,471 |
|
Deferred revenue |
|
|
184,661 |
|
|
|
146,995 |
|
Notes payable |
|
|
200,000 |
|
|
|
200,000 |
|
Stockholders equity |
|
|
196,689 |
|
|
|
216,624 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
601,431 |
|
|
$ |
585,090 |
|
|
|
|
|
|
|
|
REGENERON PHARMACEUTICALS, INC.
CONDENSED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
For the three months |
|
|
|
ended March 31, |
|
|
|
2007 |
|
|
2006 |
|
Revenues |
|
|
|
|
|
|
|
|
Contract research and development |
|
$ |
13,645 |
|
|
$ |
14,587 |
|
Contract manufacturing |
|
|
|
|
|
|
3,632 |
|
Technology licensing |
|
|
2,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,788 |
|
|
|
18,219 |
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
Research and development |
|
|
41,235 |
|
|
|
32,084 |
|
Contract manufacturing |
|
|
|
|
|
|
1,852 |
|
General and administrative |
|
|
8,202 |
|
|
|
5,946 |
|
|
|
|
|
|
|
|
|
|
|
49,437 |
|
|
|
39,882 |
|
|
|
|
|
|
|
|
Loss from operations |
|
|
(33,649 |
) |
|
|
(21,663 |
) |
|
|
|
|
|
|
|
Other income (expense) |
|
|
|
|
|
|
|
|
Investment income |
|
|
6,743 |
|
|
|
3,481 |
|
Interest expense |
|
|
(3,011 |
) |
|
|
(3,011 |
) |
|
|
|
|
|
|
|
|
|
|
3,732 |
|
|
|
470 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss before cumulative effect of a change in
accounting principle |
|
|
(29,917 |
) |
|
|
(21,193 |
) |
Cumulative effect of adopting Statement of Financial
Accounting Standards No. 123R (SFAS 123R) |
|
|
|
|
|
|
813 |
|
|
|
|
|
|
|
|
Net loss |
|
|
($29,917 |
) |
|
|
($20,380 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share amounts, basic and diluted: |
|
|
|
|
|
|
|
|
Net loss before cumulative effect of a change in
accounting principle |
|
|
($0.46 |
) |
|
|
($0.37 |
) |
Cumulative effect of adopting SFAS 123R |
|
|
|
|
|
|
0.01 |
|
|
|
|
|
|
|
|
Net loss |
|
|
($0.46 |
) |
|
|
($0.36 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, basic and diluted |
|
|
65,563 |
|
|
|
56,727 |
|