FORM 8-K |
REGENERON PHARMACEUTICALS, INC. | ||
(Exact Name of Registrant as Specified in Charter) | ||
New York | 000-19034 | 13-3444607 |
(State or other jurisdiction | (Commission | (IRS Employer |
of Incorporation) | File No.) | Identification No.) |
777 Old Saw Mill River Road, Tarrytown, New York 10591-6707 | ||
(Address of principal executive offices, including zip code) | ||
(914) 847-7000 | ||
(Registrant's telephone number, including area code) | ||
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). | ||
Emerging growth company ¨ | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ |
Date: August 3, 2017 | REGENERON PHARMACEUTICALS, INC. | ||
By: | /s/ Joseph J. LaRosa | ||
Name: | Joseph J. LaRosa | ||
Title: | Senior Vice President, General Counsel and Secretary |
Number | Description |
99.1 | Press Release, dated August 3, 2017, Reporting Second Quarter 2017 Financial and Operating Results. |
• | Second quarter 2017 EYLEA® (aflibercept) Injection U.S. net sales increased 11% to $919 million versus second quarter 2016 |
• | Second quarter 2017 EYLEA global net sales(1) increased 11% to $1.46 billion versus second quarter 2016 |
• | Raised estimated full year 2017 EYLEA U.S. net sales growth guidance to approximately 10% over 2016 |
• | Kevzara® (sarilumab) approved by FDA and European Commission for adults with moderately to severely active rheumatoid arthritis |
Financial Highlights | |||||||||||
($ in millions, except per share data) | Three Months Ended June 30, | ||||||||||
2017 | 2016 | % Change | |||||||||
EYLEA U.S. net product sales | $ | 919 | $ | 831 | 11 | % | |||||
Total revenues | $ | 1,470 | $ | 1,213 | 21 | % | |||||
GAAP net income | $ | 388 | $ | 196 | 98 | % | |||||
GAAP net income per share - diluted | $ | 3.34 | $ | 1.69 | 98 | % | |||||
Non-GAAP net income(2) | $ | 487 | $ | 329 | 48 | % | |||||
Non-GAAP net income per share - diluted(2) | $ | 4.17 | $ | 2.82 | 48 | % |
• | In the second quarter of 2017, net sales of EYLEA in the United States increased 11% to $919 million from $831 million in the second quarter of 2016. Overall distributor inventory levels remained within the Company's one- to two-week targeted range. |
• | Bayer commercializes EYLEA outside the United States. In the second quarter of 2017, net sales of EYLEA outside of the United States(1) were $542 million, compared to $486 million in the second quarter of 2016. In the second quarter of 2017, Regeneron recognized $191 million from its share of net profit from EYLEA sales outside the United States, compared to $167 million in the second quarter of 2016. |
• | Dupilumab, an antibody that blocks signaling of IL-4 and IL-13, is currently being studied in asthma, children with atopic dermatitis, nasal polyps, and eosinophilic esophagitis. |
• | In the second quarter of 2017, global net sales of Dupixent were $29 million. Product sales for Dupixent are recorded by Sanofi, and the Company shares in any profits or losses from the commercialization of Dupixent. Sales of Dupixent in the second quarter largely reflect end-user demand and negligible contribution from inventory build. |
• | In July 2017, the European Medicine Agency's Committee for Medicinal Products for Human Use (CHMP) adopted a positive opinion for the marketing authorization of Dupixent, recommending its approval for use in adults with moderate-to-severe atopic dermatitis who are candidates for systemic therapy. |
• | In the second quarter of 2017, a Phase 3 study of dupilumab in pediatric patients (6-11 years of age) with uncontrolled persistent asthma was initiated. |
• | In the second quarter of 2017, global net sales of Praluent were $46 million, compared to $24 million in the second quarter of 2016. Product sales for Praluent are recorded by Sanofi, and the Company shares in any profits or losses from the commercialization of Praluent. |
• | In April 2017, the U.S. Food and Drug Administration (FDA) approved the supplemental Biologics License Application (sBLA) for a once-monthly (every four weeks), 300 mg dose of Praluent. |
• | In the second quarter of 2017, the FDA granted orphan drug designation for the treatment of homozygous familial hypercholesterolemia (HoFH). |
• | In June 2017, the Company and Sanofi announced that two Phase 3b/4 ODYSSEY-DM trials in patients with diabetes met their primary endpoints. |
• | The ODYSSEY OUTCOMES trial, which is assessing the potential of Praluent to demonstrate cardiovascular benefit, remains ongoing. |
• | In May 2017, the FDA approved Kevzara for the treatment of adult patients with moderately to severely active rheumatoid arthritis who have an inadequate response or intolerance to one or more disease modifying anti-rheumatic drugs (DMARDs). |
• | In June 2017, the European Commission granted marketing authorization for Kevzara in combination with methotrexate (MTX) for the treatment of moderately to severely active |
• | In June 2017, the Company and Sanofi presented, at the American Society of Clinical Oncology (ASCO) Annual Meeting, positive preliminary results from data in patients with advanced cutaneous squamous cell carcinoma (CSCC) pooled from two expansion cohorts of the REGN2810 Phase 1 trial. A pivotal Phase 2 study in CSCC is ongoing. |
• | A Phase 3 study in first-line treatment for non-small cell lung cancer was initiated in the second quarter of 2017. |
• | A potentially pivotal Phase 2 study in basal cell carcinoma was initiated in the second quarter of 2017. |
• | In May 2017, the Company announced that the Phase 2 study in patients with HoFH met its primary endpoint. |
• | In May 2017, an analysis published in the New England Journal of Medicine showed that people with inactivating mutations of the ANGPTL3 gene have significantly reduced risk of coronary artery disease and significantly lower levels of key blood lipids including triglycerides and low-density lipoprotein cholesterol (LDL-C, or "bad cholesterol"). |
Programs | Milestones | |
EYLEA | | Submit sBLA to FDA for every 12-week dosing interval in neovascular age-related macular degeneration (wet AMD) |
Dupixent | | Submission for additional regulatory approvals in atopic dermatitis outside of the United States |
| Regulatory agency decision on atopic dermatitis in the European Union | |
| Report results from Phase 3 asthma program in adults and adolescents | |
| Submit sBLA for asthma in adult/adolescent patients | |
| Initiate Phase 3 studies in pediatric patients in atopic dermatitis | |
Praluent | | Complete ODYSSEY OUTCOMES study (with data expected in early 2018) |
Kevzara | | Submission for additional regulatory approvals and regulatory agency decisions on applications outside of the United States |
Suptavumab (REGN2222; RSV-F Antibody) | | Report results from Phase 3 study |
REGN2810 (PD-1 Antibody) | | Initiate Phase 3 study in cervical cancer |
Fasinumab (NGF Antibody) | | Initiate Phase 3 study in chronic low back pain |
Nesvacumab/aflibercept (Ang2 Antibody co-formulated with aflibercept) | | Report data from Phase 2 studies in DME (RUBY) and wet AMD (ONYX) |
REGN2477 (Activin A Antibody) | | Initiate Phase 2 study in patients with FOP |
• | In the second quarter of 2017, the Company entered into clinical study agreements with Inovio Pharmaceuticals, Inc. and SillaJen, Inc. to evaluate REGN2810 in combination with their respective product candidates. |
• | The Company's Antibody Discovery Agreement with Sanofi will end on December 31, 2017 without any extension. Praluent (anti-PCSK9), Dupixent (anti-IL-4R), Kevzara (anti-IL-6R), REGN2810 (anti-PD-1), REGN3500 (anti-IL-33), and REGN3767 (anti-LAG-3) were discovered and initially developed under the Antibody Discovery Agreement. Praluent, Dupixent, Kevzara, and REGN3500 will continue to be developed, and commercialized as applicable, with Sanofi under the Antibody License and Collaboration Agreement. REGN2810 and REGN3767 will continue to be developed with Sanofi under the immuno-oncology collaboration. Upon expiration of the Antibody Discovery Agreement, Regeneron has the right to develop or continue to develop other product candidates discovered under this agreement independently or with other collaborators. The $130 million of 2017 annual funding from Sanofi under the Antibody Discovery Agreement is expected to be fully utilized by the end of the third quarter of 2017. |
EYLEA U.S. net product sales | Approximately 10% growth over 2016 (previously single digit percentage growth over 2016) |
Sanofi reimbursement of Regeneron commercialization-related expenses | $370 million - $400 million (previously $385 million - $425 million) |
Non-GAAP unreimbursed R&D(2)(4) | $925 million - $965 million (previously $950 million - $1.025 billion) |
Non-GAAP SG&A(2)(4) | $1.12 billion - $1.16 billion (previously $1.14 billion - $1.20 billion) |
Effective tax rate | 27% - 31% (previously 32% - 38%) |
Capital expenditures | $250 million - $285 million (previously $300 million - $350 million) |
(1) | Regeneron records net product sales of EYLEA in the United States. Outside the United States, EYLEA net product sales comprise sales by Bayer in countries other than Japan and sales by Santen Pharmaceutical Co., Ltd. in Japan under a co-promotion agreement with an affiliate of Bayer. The Company recognizes its share of the profits (including a percentage on sales in Japan) from EYLEA sales outside the United States within "Bayer collaboration revenue" in its Statements of Operations. |
(2) | This press release uses non-GAAP net income, non-GAAP net income per share, non-GAAP unreimbursed R&D, and non-GAAP SG&A, which are financial measures that are not calculated in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). These non-GAAP financial measures are computed by excluding certain non-cash and other items from the related GAAP financial measure. Non-GAAP adjustments also include the income tax effect of reconciling items. The Company makes such adjustments for items the Company does not view as useful in evaluating its operating performance. For example, adjustments may be made for items that fluctuate from period to period based on factors that are not within the Company's control, such as the Company's stock price on the dates share-based grants are issued. Management uses these non-GAAP measures for planning, budgeting, forecasting, assessing historical performance, and making financial and operational decisions, and also provides forecasts to investors on this basis. Additionally, such non-GAAP measures provide investors with an enhanced understanding of the financial performance of the Company's core business operations. However, there are limitations in the use of these and other non-GAAP financial measures as they exclude certain expenses that are recurring in nature. Furthermore, the Company's non-GAAP financial measures may not be comparable with non-GAAP information provided by other companies. Any non-GAAP financial measure presented by Regeneron should be considered supplemental to, and not a substitute for, measures of financial performance prepared in accordance with GAAP. A reconciliation of the Company's historical GAAP to non-GAAP results is included in Table 3 of this press release. |
(3) | The Company's 2017 financial guidance does not assume the completion of any significant business development transactions not completed as of the date of this press release and assumes that Praluent will remain on the market throughout 2017. |
(4) | A reconciliation of full year 2017 non-GAAP to GAAP financial guidance is included below: |
Projected Range | ||||||||
(In millions) | Low | High | ||||||
GAAP unreimbursed R&D (5) | $ | 1,205 | $ | 1,265 | ||||
R&D: Non-cash share-based compensation expense | (280 | ) | (300 | ) | ||||
Non-GAAP unreimbursed R&D | $ | 925 | $ | 965 | ||||
GAAP SG&A | $ | 1,325 | $ | 1,395 | ||||
SG&A: Non-cash share-based compensation expense | (205 | ) | (235 | ) | ||||
Non-GAAP SG&A | $ | 1,120 | $ | 1,160 |
(5) | Unreimbursed R&D represents R&D expenses reduced by R&D expense reimbursements from the Company's collaborators and/or customers. |
Contact Information: | ||
Manisha Narasimhan, Ph.D. | Hala Mirza | |
Investor Relations | Corporate Communications | |
914-847-5126 | 914-847-3422 | |
manisha.narasimhan@regeneron.com | hala.mirza@regeneron.com |
June 30, | December 31, | |||||||
2017 | 2016 | |||||||
Assets: | ||||||||
Cash and marketable securities | $ | 2,332,527 | $ | 1,902,944 | ||||
Accounts receivable - trade, net | 1,420,403 | 1,343,368 | ||||||
Accounts receivable from Sanofi and Bayer | 424,144 | 268,252 | ||||||
Inventories | 554,320 | 399,356 | ||||||
Deferred tax assets | 882,980 | 825,303 | ||||||
Property, plant, and equipment, net | 2,261,702 | 2,083,421 | ||||||
Other assets | 230,297 | 150,822 | ||||||
Total assets | $ | 8,106,373 | $ | 6,973,466 | ||||
Liabilities and stockholders' equity: | ||||||||
Accounts payable, accrued expenses, and other liabilities | $ | 832,681 | $ | 980,659 | ||||
Deferred revenue | 1,051,781 | 1,062,436 | ||||||
Capital and facility lease obligations | 701,173 | 481,126 | ||||||
Stockholders' equity | 5,520,738 | 4,449,245 | ||||||
Total liabilities and stockholders' equity | $ | 8,106,373 | $ | 6,973,466 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2017 | 2016 | 2017 | 2016 | |||||||||||||
Revenues: | ||||||||||||||||
Net product sales | $ | 924,133 | $ | 834,219 | $ | 1,782,378 | $ | 1,618,401 | ||||||||
Sanofi collaboration revenue | 222,128 | 163,414 | 432,495 | 383,108 | ||||||||||||
Bayer collaboration revenue | 210,355 | 191,896 | 404,294 | 371,488 | ||||||||||||
Other revenue | 113,500 | 23,100 | 169,940 | 40,481 | ||||||||||||
1,470,116 | 1,212,629 | 2,789,107 | 2,413,478 | |||||||||||||
Expenses: | ||||||||||||||||
Research and development | 509,975 | 559,930 | 1,017,410 | 1,030,042 | ||||||||||||
Selling, general, and administrative | 306,908 | 292,038 | 603,754 | 581,715 | ||||||||||||
Cost of goods sold | 42,133 | 41,247 | 103,386 | 120,189 | ||||||||||||
Cost of collaboration and contract manufacturing | 60,788 | 27,786 | 83,703 | 60,596 | ||||||||||||
919,804 | 921,001 | 1,808,253 | 1,792,542 | |||||||||||||
Income from operations | 550,312 | 291,628 | 980,854 | 620,936 | ||||||||||||
Other (expense) income, net | (24,462 | ) | 628 | (22,715 | ) | 1,471 | ||||||||||
Income before income taxes | 525,850 | 292,256 | 958,139 | 622,407 | ||||||||||||
Income tax expense | (138,106 | ) | (96,038 | ) | (321,464 | ) | (244,804 | ) | ||||||||
Net income | $ | 387,744 | $ | 196,218 | $ | 636,675 | $ | 377,603 | ||||||||
Net income per share - basic | $ | 3.66 | $ | 1.88 | $ | 6.02 | $ | 3.61 | ||||||||
Net income per share - diluted | $ | 3.34 | $ | 1.69 | $ | 5.51 | $ | 3.24 | ||||||||
Weighted average shares outstanding - basic | 106,034 | 104,633 | 105,804 | 104,462 | ||||||||||||
Weighted average shares outstanding - diluted | 116,137 | 116,231 | 115,607 | 116,617 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2017 | 2016 | 2017 | 2016 | |||||||||||||
GAAP net income | $ | 387,744 | $ | 196,218 | $ | 636,675 | $ | 377,603 | ||||||||
Adjustments: | ||||||||||||||||
R&D: Non-cash share-based compensation expense | 69,528 | 79,317 | 143,051 | 157,419 | ||||||||||||
R&D: Upfront payment related to license and collaboration agreement | — | 75,000 | — | 75,000 | ||||||||||||
SG&A: Non-cash share-based compensation expense | 44,708 | 47,730 | 98,520 | 107,812 | ||||||||||||
COGS and COCM: Non-cash share-based compensation expense | 7,022 | 4,644 | 13,476 | 8,710 | ||||||||||||
Other expense: Loss on extinguishment of debt | 30,100 | 466 | 30,100 | 466 | ||||||||||||
Income tax effect of reconciling items above | (52,310 | ) | (74,274 | ) | (98,500 | ) | (124,973 | ) | ||||||||
Non-GAAP net income | $ | 486,792 | $ | 329,101 | $ | 823,322 | $ | 602,037 | ||||||||
Non-GAAP net income per share - basic | $ | 4.59 | $ | 3.15 | $ | 7.78 | $ | 5.76 | ||||||||
Non-GAAP net income per share - diluted | $ | 4.17 | $ | 2.82 | $ | 7.10 | $ | 5.15 | ||||||||
Shares used in calculating: | ||||||||||||||||
Non-GAAP net income per share - basic | 106,034 | 104,633 | 105,804 | 104,462 | ||||||||||||
Non-GAAP net income per share - diluted | 116,832 | 116,523 | 115,903 | 116,836 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2017 | 2016 | 2017 | 2016 | |||||||||||||
Sanofi collaboration revenue: | ||||||||||||||||
Reimbursement of Regeneron research and development expenses | $ | 205,352 | $ | 176,582 | $ | 419,276 | $ | 399,459 | ||||||||
Reimbursement of Regeneron commercialization-related expenses | 87,104 | 80,817 | 160,663 | 149,539 | ||||||||||||
Regeneron's share of losses in connection with commercialization of antibodies | (122,281 | ) | (122,107 | ) | (230,683 | ) | (221,529 | ) | ||||||||
Other | 51,953 | 28,122 | 83,239 | 55,639 | ||||||||||||
Total Sanofi collaboration revenue | 222,128 | 163,414 | 432,495 | 383,108 | ||||||||||||
Bayer collaboration revenue: | ||||||||||||||||
Regeneron's net profit in connection with commercialization of EYLEA outside the United States | 190,883 | 167,492 | 365,759 | 313,327 | ||||||||||||
Reimbursement of Regeneron development expenses | 6,720 | 7,060 | 13,069 | 11,699 | ||||||||||||
Other | 12,752 | 17,344 | 25,466 | 46,462 | ||||||||||||
Total Bayer collaboration revenue | 210,355 | 191,896 | 404,294 | 371,488 | ||||||||||||
Total Sanofi and Bayer collaboration revenue | $ | 432,483 | $ | 355,310 | $ | 836,789 | $ | 754,596 | ||||||||
Other revenue: | ||||||||||||||||
Reimbursement of Regeneron research and development expenses - Teva | $ | 31,481 | — | $ | 53,531 | — | ||||||||||
Reimbursement of Regeneron research and development expenses - other | 762 | $ | 433 | 3,412 | $ | 620 | ||||||||||
Substantive development milestones | 55,000 | — | 55,000 | — | ||||||||||||
Other | 26,257 | 22,667 | 57,997 | 39,861 | ||||||||||||
Total other revenue | $ | 113,500 | $ | 23,100 | $ | 169,940 | $ | 40,481 |