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): August 1, 2007
REGENERON PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
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New York
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000-19034
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13-3444607 |
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(State or other jurisdiction of
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(Commission File No.)
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IRS Employer Identification No.) |
Incorporation) |
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On August 1, 2007, Regeneron Pharmaceuticals, Inc. issued a press release announcing its
financial and operating results for the quarter ended June 30, 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 |
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Press Release dated August 1, 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.
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REGENERON PHARMACEUTICALS, INC.
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By: |
/s/ Stuart Kolinski
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Date: August 1, 2007 |
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Name: |
Stuart Kolinski |
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Title: |
Senior Vice President and General Counsel |
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Exhibit Index
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Number |
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Description |
99.1
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Press Release dated August 1, 2007. |
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Press Release
Regeneron Reports Second Quarter Financial and Operating Results
Tarrytown, New York (August 1, 2007) Regeneron Pharmaceuticals, Inc. (Nasdaq: REGN) today
announced financial and operating results for the second quarter of 2007. The Company reported a
net loss of $26.8 million, or $0.41 per share (basic and diluted), for the second quarter of 2007
compared with a net loss of $23.6 million, or $0.41 per share (basic and diluted), for the second
quarter of 2006. The Company reported a net loss of $56.7 million, or $0.86 per share (basic and
diluted), for the six months ended June 30, 2007 compared with a net loss of $44.0 million, or
$0.77 per share (basic and diluted), for the same period in 2006.
At June 30, 2007, cash, restricted cash, and marketable securities totaled $512.3 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: rilonacept (IL-1 Trap) in
various inflammatory indications, aflibercept (VEGF Trap) in oncology in collaboration with the
sanofi-aventis Group, and the VEGF Trap-Eye in eye diseases in collaboration with Bayer HealthCare
AG. The Company also is developing its pipeline of preclinical antibody candidates discovered
utilizing its VelocImmune technology.
Key planned milestones for the third quarter of 2007 include:
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FDA acceptance of the BLA submission for rilonacept for CAPS and establishment of
target completion date for FDA review of BLA. |
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Reporting of results of the Phase 2 trial for the VEGF Trap-Eye in wet AMD. |
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Initiation of the Phase 3 program for the VEGF Trap-Eye in wet AMD and receipt of a
milestone payment from Bayer HealthCare upon initiation of the Phase 3 program. |
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Initiation of the Phase 3 program for the VEGF Trap in oncology in combination with
standard chemotherapy regimens. |
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Full enrollment of 200 patients in the Phase 2 single-agent VEGF Trap study in
advanced ovarian cancer, which was achieved in July. |
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Reporting of results of an exploratory proof-of-concept trial of rilonacept in gout
and initiation of a safety and efficacy trial in gout. |
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Completion of preparation for advancing our first human monoclonal antibody product
candidate into clinical trials in the fourth quarter.
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Rilonacept Inflammatory Diseases
The Company announced in June that it had completed the rolling submission of a Biologics License
Application (BLA) to the U.S. Food and Drug Administration (FDA) for rilonacept (IL-1 Trap) for the
long-term treatment of Cryopyrin-Associated Periodic Syndromes (CAPS). CAPS is a spectrum of rare
inherited inflammatory conditions, including Familial Cold Autoinflammatory Syndrome and
Muckle-Wells Syndrome.
The FDA has previously granted Orphan Drug status and Fast Track designation to rilonacept for the
treatment of CAPS. Rilonacept has also received Orphan Drug designation in the European Union for
the treatment of CAPS.
Regeneron also is evaluating the potential use of rilonacept in other indications in which IL-1 may
play a role. The Company is completing an exploratory proof of concept study of rilonacept in ten
patients with chronic gout, and a safety and efficacy trial of rilonacept in patients with gout is
planned to begin this quarter. The Company also expects to initiate an exploratory proof of
concept study of rilonacept in another indication in the fourth quarter.
VEGF Trap Eye Diseases
The VEGF Trap-Eye is a specially purified and formulated form of the VEGF Trap for use in
intraocular applications. Regeneron and Bayer HealthCare plan to initiate the VEGF Trap-Eye Phase
3 program in the neovascular form of age-related macular degeneration (wet AMD) this quarter. The
first Phase 3 trial will compare the VEGF Trap-Eye and Genentech, Inc.s Lucentisâ
(ranibizumab), an anti-angiogenic agent approved for use in wet AMD. This Phase 3 trial will
evaluate dosing intervals of four and eight weeks for the VEGF Trap-Eye, compared with ranibizumab
dosing according to its label every four weeks. In May 2007, the companies announced positive
preliminary results for a pre-planned interim analysis of the Phase 2 trial of the VEGF Trap-Eye in
wet AMD. The companies expect to report full results of the Phase 2 trial in the third quarter.
Regeneron and Bayer HealthCare plan to initiate a second Phase 3 trial in wet AMD around the end of
2007.
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. 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.
VEGF Trap Oncology
Regeneron and sanofi-aventis are preparing to initiate a large Phase 3 program that will combine
the VEGF Trap with standard chemotherapy regimens in five different advanced solid tumors:
colorectal, non-small cell lung, prostate, pancreas and gastric cancer. The companies expect the
first Phase 3 trial to begin in the current quarter. The development program in oncology is
expected to total over $400 million over the next several years, which will be funded by
sanofi-aventis.
In June 2007, at the annual meeting of the American Society of Clinical Oncology (ASCO), Regeneron
and sanofi-aventis announced interim results of two Phase 2 single-agent studies of the VEGF Trap
in patients with advanced ovarian cancer (AOC) and non-small cell lung adenocarcinoma (NSCLA). The
companies are also conducting a Phase 2 trial of the VEGF Trap in AOC patients with symptomatic
malignant ascites (SMA).
The AOC study, selected for an oral presentation at ASCO, was an interim analysis of a Phase 2
randomized, double-blind, multi-center trial investigating two doses of the VEGF Trap used as a
single agent in patients with recurrent platinum-resistant epithelial ovarian cancer. While the
study remains blinded with regards to dose, the combined preliminary results of the two dose levels
for 162 of a planned 200 patients demonstrated anti-tumor activity, as evidenced by an 8.0 percent
partial response rate and 77 percent achievement of stable disease at 4 weeks in heavily
pre-treated patients who had failed multiple other treatments. The VEGF Trap has been well
tolerated, and the most common adverse events have been the typical class effect of anti-angiogenic
agents. Of the 23 patients in the AOC study with evaluable baseline ascites, 7 patients (30
percent) experienced complete disappearance of the ascites, and 13 patients (57 percent)
experienced no increase in ascites during treatment. The AOC study is ongoing and is now fully
enrolled.
The second study, presented as a poster at ASCO, is a Phase 2 single-arm study conducted in
patients with platinum-resistant and erlotinib-resistant adenocarcinoma of the lung. In this
study, the preliminary results demonstrated activity in this heavily pre-treated patient base, as
evidenced by a 3.7 percent partial response rate and 63 percent of patients achieving stable
disease. The VEGF Trap has been well-tolerated in this trial as well. This study is ongoing and
is now fully enrolled.
Sanofi-aventis has indicated that a first registration submission to a regulatory agency for the
VEGF Trap is possible as early as 2008.
The companies have also initiated their first trial of the VEGF Trap in Japan, a Phase 1 safety and
tolerability study in combination with S-1 in patients with advanced solid malignancies. In
addition, currently underway or scheduled to begin are more than 12
studies to be conducted in conjunction with the National Cancer Institute (NCI) Cancer Therapy
Evaluation Program (CTEP) evaluating the VEGF Trap as a single agent or in combination with
chemotherapy regimens in a variety of cancer indications.
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 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
Revenue
Regenerons total revenue increased to $22.2 million in the second quarter of 2007 from $19.3
million in the same quarter of 2006 and to $38.0 million for the first six months of 2007 from
$37.5 million for the same period of 2006. Contract research and development revenue in the first
half 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 half of 2007 related to the Companys license
agreements with AstraZeneca and Astellas.
Regeneron recognized contract research and development revenue of $13.5 million in the second
quarter of 2007 and $25.3 million for the first six months of 2007 related to the Companys
collaboration with sanofi-aventis, compared with $14.8 million and $28.7 million, respectively, for
the same periods 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 $11.3 million in the second quarter of 2007 from
$11.8 million in the comparable quarter of 2006, and to $20.8 million in the first six months of
2007 from $22.6 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 in the second quarter of 2007
compared to $3.0 million in the same quarter of 2006, and $4.5 million was recognized in the first
six months of 2007 compared to $6.1 million in the same period 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 connection with the Companys license agreements with AstraZeneca and Astellas, both of the
$20.0 million non-refundable, up-front payments received in February and April 2007, respectively,
were deferred and are being recognized as revenue ratably over approximately the first year of each
agreement. In the second quarter and for the first six months of 2007, the Company recognized $6.3
million and $8.4 million, respectively, of technology licensing revenue related to these
agreements.
Bayer
HealthCare Collaboration
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. 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. Through June 30, 2007, reimbursements from Bayer HealthCare
of our VEGF Trap-Eye development expenses totaled $10.6 million. All payments received or
receivable from Bayer HealthCare
through June 30, 2007, totaling $85.6 million, have been fully
deferred and included in deferred revenue for financial statement purposes.
Expenses
Total operating expenses for the second quarter of 2007 were $52.8 million, 21 percent higher than
the same period in 2006, and $102.2 million for the first six months of 2007, 23 percent higher
than the same period in 2006. Operating expenses included non-cash compensation expense related to
employee stock option awards (Stock Option Expense) of $6.9 million in the second quarter of 2007
and $13.5 million for the first six months of 2007, compared with $4.6 million and $8.5 million,
respectively, for the same periods of 2006. The increase in total Stock Option Expense in 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 $43.9 million in the second quarter of 2007
from $34.4 million in the comparable quarter of 2006, and to $85.1 million in the first six months
of 2007 from $66.5 million in the same period of 2006. In addition to the impact of Stock Option
Expense, as described above, in the first half of 2007, the Company incurred higher R&D costs
related to additional headcount and additional clinical manufacturing capacity, and higher costs
related to preclinical development of new antibody candidates and clinical development of the VEGF
Trap-Eye and rilonacept. These were partly offset by lower development expenses for the VEGF Trap
cancer program.
General and administrative (G&A) expenses increased to $8.9 million in the second quarter of 2007
from $6.3 million in the comparable quarter of 2006, and to $17.1 million in the first six months
of 2007 from $12.2 million in the same period of 2006. In addition to the impact of Stock Option
Expense, as described above, in the first half of 2007, the Company incurred higher G&A costs
related to additional headcount and higher fees for various professional services.
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 and Form 10-Q for the quarter ended March 31, 2007. 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.
###
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Contacts: |
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Investors: |
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Media: |
Charles Poole |
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Lauren Tortorete |
914.345.7640 |
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212.845.5609 |
charles.poole@regeneron.com |
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ltortorete@biosector2.com |
REGENERON PHARMACEUTICALS, INC.
CONDENSED BALANCE SHEETS (Unaudited)
(In thousands)
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June 30, |
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December 31, |
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2007 |
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2006 |
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ASSETS |
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Cash, restricted cash, and marketable securities |
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$ |
512,282 |
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$ |
522,859 |
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Receivables |
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20,478 |
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7,493 |
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Property, plant, and equipment, net |
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47,647 |
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49,353 |
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Other assets |
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17,451 |
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5,385 |
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Total assets |
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$ |
597,858 |
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$ |
585,090 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Accounts payable and accrued expenses |
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$ |
34,905 |
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$ |
21,471 |
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Deferred revenue |
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183,617 |
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146,995 |
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Notes payable |
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200,000 |
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200,000 |
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Stockholders equity |
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179,336 |
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216,624 |
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Total liabilities and stockholders equity |
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$ |
597,858 |
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$ |
585,090 |
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REGENERON PHARMACEUTICALS, INC.
CONDENSED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
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For the three months ended June 30, |
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For the six months ended June 30, |
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2007 |
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2006 |
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2007 |
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2006 |
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Revenues |
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Contract research and development |
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$ |
15,917 |
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$ |
14,991 |
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$ |
29,562 |
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$ |
29,578 |
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Contract manufacturing |
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4,267 |
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7,899 |
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Technology licensing |
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6,278 |
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8,421 |
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22,195 |
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19,258 |
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37,983 |
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37,477 |
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Expenses |
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Research and development |
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43,864 |
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34,398 |
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85,099 |
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66,482 |
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Contract manufacturing |
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2,810 |
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4,662 |
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General and administrative |
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8,935 |
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6,299 |
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17,137 |
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12,245 |
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52,799 |
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43,507 |
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102,236 |
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83,389 |
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Loss from operations |
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(30,604 |
) |
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(24,249 |
) |
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(64,253 |
) |
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(45,912 |
) |
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Other income (expense) |
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Investment income |
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6,841 |
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3,684 |
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13,584 |
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7,165 |
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Interest expense |
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(3,011 |
) |
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(3,011 |
) |
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(6,022 |
) |
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(6,022 |
) |
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3,830 |
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|
673 |
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7,562 |
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|
1,143 |
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Net loss before cumulative effect of a change in
accounting principle |
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(26,774 |
) |
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(23,576 |
) |
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(56,691 |
) |
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(44,769 |
) |
Cumulative effect of adopting Statement of Financial
Accounting Standards No. 123R (SFAS 123R) |
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813 |
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Net loss |
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($ |
26,774 |
) |
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($ |
23,576 |
) |
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($ |
56,691 |
) |
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($ |
43,956 |
) |
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Net loss per share amounts, basic and diluted: |
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Net loss before cumulative effect of a change in
accounting principle |
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($ |
0.41 |
) |
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($ |
0.41 |
) |
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($ |
0.86 |
) |
|
($ |
0.79 |
) |
Cumulative effect of adopting SFAS 123R |
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|
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|
|
|
|
|
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0.02 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
($ |
0.41 |
) |
|
($ |
0.41 |
) |
|
($ |
0.86 |
) |
|
($ |
0.77 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, basic and diluted |
|
|
65,950 |
|
|
|
56,915 |
|
|
|
65,757 |
|
|
|
56,821 |
|