regeneron_8k.htm
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): April 29,
2010 |
REGENERON PHARMACEUTICALS,
INC. |
(Exact Name of Registrant as Specified in
Charter) |
New York |
|
000-19034 |
|
13-3444607 |
(State or other jurisdiction of |
|
(Commission File No.) |
|
(IRS Employer Identification No.) |
Incorporation) |
|
|
|
|
777 Old Saw Mill River Road, Tarrytown, New
York 10591-6707 |
(Address of principal executive offices,
including zip code) |
|
(914)
347-7000 |
(Registrant's
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:
c |
|
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
|
|
|
c |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
|
|
|
c |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
c |
|
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 April 29, 2010, Regeneron Pharmaceuticals, Inc. issued a press release
announcing its financial and operating results for the quarter ended March 31,
2010. 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 April 29, 2010.
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: April 29, 2010 |
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 April 29,
2010. |
exhibit99-1.htm
|
Exhibit
99.1
|
For Immediate
Release |
|
|
Press Release |
|
Regeneron Reports First Quarter 2010 Financial
and Operating Results
Tarrytown, New York (April 29,
2010) -- Regeneron
Pharmaceuticals, Inc. (Nasdaq: REGN) today announced
financial and operating results for the first quarter of 2010. The Company
reported a net loss of $30.5 million, or $0.38 per share (basic and diluted),
for the first quarter of 2010 compared with a net loss of $15.4 million, or
$0.19 per share (basic and diluted), for the first quarter of 2009.
At March 31, 2010, cash,
restricted cash, and marketable securities totaled $413.5 million compared with
$390.0 million at December 31, 2009. During the first quarter of 2010, the
Company received $47.5 million from its landlord in connection with tenant
improvement costs for new laboratory and office facilities that the Company
leases in Tarrytown, New York. In addition, the Company received a $20.0 million
annual technology licensing payment from AstraZeneca during the first quarter of
2010, as described below.
Current Business Highlights
ARCALYST®
(rilonacept) – CAPS
The
Company recognized $9.9 million of net product sales of ARCALYST® (rilonacept) Injection
for Subcutaneous Use in the first quarter of 2010, which included $5.1 million
of ARCALYST®
(rilonacept) net product sales made during the quarter and $4.8 million of
previously deferred net product sales, as described below under “Financial
Results.” In the same quarter of 2009, the Company recognized $3.9 million of
ARCALYST®
(rilonacept) net product sales. ARCALYST® (rilonacept) Injection
for Subcutaneous Use is available for prescription in the United States for the
treatment of Cryopyrin-Associated Periodic Syndromes (CAPS), including Familial
Cold Auto-inflammatory Syndrome (FCAS) and Muckle-Wells Syndrome (MWS) in adults
and children 12 and older. ARCALYST®
(rilonacept) is a fusion protein that blocks the cytokine interleukin-1 (IL-1).
CAPS is a group of rare, inherited, auto-inflammatory conditions characterized
by lifelong, recurrent symptoms of rash, fever/chills, joint pain, eye
redness/pain, and fatigue. In October 2009, rilonacept was approved under
exceptional circumstances by the European Medicines Agency for the treatment of
CAPS with severe symptoms in adults and children 12 and older. Rilonacept is not
currently marketed in the European Union.
Rilonacept – Gout
Rilonacept is in a Phase 3 clinical
development program for the treatment of gout. The program includes four
clinical trials. Two Phase 3 clinical trials (called PRE-SURGE 1 and PRE-SURGE
2) are evaluating rilonacept versus placebo for the prevention of gout flares in
patients initiating urate-lowering drug therapy. A third Phase 3 trial in acute
gout (SURGE) is evaluating treatment with rilonacept alone versus rilonacept in
combination with a nonsteroidal anti-inflammatory drug (NSAID) versus an NSAID
alone. The fourth Phase 3 trial is a placebo-controlled safety study (RE-SURGE)
of rilonacept in patients receiving urate-lowering therapy. PRE-SURGE 1 and
SURGE are fully enrolled. The Company expects to report initial data from SURGE
and PRE-SURGE 1 during the second quarter of 2010 and from PRE-SURGE 2 and
RE-SURGE during the first half of 2011. Regeneron owns worldwide rights to
rilonacept.
VEGF Trap-Eye – Ophthalmologic
Diseases
VEGF Trap-Eye
is a specially purified and formulated form of VEGF Trap for use in the
intraocular treatment of retinal diseases. VEGF Trap-Eye blocks vascular
endothelial growth factor A (VEGF-A), a secreted protein which promotes the
growth of blood vessels. It also binds other mediators of angiogenesis,
including VEGF-B and Placental Growth Factor (PlGF). VEGF Trap-Eye is being
developed by Regeneron in collaboration with Bayer HealthCare. Bayer HealthCare
has rights to market VEGF Trap-Eye outside the United States, where the
companies will share equally in profits from any future sales of VEGF Trap-Eye.
Regeneron maintains exclusive rights to VEGF Trap-Eye in the United
States.
Two Phase 3 studies
(VIEW 1 and VIEW 2) evaluating VEGF Trap-Eye in patients with the neovascular
form of age-related macular degeneration (wet AMD) are fully enrolled, and
initial data from these studies are expected in late 2010. In addition,
Regeneron and Bayer HealthCare are conducting two Phase 3 studies (COPERNICUS
and GALILEO) in central retinal vein occlusion (CRVO). The COPERNICUS study was
initiated during the third quarter of 2009 and is fully enrolled. The GALILEO
study was initiated in October 2009 and is approximately half enrolled. Initial
data are anticipated in early 2011.
In February 2010,
Regeneron and Bayer HealthCare announced results of a Phase 2 study (called DA
VINCI) in patients with clinically significant diabetic macular edema (DME). In
the study, VEGF Trap-Eye achieved the primary study endpoint of a statistically
significant improvement in visual acuity over 24 weeks compared to focal laser
therapy, the standard of care in DME. VEGF Trap-Eye was generally
well-tolerated, and no ocular or non-ocular drug-related serious adverse events
were reported in the study. Following the initial 24 weeks of treatment,
patients continue to be treated for another 24 weeks on the same dosing
regimens. Initial one-year results will be available later in 2010.
Aflibercept (VEGF Trap) –
Oncology
Aflibercept
(VEGF Trap) is being developed worldwide by Regeneron and its collaborator,
sanofi-aventis, for the potential treatment of solid tumors. Three randomized,
double-blind, Phase 3 trials, all of which are fully enrolled, are evaluating
combinations of standard chemotherapy regimens with either aflibercept or
placebo for the treatment of cancer. One trial (called VELOUR) is evaluating
aflibercept as a 2nd line treatment for metastatic colorectal cancer in
combination with FOLFIRI (folinic acid (leucovorin), 5-fluorouracil, and
irinotecan). A second trial (VITAL) is evaluating aflibercept as a 2nd line
treatment for locally advanced or metastatic non-small cell lung cancer in
combination with docetaxel. The third trial (VENICE) is evaluating aflibercept
as a 1st line treatment for metastatic androgen-independent prostate cancer in
combination with docetaxel/prednisone. Based on projected event rates, an
interim analysis of VELOUR is expected to be conducted by an independent
statistician and reviewed by an Independent Data Monitoring Committee (IDMC) in
the second half of 2010. An IDMC is a body of independent clinical and
statistical experts that meets periodically to evaluate data from the studies.
Final results from the VITAL study are anticipated in the first half of 2011 and
from the VELOUR study in the second half of 2011. Based on projected event
rates, an interim analysis of VENICE is expected to be reviewed by an IDMC in
mid-2011, with final results anticipated in 2012.
In addition, a
randomized Phase 2 study (AFFIRM) is evaluating aflibercept as a 1st line
treatment for metastatic colorectal cancer in combination with FOLFOX (folinic
acid (leucovorin), 5-fluorouracil, and oxaliplatin). The AFFIRM study is fully
enrolled, and initial data are anticipated in the second half of 2011.
Monoclonal Antibodies
Since 2007, Regeneron and sanofi-aventis have
collaborated on the discovery, development, and commercialization of fully human
monoclonal antibodies generated by Regeneron using its VelocImmune® technology. During the
fourth quarter of 2009, Regeneron and sanofi-aventis expanded and extended their
collaboration with the objective to advance an average of four to five
antibodies into clinical development each year between 2010 and 2017. There are
five antibody candidates currently in development under the
collaboration:
REGN475, an antibody to
nerve growth factor (NGF), is being evaluated in Phase 2 studies in
osteoarthritis of the knee and other pain indications.
REGN88, an antibody to
the interleukin-6 receptor (IL-6R), has completed Phase 1 studies. A Phase 2/3
study of REGN88 in rheumatoid arthritis and a Phase 2 study in ankylosing
spondylitis, a form of arthritis that primarily affects the spine, are enrolling
patients.
REGN421, an antibody to
Delta-like ligand-4 (Dll4), a novel anti-angiogenesis target, is in a Phase 1
study in patients with advanced malignancies.
REGN727, an antibody to
PCSK9, a novel target for LDL cholesterol reduction, is in a Phase 1 study.
REGN668, an antibody to
the interleukin-4 receptor (IL-4R), a target for allergic and immune conditions,
is in a Phase 1 study.
Financial Results
Revenues
Total revenues increased to $103.5 million in the first quarter of 2010
from $75.0 million in the same period of 2009. The Company’s revenue was
comprised of collaboration revenue, technology licensing revenue, net product
sales, and contract research and other revenue.
Collaboration Revenue
Collaboration revenue relates to the Company’s
aflibercept and antibody collaborations with sanofi-aventis and the Company’s
VEGF Trap-Eye collaboration with Bayer HealthCare. Collaboration revenue for the
three months ended March 31, 2010 and 2009 consisted of the following:
|
|
Three months ended |
|
|
March 31, |
(In millions) |
|
2010 |
|
2009 |
Collaboration revenue |
|
|
|
|
|
|
Sanofi-aventis |
|
$ |
68.7 |
|
$ |
49.6 |
Bayer HealthCare |
|
|
13.1 |
|
|
10.0 |
Total collaboration revenue |
|
$ |
81.8 |
|
$ |
59.6 |
|
For the three months
ended March 31, 2010 and 2009, collaboration revenue from sanofi-aventis
consisted of the following:
|
|
Three months ended |
|
|
March 31, |
(In millions) |
|
2010 |
|
2009 |
Aflibercept: |
|
|
|
|
|
|
Regeneron expense
reimbursement |
|
$ |
4.9 |
|
$ |
5.4 |
Recognition of deferred revenue related to up-front payments |
|
|
2.5 |
|
|
2.5 |
Total aflibercept |
|
|
7.4 |
|
|
7.9 |
Antibody: |
|
|
|
|
|
|
Regeneron expense
reimbursement |
|
|
59.3 |
|
|
38.4 |
Recognition of deferred revenue related to up-front payment |
|
|
1.6 |
|
|
2.6 |
Recognition of revenue related
to VelociGene®
agreement |
|
|
0.4 |
|
|
0.7 |
Total antibody |
|
|
61.3 |
|
|
41.7 |
Total sanofi-aventis
collaboration revenue |
|
$ |
68.7 |
|
$ |
49.6 |
|
Sanofi-aventis’
reimbursement of Regeneron’s aflibercept expenses decreased for the three months
ended March 31, 2010, compared to 2009, primarily due to lower Company costs
associated with internal research activities. Sanofi-aventis also incurs
aflibercept development expenses directly, including costs related to the Phase
3 clinical trials sanofi-aventis is overseeing.
Sanofi-aventis’
reimbursement of Regeneron’s expenses under the antibody collaboration increased
for the three months ended March 31, 2010, compared to the same periods in 2009,
due to an increase in research activities under the companies’ expanded
collaboration, as described above, and increases in development activities for
antibody candidates in clinical development.
For the three months
ended March 31, 2010 and 2009, collaboration revenue from Bayer HealthCare
consisted of the following:
|
|
Three months ended |
|
|
March 31, |
(In millions) |
|
2010 |
|
2009 |
Cost-sharing of Regeneron VEGF Trap-Eye
development |
|
|
|
|
|
|
expenses |
|
$ |
10.6 |
|
$ |
7.5 |
Recognition of deferred revenue related to up-front and |
|
|
|
|
|
|
milestone payments |
|
|
2.5 |
|
|
2.5 |
Total Bayer HealthCare
collaboration revenue |
|
$ |
13.1 |
|
$ |
10.0 |
|
In periods when the
Company recognizes VEGF Trap-Eye development expenses that the Company incurs
under the collaboration with Bayer HealthCare, the Company also recognizes, as
contract research and development revenue, the portion of those VEGF Trap-Eye
development expenses that is reimbursable by Bayer HealthCare. Cost-sharing of
the Company’s VEGF Trap-Eye development expenses with Bayer HealthCare increased
for the three months ended March 31, 2010, compared to the same period in 2009
due to higher costs incurred by the Company in connection with the
collaboration’s clinical development programs in wet AMD, DME, and CRVO. In 2010
and 2009, development expenses incurred by Regeneron and Bayer HealthCare under
the VEGF Trap-Eye global development plan were shared equally.
Technology Licensing
Revenue
Regeneron has
entered into non-exclusive license agreements with AstraZeneca and Astellas that
allow those companies to utilize VelocImmune® technology in their
internal research programs to discover human monoclonal antibodies. Each company
is required to make six $20.0 million annual, non-refundable payments, subject
to the ability to terminate their agreements after making a total of four such
payments. To date, the Company has received $80.0 million in payments from
AstraZeneca and $60.0 million in payments from Astellas under these agreements.
Upon receipt, these payments are deferred and recognized as revenue ratably over
the ensuing year of each agreement. Regeneron will also receive a
mid-single-digit royalty on sales of any antibodies discovered by AstraZeneca or
Astellas utilizing VelocImmune®.
Net Product Sales
Revenue and deferred revenue from product
sales are recorded net of applicable provisions for prompt pay discounts,
product returns, estimated rebates payable under governmental programs
(including Medicaid), distributor fees, and other sales-related costs. The
Company had limited historical return experience for ARCALYST® (rilonacept) beginning
with initial sales in 2008 through the end of 2009; therefore, ARCALYST® (rilonacept) net
product sales were deferred until the right of return no longer existed and
rebates could be reasonably estimated. Effective in the first quarter of 2010,
the Company determined that it had accumulated sufficient historical data to
reasonably estimate both product returns and rebates of ARCALYST® (rilonacept). As a
result, for the three months ended March 31, 2010, the Company recognized as
revenue $9.9 million of ARCALYST® (rilonacept) net
product sales, which included $5.1 million of ARCALYST® (rilonacept) net
product sales made during the quarter and $4.8 million of previously deferred
net product sales. For the three months ended March 31, 2009, the Company
recognized as revenue $3.9 million of ARCALYST® (rilonacept) net
product sales. There was no deferred ARCALYST® (rilonacept) net
product sales revenue at March 31, 2010. At March 31, 2009, deferred
ARCALYST®
(rilonacept) net product sales revenue was $4.2 million.
Expenses
Total operating expenses for the first quarter of 2010 were $132.2
million, 44 percent higher than the same period in 2009. Average headcount
increased to 1,087 for the first quarter of 2010 compared to 938 for the same
period in 2009, due primarily to the Company’s expanding research and
development activities principally in connection with the sanofi-aventis
antibody collaboration. Operating expenses included non-cash compensation
expense related to employee stock option and restricted stock awards (Non-cash
Compensation Expense) of $8.8 million and $7.7 million, in the first quarters of
2010 and 2009, respectively.
Research and development
(R&D) expenses increased to $117.5 million in the first quarter of 2010 from
$80.3 million in the comparable quarter of 2009. In the first quarter of 2010,
the Company incurred higher R&D costs primarily related to additional
R&D headcount; clinical development costs for VEGF Trap-Eye, rilonacept, and
monoclonal antibodies; manufacturing clinical supplies of monoclonal antibodies
and rilonacept; and research and other development activities associated with
VEGF Trap-Eye and the Company’s antibody programs. In addition, R&D expenses
include cost-sharing of Bayer HealthCare’s VEGF Trap-Eye development expenses,
which increased in the first quarter of 2010
compared to the same period in 2009, primarily due to higher costs in connection
with the Phase 3 VEGF Trap-Eye studies being conducted by Bayer
HealthCare.
Selling, general, and
administrative (SG&A) expenses increased to $14.0 million in the first
quarter of 2010 from $11.4 million in the comparable quarter of 2009. In the
first quarter of 2010, the Company incurred higher SG&A compensation expense
due primarily to higher SG&A Non-cash Compensation Expense and additional
SG&A headcount, higher recruitment costs, and higher SG&A
facility-related costs.
Other Income and
Expense
Investment
income decreased to $0.4 million in the first quarter of 2010 from $1.8 million
in the comparable quarter of 2009, primarily due to lower yields on, and lower
balances of, cash and marketable securities in 2010 compared to
2009.
Interest expense of $2.1
million in the first quarter of 2010 was attributable to the imputed interest
portion of the Company’s payments to its landlord to lease newly constructed
laboratory and office facilities in Tarrytown, New York. These payments
commenced in the third quarter of 2009.
Revision of Previously Issued Financial
Statements
The Company
has revised its financial statements for the three months ended March 31, 2009
in connection with the application of authoritative guidance issued by the
Financial Accounting Standards Board (FASB) to the Company’s December 2006
lease, as amended, of laboratory and office facilities in Tarrytown, New York.
The revisions consisted entirely of non-cash adjustments, primarily to the
Company’s balance sheet at March 31, 2009, and had no impact to the Company’s
business operations, existing capital resources, or the Company’s ability to
fund its operating needs. The revisions, and a description of the basis for the
revisions, are more fully described in the Company’s Quarterly Report on Form
10-Q for the quarter ended March 31, 2010.
About Regeneron
Pharmaceuticals
Regeneron is a fully integrated biopharmaceutical company that discovers,
develops, and commercializes medicines for the treatment of serious medical
conditions. In addition to ARCALYST® (rilonacept) Injection
for Subcutaneous Use, its first commercialized product, Regeneron has
therapeutic candidates in Phase 3 clinical trials for the potential treatment of
gout, diseases of the eye (wet age-related macular degeneration and central
retinal vein occlusion), and certain cancers. Additional therapeutic candidates
are in earlier stage development programs in rheumatoid arthritis and other
inflammatory conditions, pain, cholesterol reduction, allergic and immune
conditions, and cancer. Additional information about Regeneron and recent news
releases are available on Regeneron’s web site at www.regeneron.com.
This news release
discusses historical information and includes forward-looking statements about
Regeneron and its products, development programs, finances, and business, all of
which involve a number of risks and uncertainties. These include, among others,
risks and timing associated with preclinical and clinical development of
Regeneron’s drug candidates, determinations by regulatory and administrative
governmental authorities which may delay or restrict Regeneron’s ability to
continue to develop or commercialize its product and drug candidates, competing
drugs that are superior to Regeneron’s product and drug candidates, uncertainty
of market acceptance of Regeneron’s product and drug candidates, unanticipated
expenses, the availability and cost of capital, the costs of developing,
producing, and selling products, the potential for any collaboration agreement,
including Regeneron’s agreements with the sanofi-aventis Group and Bayer
HealthCare, to be canceled or terminated without any product success, and risks
associated with third party intellectual property. A more complete description
of these and other material risks can be found in Regeneron’s filings with the
United States Securities and Exchange Commission (SEC), including its Form 10-K
for the year ended December 31, 2009 and Form 10-Q for the quarter ended March
31, 2010. 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 Information:
Michael Aberman |
Peter Dworkin |
Investor Relations |
Corporate Communications |
914.345.7799 |
914.345.7640 |
michael.aberman@regeneron.com |
peter.dworkin@regeneron.com |
REGENERON PHARMACEUTICALS, INC.
CONDENSED
BALANCE SHEETS (Unaudited)
(In thousands)
|
|
March 31, |
|
December 31, |
|
|
2010 |
|
2009 |
ASSETS |
|
|
|
|
|
|
Cash, restricted cash, and marketable securities |
|
$ |
413,517 |
|
$ |
390,010 |
Receivables |
|
|
71,858 |
|
|
65,568 |
Property, plant, and equipment, net |
|
|
274,621 |
|
|
259,676 |
Other assets |
|
|
27,160 |
|
|
25,948 |
Total assets |
|
$ |
787,156 |
|
$ |
741,202 |
|
LIABILITIES AND STOCKHOLDERS'
EQUITY |
|
|
|
|
|
|
Accounts payable, accrued expenses, and other liabilities |
|
$ |
58,045 |
|
$ |
52,990 |
Deferred revenue |
|
|
185,941 |
|
|
182,428 |
Facility lease obligations |
|
|
156,899 |
|
|
109,022 |
Stockholders' equity |
|
|
386,271 |
|
|
396,762 |
Total liabilities and
stockholders' equity |
|
$ |
787,156 |
|
$ |
741,202 |
|
REGENERON PHARMACEUTICALS,
INC.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
|
|
For the three months |
|
|
ended March 31, |
|
|
2010 |
|
2009 |
|
|
|
|
|
|
(Revised)* |
Revenues |
|
|
|
|
|
|
|
|
Collaboration
revenue |
|
$ |
81,758 |
|
|
$ |
59,608 |
|
Technology licensing |
|
|
10,038 |
|
|
|
10,000 |
|
Net product sales |
|
|
9,852 |
|
|
|
3,891 |
|
Contract research and other |
|
|
1,886 |
|
|
|
1,482 |
|
|
|
|
103,534 |
|
|
|
74,981 |
|
Expenses |
|
|
|
|
|
|
|
|
Research and
development |
|
|
117,471 |
|
|
|
80,307 |
|
Selling, general, and administrative |
|
|
14,005 |
|
|
|
11,420 |
|
Cost of goods sold |
|
|
717 |
|
|
|
392 |
|
|
|
|
132,193 |
|
|
|
92,119 |
|
|
Loss from operations |
|
|
(28,659 |
) |
|
|
(17,138 |
) |
|
Other income (expense) |
|
|
|
|
|
|
|
|
Investment income |
|
|
439 |
|
|
|
1,750 |
|
Interest expense |
|
|
(2,084 |
) |
|
|
|
|
|
|
|
(1,645 |
) |
|
|
1,750 |
|
|
Net loss before income tax
expense |
|
|
(30,304 |
) |
|
|
(15,388 |
) |
|
Income tax expense |
|
|
218 |
|
|
|
|
|
|
Net loss |
|
$ |
(30,522 |
) |
|
$ |
(15,388 |
) |
|
Net loss per share amounts, basic and
diluted |
|
$ |
(0.38 |
) |
|
$ |
(0.19 |
) |
|
Weighted average shares outstanding,
basic and diluted |
|
|
81,169 |
|
|
|
79,498 |
|