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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): July 26, 2005
Biogen Idec Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation)
  0-19311
(Commission
File Number)
  33-0112644
(I.R.S. Employer
Identification No.)
 
14 Cambridge Center, Cambridge, Massachusetts   02142
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code:     (617) 679-2000
Not Applicable
(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

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))
 
 

 


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ITEM 2.02     Results of Operations and Financial Condition.
SIGNATURES
EXHIBIT INDEX
Ex-99.1 Press Release dated July 26, 2005


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ITEM 2.02     Results of Operations and Financial Condition.
          The press release attached as Exhibit 99.1 includes information with respect to the Registrant’s adjusted non-GAAP earnings per share and net income for the first three months and six months of 2005 and 2004. These are non-GAAP financial measures. The non-GAAP financial measures exclude merger-related accounting impacts, other merger-related charges, and charges related to the sale of the Registrant’s Oceanside, California large-scale manufacturing facility.
          Management believes that the non-GAAP financial measures provide useful information to investors. In particular, management believes that they allow investors to monitor and evaluate the Registrant’s ongoing operating results and trends and gain a better understanding of the Registrant’s business, period-to-period performance, and prospects for future performance.
          This press release is being furnished pursuant to Item 2.02 of this Current Report on Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such documents be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

 


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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.
         
  Biogen Idec Inc.
 
 
Date: July 26, 2005  By:   /s/ Raymond G. Arner    
    Raymond G. Arner   
    Acting General Counsel   
 

 


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EXHIBIT INDEX
     
Exhibit
Number
 
Description
 
   
99.1
  The Registrant’s Press Release dated July 26, 2005.

 

exv99w1
 

Exhibit 99.1
(BIOGEN LOGO)
Media Contact:
Jose Juves
Associate Director, Public Affairs
Biogen Idec
Tel: (617) 914-6524
Investment Community Contact:
Elizabeth Woo
Vice President, Investor Relations
Biogen Idec
Tel: (617) 679-2812
FOR IMMEDIATE RELEASE
Biogen Idec Reports Second Quarter 2005 Results
Cambridge, MA, July 26, 2005 — Biogen Idec Inc. (NASDAQ: BIIB), a global biotechnology leader with leading products and capabilities in oncology, neurology and immunology, today reported its second quarter 2005 results.
Second Quarter Highlights
    Total revenues grew 12% to $606 million vs. prior year $539 million, driven primarily by AVONEXÒ (Interferon beta-1a) worldwide sales up 10% to $382 million and RITUXANÒ (rituximab) revenues from the joint business arrangement up 22% to $185 million.
 
    On a reported basis, calculated in accordance with U.S. generally accepted accounting principles (GAAP), second quarter earnings per share (EPS) were $0.10. Excluding merger-related accounting impacts of $86 million and charges of $78 million related to the sale of the NIMO manufacturing facility, adjusted non-GAAP EPS were $0.43, representing a 26% increase.
 
    $20 million of charges, or EPS of $0.04, were included in both the GAAP and adjusted non-GAAP results related to TYSABRIÒ (natalizumab) inventories that were written off during the quarter.

 


 

Page 2       Biogen Idec Reports Second Quarter 2005 Earnings
“Impressive results from AVONEX and RITUXAN coupled with an operational discipline and effective cost management drove an increase of more than 20% in earnings,” said James Mullen, Biogen Idec’s Chief Executive Officer. “We have also maintained our strong commitment to the MS community by conducting an extensive safety evaluation of TYSABRI which is ongoing. We look forward to the expected completion of the evaluation by the end of the summer and to further discussions with the regulatory authorities regarding the path forward for TYSABRI.”
Financial Performance
On an adjusted non-GAAP basis, Biogen Idec’s net income grew 22% to $149 million in the second quarter of 2005 (Q2 2004 adjusted non-GAAP: $122 million). Adjusted non-GAAP EPS were $0.43 for the second quarter of 2005 (Q2 2004 adjusted non-GAAP: $0.34).
On a reported basis, calculated in accordance with GAAP, Biogen Idec reported net income of $35 million (or EPS of $0.10) in the second quarter of 2005 (Q2 2004: net income of $0.8 million, or EPS of $0.00). The difference between adjusted non-GAAP net income and EPS and GAAP net income and EPS in the second quarter were primarily due to:
    pre-tax charges of $86 million of non-cash merger-related accounting impacts, primarily amortization of intangibles, inventory step-up, and other merger-related charges, and
 
    charges totaling approximately $78 million related to the sale of the NIMO manufacturing facility.
These adjustments are itemized on Table 3.
Revenue Performance
Revenues for the second quarter of 2005 were up 22% to $185 million (Q2 2004: $151 million) from Biogen Idec’s joint business arrangement with Genentech related to RITUXAN, a treatment for certain B-cell non-Hodgkin’s lymphomas (NHL) that Biogen Idec co-promotes in the U.S. with Genentech. All U.S. sales of RITUXAN are recognized by Genentech, and Biogen Idec records its share of the pretax co-promotion profits on a quarterly basis. U.S. net sales of RITUXAN were $450 million in the second quarter of 2005 (Q2 2004: $390 million), as reported by Genentech.
Revenues from AVONEX, Biogen Idec’s therapy for patients with relapsing forms of multiple sclerosis (MS), increased 10% in the second quarter to $382 million (Q2 2004: $347 million). AVONEX, the leading therapy for MS in the U.S. as measured by revenues, patients, and total prescriptions, recorded sales of $230 million in U.S. sales for the quarter (Q2 2004: $227 million). International sales increased 27% to $152 million in the second quarter of 2005 (Q2 2004: $120 million).
Table 4 provides individual product revenues.

 


 

Page 3       Biogen Idec Reports Second Quarter 2005 Earnings
Royalties were $22 million in the second quarter of 2005 (Q2 2004: $24 million).
Second Quarter Events
    On April 6, 2005, Biogen Idec, Genentech and Roche announced that a Phase III clinical study of RITUXAN met its primary endpoint of a greater proportion of RITUXAN-treated patients achieving an American College of Rheumatology (ACR) 20 response at week 24, compared to placebo. In the second half of this year, Biogen Idec and Genentech expect to submit a supplemental filing for approval of RITUXAN in the U.S. for patients with active rheumatoid arthritis (RA) who are inadequate responders to anti-TNF therapies. The filing will be largely based on the results of the Phase III study.
 
    On April 12, 2005, at the 57th annual American Academy of Neurology (AAN) meeting in Miami Beach, FL, the two-year data from the AFFIRM Phase III monotherapy trial was presented. AFFIRM met all primary and secondary endpoints, including disability progression and relapse rate. TYSABRI treatment led to a 42 percent reduction in the risk of disability progression compared to placebo. TYSABRI also reduced the rate of clinical relapses by 67 percent compared to placebo, which was sustained and consistent with the previously reported one-year results.
 
    On May 17, 2005, Biogen Idec announced that its scientists have identified a molecule in the central nervous system (CNS) that may play a pivotal role in CNS repair and regeneration. The research, published in the June 2005 edition of Nature Neuroscience, is the first to suggest a role for LINGO-1 in nerve repair and could lead to potential pathways for treating MS and other demyelinating diseases.
 
    On June 9, 2005, Biogen Idec, Genentech, and Roche announced preliminary positive results from a large randomized clinical trial (DANCER) of RITUXAN in RA showing that a greater proportion of patients treated with a single course of RITUXAN, with a stable dose of methotrexate, achieved ACR 20, 50 and 70 response rates compared to placebo.
 
    On June 14, 2005, Biogen Idec announced that a Phase II clinical study showed that galiximab (anti-CD80 mAb) may be used in combination with RITUXAN, and the combination may prolong event-free survival in patients with relapsed or refractory, follicular NHL when compared to previous results with RITUXAN monotherapy. Side effects of the combination were similar to treatment with RITUXAN alone.
 
    On June 30, 2005, Biogen Idec and Elan announced that ENCORE, the second Phase III induction trial of TYSABRI for the treatment of moderately to severely active Crohn’s disease in patients with evidence of active inflammation, met the primary endpoint of clinical response as defined by a 70 point decrease in baseline Crohn’s Disease Activity Index (CDAI) score at both weeks 8 and 12.

 


 

Page 4       Biogen Idec Reports Second Quarter 2005 Earnings
    In June, Biogen Idec agreed to sell the NIMO Oceanside, California biologics manufacturing facility to Genentech for $408 million. The approximately 430 employees at the facility were offered employment at Genentech or retained by Biogen Idec. Biogen Idec incurred charges totaling approximately $78 million related to the sale.
Conference Call and Webcast
The Company’s earnings conference call for the second quarter will be broadcast via the internet at 5:00 p.m. ET on July 26, 2005, and will be accessible through the investor relations section of Biogen Idec’s homepage, http://www.biogenidec.com.
About Biogen Idec
Biogen Idec (NASDAQ: BIIB) creates new standards of care in oncology, neurology and immunology. As a global leader in the development, manufacturing, and commercialization of novel therapies, Biogen Idec transforms scientific discoveries into advances in human healthcare. For product labeling, press releases and additional information about the company, please visit http://www.biogenidec.com.
Safe Harbor
This press release contains forward-looking statements regarding expected future financial results, plans for our development programs, the potential for TYSABRI and the completion of the TYSABRI safety evaluation.
These statements are based on the Company’s current beliefs and expectations. A number of risks and uncertainties could cause actual results to differ materially. For example, financial results, and other statements regarding future financial performance, and overall prospects for the Company’s products may be affected by a number of factors, including any unexpected slowing of growth of the markets for AVONEX and RITUXAN, any change in market acceptance of AVONEX and RITUXAN in key markets worldwide, the impact of reimbursement and pricing decisions related to the Company’s products, the impact of competitive products on the Company’s products, any material decreases in sales by licensees of products on which the Company receives royalties, the impact of litigation, the impact of costs related to the suspension of TYSABRI, increases in costs related to in-licensing and product opportunities, increases in costs related to development of new products and existing products in new indications, and any material issues, delays or failures related to the manufacturing or supply of the Company’s products.
Our long-term growth will depend on the successful development and commercialization of new products. Drug development involves a high degree of risk. For example, the plans for our development programs could be negatively affected if unexpected concerns arise from additional data or analysis, if regulatory authorities require additional information or further studies, or if we were to encounter other unexpected hurdles.

 


 

Page 5       Biogen Idec Reports Second Quarter 2005 Earnings
The potential for TYSABRI is subject to a number of risks and uncertainties. There is no assurance, for example, that we will be able to gain sufficient information to fully understand the risks associated with the product. There is also no assurance that the Company and Elan will be able to resume marketing and sales of TYSABRI. The completion of the TYSABRI safety evaluation is also subject to a number of risks and uncertainties, including the difficulty of analyzing complex data and results, and unanticipated logistical hurdles.
For more detailed information on the risks and uncertainties associated with these forward looking statements and the Company’s other activities, see the periodic reports filed by the Company with the Securities and Exchange Commission. The Company does not undertake any obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.

 


 

TABLE 1
Financial Results For The Second Quarter of 2005
Condensed Consolidated Statements Of Income — GAAP Basis
(in thousands, except per share amounts)
                                 
    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
REVENUES
                               
Product
  $ 398,822     $ 363,186     $ 796,406     $ 735,723  
Unconsolidated joint business
    184,934       151,157       345,387       285,112  
Royalties
    21,734       24,297       48,483       49,510  
Corporate partner
    144       123       3,160       10,160  
 
                       
Total revenues
    605,634       538,763       1,193,436       1,080,505  
 
                       
COST AND EXPENSES
                               
Cost of product and royalty revenues
    71,093       151,729       170,701       406,496  
Research and development
    179,843       169,782       358,611       328,702  
Selling, general and administrative
    155,754       139,414       314,227       270,474  
Amortization of acquired intangible assets
    77,078       79,308       152,756       160,168  
Loss on Sale of Plant
    75,565             75,565        
 
                       
Total cost and expenses
    559,333       540,233       1,071,860       1,165,840  
 
                       
Income (loss) from operations
    46,301       (1,470 )     121,576       (85,335 )
Other income/ (expense), net
    6,051       6,413       (2,874 )     18,139  
 
                       
INCOME (LOSS) BEFORE INCOME TAXES
    52,352       4,943       118,702       (67,196 )
Income taxes (benefit)
    17,848       4,116       40,738       (26,825 )
 
                       
NET INCOME
  $ 34,504     $ 827     $ 77,964     $ (40,371 )
 
                       
BASIC EARNINGS (LOSS) PER SHARE
  $ 0.10     $ 0.00     $ 0.23       (0.12 )
 
                       
DILUTED EARNINGS (LOSS) PER SHARE
  $ 0.10     $ 0.00     $ 0.23       (0.12 )
 
                       
SHARES USED IN CALCULATING:
                               
BASIC EARNINGS PER SHARE
    332,629       337,018       333,946       336,084  
 
                       
DILUTED EARNINGS PER SHARE
    344,735       350,279       348,086       336,084  
 
                       

 


 

TABLE 2
Condensed Consolidated Balance Sheets
(dollars in thousands)
                 
    Jun. 30, 2005     Dec. 31, 2004  
Assets:
               
Current assets
               
Cash, cash equivalents and securities available-for-sale
  $ 927,453     $ 1,057,942  
Accounts receivable, net
    254,014       278,637  
Inventory
    243,538       251,016  
Other current assets
    371,297       343,449  
 
           
Total current assets
    1,796,302       1,931,044  
 
           
Long-term securities available-for-sale
    873,182       1,109,624  
Property and equipment, net
    1,150,420       1,525,225  
Intangible assets, net
    3,139,315       3,292,827  
Goodwill
    1,151,105       1,151,105  
Other
    157,828       155,933  
 
           
Total assets
  $ 8,268,152     $ 9,165,758  
 
           
Liabilities and shareholders’ equity
               
Current liabilities
  $ 540,653     $ 1,260,748  
Long-term deferred tax liability
    882,021       921,771  
Non-current liabilities
    99,664       156,838  
Shareholders’ equity
    6,745,814       6,826,401  
 
           
Total liabilities and shareholders’ equity
  $ 8,268,152     $ 9,165,758  
 
           

 


 

TABLE 3
Financial Results For The Second Quarter of 2005
Condensed Consolidated Statements Of Income — Operating Basis
(in millions, except per share amounts)
The non-GAAP financial measures presented below are utilized by Biogen Idec management to gain an understanding of the comparative financial performance of the Company. Management believes that the non-GAAP financial measures are useful because they exclude those non-operational activities or transactions that are not necessarily relevant to understanding the trends of the Company or the prospects of future performance. The presentation of this information is not meant to be considered in isolation or as a substitute for GAAP financial measures. Numbers may not foot due to rounding.
                                 
    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2005     2004     2005     2004  
Earnings per share — Diluted:
                               
GAAP
  $ 0.10     $ 0.00     $ 0.23       ($0.12 )
Adjusted Pro Forma (Non-GAAP)
  $ 0.43     $ 0.34     $ 0.73     $ 0.73  
 
                               
AN ITEMIZED RECONCILIATION BETWEEN NET INCOME ON A GAAP BASIS AND NET INCOME ON A NON-GAAP BASIS IS AS FOLLOWS:
                               
 
                               
GAAP Net Income/(Loss)
  $ 34.5     $ 0.8     $ 78.0       ($40.4 )
COGS: Fair value step up of inventory acquired from former Biogen, Inc
    9.0       93.4       18.3       287.8  
R&D: Costs associated with Sale of Oceanside Manufacturing Facility
    1.9             1.9        
R&D: Merger related and purchase accounting costs
          0.7             2.9  
SG&A: Merger related and purchase accounting costs
          0.6       0.4       5.0  
Purchase accounting: Amortization of acquired intangible assets related to the merger with former Biogen, Inc.
    77.1       79.3       152.8       160.2  
Loss on Sale of Oceanside Manufacturing Facility
    75.6             75.6        
Income taxes: Income tax effect of reconciling items
    (49.0 )     (53.2 )     (72.1 )     (151.2 )
 
                       
Non-GAAP Net Income
  $ 149.0     $ 121.7     $ 254.8     $ 264.3  
 
                       
Adjustments were made to conform prior periods to current year presentation including adoption of EITF 03-06, which requires allocation of income to certain holders of equity and debt instruments.

 


 

Table 4
Biogen Idec Inc
Product Revenues for Second Quarter 2005
(in thousands)
                 
    Three Months Ended  
    June 30,  
    2005     2004  
PRODUCT REVENUES
               
Avonex®
  $ 381,789     $ 346,516  
Amevive®
    12,456       12,116  
Tysabri®
    (897 )      
Zevalin®
    5,474       4,554  
 
           
Total Product Revenues
  $ 398,822     $ 363,186  
 
           
                 
    Six Months Ended  
    June 30,  
    2005     2004  
PRODUCT REVENUES
               
Avonex®
  $ 755,374     $ 701,234  
Amevive®
    24,473       25,103  
Tysabri®
    5,049        
Zevalin®
    11,510       9,386  
 
           
Total Product Revenues
  $ 796,406     $ 735,723