Recommend Shareholders Vote "For"
The Board recommends that shareholders vote 'FOR'
The full text of the letter to shareholders follows:
A Letter from the Independent Directors of Alkermes Appointed Since 2019
Dear Alkermes Shareholder,
We are the seven newest directors of
As with all biopharmaceutical company boards, to achieve success we must navigate the many complexities and inherent risks in the business of drug development and commercialization, including those unique to the disease states in which Alkermes operates. To that end, we are actively engaged in all areas of the business, including the evaluation of strategic opportunities, R&D and commercial capital allocation decisions, corporate governance enhancements, cost structure oversight, and operational efficiency improvements. We have worked closely with our fellow directors and management on designing, and overseeing the execution of, the Company's Value Enhancement Plan, which was announced in
We and our fellow directors regularly engage in robust debate and difficult conversations, both amongst ourselves and with management, to ensure that we carefully consider all aspects of Alkermes' strategic plan and implement changes that we believe best position the Company for long-term value creation. One important example and outcome of this ongoing process is management's implementation, with strong Board support and encouragement, of a rigorous R&D development framework with clearly defined stage-gates and success criteria to prioritize and allocate capital to those R&D programs that we believe have the highest potential ROI. The professionalism, humility and openness of the entire Board and management team to be active participants in this important work, and to drive meaningful change at Alkermes, has been apparent and effective.
The results of our efforts to date are evident: Since we announced our Value Enhancement Plan, Alkermes' share price has increased by 49%, and the Company has outperformed its peers1 by 61%, the XBI biotech index by 83% and the NBI biotech index by 56%2. Alkermes' total shareholder return has also outperformed its peers and the XBI and NBI over various other timeframes, including on a very recent 1-year trailing basis. The Company's enterprise value to a next twelve-month revenue multiple has increased by approximately 51% from 2.5x to 3.8x.
We continue to realize tangible results from our plan. Over the past few months alone, we delivered strong financial results and demonstrated the significant operating leverage engineered into our business, secured a favorable outcome in the Company's arbitration with Johnson & Johnson affiliate Janssen, substantially increased our financial expectations as a result, and made significant progress in the execution of the planned separation of our oncology business. We are gratified by the recognition of our strong performance and the strength of our current Board by the two leading independent proxy advisory service firms in recent weeks.
However, our work is far from done. We have strong momentum and continue to believe that Alkermes has great potential. We remain focused on the key strategic priorities that we believe will drive significant value for all shareholders, including:
- Driving the continued successful launch of LYBALVI®, which is on track for 100% year-over-year growth in 20233;
- Advancing our development pipeline, including generating proof-of-concept data for our orexin 2 receptor agonist by year end;
- Separating the oncology business in a way that unlocks significant value for shareholders; and
- Achieving or exceeding the Company's financial expectations and profitability targets by driving topline growth, rigorously managing expenses, and maximizing the significant operating leverage in our commercial infrastructure.
We regularly evaluate the Company's strategic priorities and do not hesitate to make changes when warranted.
We understand the critical skills and diverse expertise and perspective that the Board needs to achieve our goals. Our
The Board has nominated seven director nominees for re-election to the Board at the Annual Meeting: Emily Peterson Alva,
In this context, we strongly disagree with the ISS recommendation that shareholders vote against
We take very seriously our oversight responsibilities and continue to hold ourselves, each other, and management accountable to do what is in the best interest of all shareholders.
We thank you for your continued support of Alkermes.
SHAREHOLDER VOTING INFORMATION
There are three easy ways to vote:
Visit the website shown on
Dial the toll-free number shown on
Mark, date, sign and return the
If you inadvertently voted using Sarissa's blue proxy card, you can change your vote by voting again using the Company's WHITE proxy card. Alkermes urges you to discard any blue proxy card and other proxy materials you may receive from Sarissa and to only vote using the Company's WHITE proxy card.
If you have any questions about how to vote your shares, or need assistance in voting, please contact the firm assisting Alkermes with the solicitation of proxies for the Annual Meeting:
Toll-Free at (877) 750-8334 (toll-free for those calling from the
+1 (412) 232-3651 (for those calling from outside the
To access the Company's definitive proxy statement and other important information and resources related to the Annual Meeting, and to learn more about Alkermes' Board, business strategy, and strong recent performance, please visit www.AlkermesValue.com.
Certain statements set forth in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including, but not limited to, statements concerning the Company's expectations concerning its future financial and operating performance, business plans or prospects, including its ability to execute on its strategy, create and deliver growth and shareholder value and achieve profitability; expectations and timelines related to the Company's development and commercial activities and prospects; the anticipated benefits of the planned separation of the Company's oncology business; and the therapeutic and commercial potential of the Company's products. The Company cautions that forward-looking statements are inherently uncertain. The forward-looking statements are neither promises nor guarantees and they are necessarily subject to a high degree of uncertainty and risk. Actual performance and results may differ materially from those expressed or implied in the forward-looking statements due to various risks and uncertainties, including that the Company may not ultimately separate its oncology business during 2023 or at all; the Company may not successfully execute its strategic priorities or be able to achieve long-term profitability or its profitability targets in a timely manner or at all; planned clinical development activities may not be completed on time or at all; the results of the Company's development activities may not be positive, or predictive of final results from such activities, results of future development activities or real-world results; the
IMPORTANT ADDITIONAL INFORMATION AND WHERE TO FIND IT
The Company has filed its definitive proxy statement, accompanying WHITE proxy card and other relevant documents with the
1 Peers include: Acadia Pharmaceuticals Inc., Alnylam Pharmaceuticals, Inc., Blueprint Medicines Corporation, Emergent BioSolutions Inc., Exelixis, Inc., Incyte Corporation, Ionis Pharmaceuticals, Inc., Ironwood Pharmaceuticals, Inc., Jazz Pharmaceuticals plc, Neurocrine Biosciences, Inc., PTC Therapeutics, Inc., Sage Therapeutics, Inc., Sarepta Therapeutics, Inc., Ultragenyx Pharmaceutical Inc., United Therapeutics Corporation.
2 Share prices from 12/9/2020, the last trading day before Alkermes announced its Value Enhancement Plan, through 2/3/2023, the last trading day prior to Sarissa's Schedule 13D/A disclosing its notice of director nominations.
3 Reflects midpoint of financial expectations provided on
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