alks_Current Folio_8-K

Table of Contents

   

   

 

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 27, 2017

ALKERMES PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ireland

 

001-35299

 

98-1007018

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

 

Connaught House, 1 Burlington Road

 

 

Dublin 4, Ireland

 

 

(Address of principal executive offices)

 

(Zip Code)

 

(Registrant's telephone number, including area code): + 353-1-772-8000

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):

 

 

 

 

 

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. ☐

 

 


 

Table of Contents

TABLE OF CONTENTS

 

 

Item 2.02 Results of Operations and Financial Condition  

Item 9.01 Financial Statements and Exhibits  

SIGNATURE 

EXHIBIT INDEX  

Ex-99.1 Press release issued by Alkermes plc dated July 27, 2017 announcing financial results for the three and six months ended June 30, 2017.

 

 

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Table of Contents

Item 2.02 Results of Operations and Financial Condition 

 

     On July 27, 2017, Alkermes plc announced financial results for the three and six months ended June 30, 2017. A copy of the press release is attached hereto as Exhibit 99.1. This information, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

 

Item 9.01 Financial Statements and Exhibits 

 

(d) Exhibits

 

 

 

   

   

   

Exhibit

   

   

No.

   

Description

99.1

   

Press release issued by Alkermes plc dated July 27, 2017 announcing financial results for the three and six months ended June 30, 2017.

 

   

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Table of Contents

SIGNATURE

     

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.

 

 

 

 

 

 

 

 

   

   

   

 

 

 

   

   

ALKERMES PLC

   

   

Date: July 27, 2017

By:  

/s/ James M. Frates  

   

   

   

James M. Frates 

   

   

   

Senior Vice President and Chief Financial Officer (Principal Financial Officer) 

   

   

 

 

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Table of Contents

EXHIBIT INDEX

 

 

 

   

   

   

Exhibit

   

   

No.

   

Description

99.1

   

Press release issued by Alkermes plc dated July 27, 2017 announcing financial results for the three and six months ended June 30, 2017.

 

 

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Ex_99-1

Exhibit 99.1

 

 

 

 

Alkermes Contacts:

 

 

For Investors:

Sandy Coombs +1 781 609 6377

 

 

Eva Stroynowski +1 781 609 6823

 

For Media: 

Jennifer Snyder +1 781 609 6166

 

 

 

ALKERMES PLC REPORTS SECOND QUARTER 2017 FINANCIAL RESULTS

 

 Second Quarter Revenues Increased 12% Year-Over-Year to $218.8 Million, GAAP Loss per Share of $0.28 and Non-GAAP Earnings per Share of $0.01 

—  Net Sales of Proprietary Commercial Products, VIVITROL® and ARISTADA®, Increased 54% Year-Over-Year 

— Rolling Submission of ALKS 5461 New Drug Application to Begin in August —

 

DUBLIN, Ireland, July 27, 2017  Alkermes plc (NASDAQ: ALKS) today reported financial results for the second quarter of 2017.

 

“Our solid results this quarter demonstrate the continued strength of our business and commercial portfolio, driven by increasing demand for our proprietary products, VIVITROL® and ARISTADA®, which continue to grow robustly in their respective markets,” commented James Frates, Chief Financial Officer of Alkermes. “The financial underpinnings of our business are strong for today and into the future, as we focus on growing our commercial portfolio and the clinical development of our pipeline candidates. Today, we are reiterating our financial expectations for 2017 that we provided in February.”

 

“We are executing on our strategy and making rapid progress as we continue to invest in our future growth drivers. Following a pre-NDA meeting with FDA for ALKS 5461 earlier this week, we are on track to begin the rolling submission of the ALKS 5461 New Drug Application next month and expect to complete the submission by year-end 2017. We are excited to bring this important, potential, new proprietary medicine to patients struggling with major depressive disorder,” said Richard Pops, Chief Executive Officer of Alkermes. “Alkermes is grounded in our deep commitment to the treatment of addiction and serious mental illness. We continue to advance our pipeline of late-stage product candidates and were also pleased to report positive preliminary topline data from the ALKS 3831 phase 3 antipsychotic efficacy study as well as the approval and launch of the ARISTADA two-month dose in June.”

 

Quarter Ended June 30, 2017 Highlights

Total revenues for the quarter were $218.8 million. This compared to $195.2 million for the same period in the prior year.

Net loss according to generally accepted accounting principles in the U.S. (GAAP) was $43.0 million, or a basic and diluted GAAP loss per share of $0.28, for the quarter and reflected increased investment in the company’s commercial infrastructure and higher cost of goods manufactured and sold reflecting increased manufacturing activity. This compared to GAAP net loss of $47.2 million, or a basic and diluted GAAP loss per share of $0.31, for the same period in the prior year.

Non-GAAP net income was $1.2 million, or a non-GAAP basic and diluted earnings per share of $0.01 for the quarter. This compared to non-GAAP net loss of $1.6 million, or a non-GAAP basic and diluted loss per share of $0.01, for the same period in the prior year.

 

Quarter Ended June 30, 2017 Financial Results

Revenues

Net sales of VIVITROL were $66.1 million, compared to $47.2 million for the same period in the prior year.

Net sales of ARISTADA were $22.7 million, compared to $10.3 million for the same period in the prior year.

Manufacturing and royalty revenues from RISPERDAL CONSTA®, INVEGA SUSTENNA®/XEPLION® and INVEGA TRINZA®/TREVICTA® were $82.2 million, compared to $69.6 million for the same period in the prior year.

Manufacturing and royalty revenues from AMPYRA®/FAMPYRA®1 were $25.3 million, compared to $40.8 million for the same period in the prior year.

Royalty revenue from BYDUREON® was $11.6 million, compared to $12.3 million for the same period in the prior year.    

 


 

Costs and Expenses

Operating expenses were $263.4 million, compared to $242.3 million for the same period in the prior year, reflecting increased investment in the company’s commercial infrastructure and higher cost of goods manufactured and sold reflecting increased manufacturing activity at our site in Ohio.

 

Balance Sheet

At June 30, 2017, Alkermes had cash and total investments of $560.8 million, compared to $589.4 million at March 31, 2017. At June 30, 2017, the company’s total debt outstanding was $282.6 million.

 

Financial Expectations

Alkermes reiterates its financial expectations for 2017 set forth in its press release dated Feb. 15, 2017.

 

Conference Call

Alkermes will host a conference call at 8:30 a.m. ET (1:30 p.m. BST) on Thursday, July 27, 2017, to discuss these financial results and provide an update on the company. The conference call may be accessed by visiting Alkermes’ website or by dialing +1 888 424 8151 for U.S. callers and +1 847 585 4422 for international callers. The conference call ID number is 6037988. In addition, a replay of the conference call will be available from 11:00 a.m. ET (4:00 p.m. BST) on Thursday, July 27, 2017 through 5:00 p.m. ET (10:00 p.m. BST) on Thursday, August 3, 2017, and may be accessed by visiting Alkermes’ website or by dialing +1 888 843 7419 for U.S. callers and +1 630 652 3042 for international callers. The replay access code is 6037988.

 

About Alkermes plc

Alkermes plc is a fully integrated, global biopharmaceutical company developing innovative medicines for the treatment of central nervous system (CNS) diseases. The company has a diversified commercial product portfolio and a substantial clinical pipeline of product candidates for chronic diseases that include schizophrenia, depression, addiction and multiple sclerosis. Headquartered in Dublin, Ireland, Alkermes plc has an R&D center in Waltham, Massachusetts; a research and manufacturing facility in Athlone, Ireland; and a manufacturing facility in Wilmington, Ohio. For more information, please visit Alkermes’ website at www.alkermes.com.

 

Non-GAAP Financial Measures

This press release includes information about certain financial measures that are not prepared in accordance with generally accepted accounting principles in the U.S. (GAAP), including non-GAAP net income (loss) and non-GAAP diluted earnings (loss) per share. These non-GAAP measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similar measures presented by other companies.

 

Non-GAAP net income (loss) adjusts for one-time and non-cash charges by excluding from GAAP results: share-based compensation expense; amortization; depreciation; non-cash net interest expense; certain other one-time or non-cash items; and the income tax effect of these reconciling items.

 

The company’s management and board of directors utilize these non-GAAP financial measures to evaluate the company’s performance. The company provides these non-GAAP measures of the company’s performance to investors because management believes that these non-GAAP financial measures, when viewed with the company’s results under GAAP and the accompanying reconciliations, better indicate underlying trends in ongoing operations. However, non-GAAP net income (loss) and non-GAAP diluted earnings (loss) per share are not measures of financial performance under GAAP and, accordingly, should not be considered as alternatives to GAAP measures as indicators of operating performance. Further, non-GAAP net income (loss) and non-GAAP diluted earnings (loss) per share should not be considered measures of our liquidity.

 

A reconciliation of GAAP to non-GAAP financial measures has been provided in the tables included in this press release.

 

Note Regarding Forward-Looking Statements

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: future financial and operating performance, business plans or prospects; the likelihood of continued revenue growth from the company’s commercial products, including the growth of VIVITROL and ARISTADA; the therapeutic and commercial value of the company’s products, including the launch and commercialization of two-month ARISTADA; and expectations concerning the timing and results of clinical development activities, including the timing of the NDA submission for ALKS 5461. You are cautioned that forward-looking statements are inherently uncertain. Although the company believes that such statements are based on reasonable assumptions within the bounds of its knowledge of its business and operations, 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

 

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may differ materially from those expressed or implied in the forward-looking statements due to various risks and uncertainties. These risks and uncertainties include, among others: the unfavorable outcome of litigation, including so-called “Paragraph IV” litigation and other patent litigation, related to any of our products, which may lead to competition from generic drug manufacturers; data from clinical trials may be interpreted by the U.S. Food and Drug Administration (“FDA”) in different ways than we interpret it; the FDA may not agree with our regulatory approval strategies or components of our filings, such as clinical trial designs; clinical development activities may not be completed on time or at all; the results of our clinical development activities may not be positive, or predictive of real-world results or of results in subsequent clinical trials; regulatory submissions may not occur or be submitted in a timely manner; the company, and its partners, may not be able to continue to successfully commercialize its products; there may be a reduction in payment rate or reimbursement for the company’s products or an increase in the company’s financial obligations to governmental payers; the FDA or regulatory authorities outside the U.S. may make adverse decisions regarding the company’s products; the company’s products may prove difficult to manufacture, be precluded from commercialization by the proprietary rights of third parties, or have unintended side effects, adverse reactions or incidents of misuse; and those risks and uncertainties described under the heading “Risk Factors” in the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2016 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017 and June 30, 2017 and in subsequent filings made by the company with the U.S. Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov.  Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as required by law, the company disclaims any intention or responsibility for updating or revising any forward-looking statements contained in this press release.

 

VIVITROL® is a registered trademark of Alkermes, Inc.; ARISTADA® is a registered trademark of Alkermes Pharma Ireland Limited; RISPERDAL CONSTA®, INVEGA SUSTENNA®, XEPLION®, INVEGA TRINZA® and TREVICTA® are registered trademarks of Johnson & Johnson; AMPYRA® and FAMPYRA® are registered trademarks of Acorda Therapeutics, Inc.; BYDUREON® is a registered trademark of Amylin Pharmaceuticals, LLC.

 

1AMPYRA® (dalfampridine) Extended Release Tablets, 10 mg is developed and marketed in the U.S. by Acorda Therapeutics, Inc. and outside the U.S. by Biogen Idec, under a licensing agreement with Acorda Therapeutics, as FAMPYRA® (prolonged-release fampridine tablets).

 (tables follow)

 

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Alkermes plc and Subsidiaries

Selected Financial Information (Unaudited)

 

 

 

 

 

 

 

Three Months

 

Three Months

 

 

Ended

 

Ended

Condensed Consolidated Statements of Operations - GAAP

 

June 30, 

 

June 30, 

(In thousands, except per share data)

    

2017

    

2016

Revenues:

 

 

 

 

 Manufacturing and royalty revenues

$

129,252

$

137,034

 Product sales, net

 

88,756

 

57,519

 Research and development revenues

 

833

 

612

   Total Revenues

 

218,841

 

195,165

Expenses:

 

 

 

 

 Cost of goods manufactured and sold

 

39,775

 

33,998

 Research and development

 

99,153

 

97,007

 Selling, general and administrative

 

108,950

 

96,120

 Amortization of acquired intangible assets

 

15,472

 

15,157

   Total Expenses

 

263,350

 

242,282

Operating Loss

 

(44,509)

 

(47,117)

Other Expense, net:

 

 

 

 

 Interest income

 

1,171

 

994

 Interest expense

 

(2,923)

 

(3,323)

 Increase in the fair value of contingent consideration

 

700

 

2,200

 Other expense, net

 

(119)

 

(467)

   Total Other Expense, net

 

(1,171)

 

(596)

Loss Before Income Taxes

 

(45,680)

 

(47,713)

Income Tax Benefit

 

(2,681)

 

(520)

Net Loss — GAAP

$

(42,999)

$

(47,193)

 

 

 

 

 

Net (Loss) Earnings Per Share:

 

 

 

 

GAAP loss per share — basic and diluted

$

(0.28)

$

(0.31)

Non-GAAP earnings (loss) per share — basic and diluted

$

0.01

$

(0.01)

 

 

 

 

 

Weighted Average Number of Ordinary Shares Outstanding:

 

 

 

 

  Basic and diluted — GAAP

 

153,392

 

151,301

  Basic — Non-GAAP

 

153,392

 

151,301

  Diluted — Non-GAAP

 

160,307

 

151,301

 

 

 

 

 

An itemized reconciliation between net loss on a GAAP basis and non-GAAP net income (loss) is as follows:

 

 

 

 

Net Loss — GAAP

$

(42,999)

$

(47,193)

  Adjustments:

 

 

 

 

Share-based compensation expense

 

22,680

 

26,631

Amortization expense

 

15,472

 

15,157

Depreciation expense

 

9,034

 

7,927

Change in the fair value of warrants and equity method investments

 

1,611

 

(127)

Non-cash net interest expense

 

193

 

231

Increase in the fair value of contingent consideration

 

(700)

 

(2,200)

Income tax effect related to reconciling items

 

(4,102)

 

(2,051)

Non-GAAP Net Income (Loss)

$

1,189

$

(1,625)


 

 

 

 

 

 

Alkermes plc and Subsidiaries

Selected Financial Information (Unaudited)

 

 

 

 

 

 

 

Six Months

 

Six Months

 

 

Ended

 

Ended

Condensed Consolidated Statements of Operations - GAAP

 

June 30, 

 

June 30, 

(In thousands, except per share data)

    

2017

    

2016

Revenues:

 

 

 

 

 Manufacturing and royalty revenues

$

243,931

$

243,194

 Product sales, net

 

165,212

 

106,893

 Research and development revenues

 

1,476

 

1,853

   Total Revenues

 

410,619

 

351,940

Expenses:

 

 

 

 

 Cost of goods manufactured and sold

 

80,187

 

61,709

 Research and development

 

203,988

 

198,079

 Selling, general and administrative

 

211,049

 

185,840

 Amortization of acquired intangible assets

 

30,774

 

30,313

   Total Expenses

 

525,998

 

475,941

Operating Loss

 

(115,379)

 

(124,001)

Other Expense, net:

 

 

 

 

 Interest income

 

2,114

 

2,005

 Interest expense

 

(5,687)

 

(6,618)

 Increase in the fair value of contingent consideration

 

2,300

 

4,100

 Other expense, net

 

(1,618)

 

(218)

   Total Other Expense, net

 

(2,891)

 

(731)

Loss Before Income Taxes

 

(118,270)

 

(124,732)

Income Tax Benefit

 

(6,390)

 

(116)

Net Loss — GAAP

$

(111,880)

$

(124,616)

 

 

 

 

 

Net Loss Per Share:

 

 

 

 

  GAAP loss per share — basic and diluted

$

(0.73)

$

(0.82)

Non-GAAP net loss per share — basic and diluted

$

(0.17)

$

(0.13)

 

 

 

 

 

Weighted Average Number of Ordinary Shares Outstanding:

 

 

 

 

  Basic and diluted — GAAP and Non-GAAP

 

153,050

 

151,063

 

 

 

 

 

An itemized reconciliation between net loss on a GAAP basis and non-GAAP net loss is as follows:

 

 

 

 

Net Loss — GAAP

$

(111,880)

$

(124,616)

  Adjustments:

 

 

 

 

Share-based compensation expense

 

43,849

 

50,887

Amortization expense

 

30,774

 

30,313

Depreciation expense

 

17,495

 

15,475

Change in the fair value of warrants and equity method investments

 

3,063

 

743

Non-cash net interest expense

 

386

 

463

Increase in the fair value of contingent consideration

 

(2,300)

 

(4,100)

Income tax effect related to reconciling items

 

(8,052)

 

1,289

Upfront license option payment to Reset Therapeutics, Inc. charged to R&D expense

 

 —

 

10,000

Non-GAAP Net Loss

$

(26,665)

$

(19,546)

 

 


 

 

 

 

 

 

 

 

 

Alkermes plc and Subsidiaries

Selected Financial Information (Unaudited)

 

 

 

 

 

Condensed Consolidated Balance Sheets

 

June 30, 

 

December 31,

(In thousands)

    

2017

    

2016

Cash, cash equivalents and total investments

$

560,831

$

619,165

Receivables

 

199,709

 

191,102

Inventory

 

77,352

 

62,998

Prepaid expenses and other current assets

 

43,457

 

39,344

Property, plant and equipment, net

 

266,484

 

264,785

Intangible assets, net and goodwill

 

380,326

 

411,100

Other assets

 

203,184

 

137,929

Total Assets

$

1,731,343

$

1,726,423

Long-term debt — current portion

$

3,000

$

3,000

Other current liabilities

 

221,644

 

208,993

Long-term debt  

 

279,552

 

280,666

Deferred revenue — long-term

 

6,782

 

7,122

Other long-term liabilities

 

18,278

 

17,161

Total shareholders' equity

 

1,202,087

 

1,209,481

Total Liabilities and Shareholders' Equity

$

1,731,343

$

1,726,423

 

 

 

 

 

Ordinary shares outstanding (in thousands)

 

153,650

 

152,431

 

 

 

 

 

This selected financial information should be read in conjunction with the consolidated financial statements and notes thereto included in Alkermes plc's Quarterly Report on Form 10-Q for the three and six months ended June 30, 2017, which the company intends to file in July 2017.