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     117  0 Kommentare Horizon Therapeutics plc Reports Fourth-Quarter and Full-Year 2019 Financial Results; Announces Full-Year 2020 Guidance

    Horizon Therapeutics plc (Nasdaq: HZNP) today announced its fourth-quarter and full-year 2019 financial results and provided its full-year 2020 net sales and adjusted EBITDA guidance.

    “The fourth quarter capped off another year of tremendous progress at Horizon, marked by the achievement of several important milestones,” said Timothy Walbert, chairman, president and chief executive officer, Horizon. “We are in our strongest position ever as a company, entering 2020 with FDA approval of TEPEZZA, the first and only medicine approved for the treatment of thyroid eye disease. We continue to see strong growth for KRYSTEXXA, the only approved medicine for uncontrolled gout, particularly following the significantly higher complete response rate demonstrated when used in combination with methotrexate. With the excellent growth potential we see for both TEPEZZA and KRYSTEXXA, we recently increased our peak U.S. net sales expectations to more than $1 billion for each medicine. We remain focused on optimizing the benefits our medicines provide patients and driving value for our shareholders.”

    Financial Highlights

    (in millions except for per share amounts and percentages) Q4 19 Q4 18 %
    Change
    FY 19 FY 18 %
    Change
     
    Net sales

    $

    363.5

    $

    355.5

    2

     

    $

    1,300.0

    $

    1,207.6

     

    8

    Net income (loss)

     

    592.8

     

    101.6

    483

     

     

    573.0

     

    (38.4

    )

    NM

    Non-GAAP net income

     

    116.6

     

    116.8

    -

     

     

    390.2

     

    314.7

     

    24

    Adjusted EBITDA

     

    139.9

     

    151.1

    (7

    )

     

    482.8

     

    451.4

     

    7

     
    Earnings (Loss) per share - diluted

     

    2.84

     

    0.58

    390

     

     

    2.90

     

    (0.23

    )

    NM

    Non-GAAP earnings per share - diluted

     

    0.56

     

    0.67

    (16

    )

     

    1.94

     

    1.83

     

    6

    Fourth-Quarter and Recent Company Highlights

    • TEPEZZA Approved by FDA for the Treatment of Thyroid Eye Disease (TED): On Jan. 21, 2020, the U.S. Food and Drug Administration (FDA) approved TEPEZZA (teprotumumab-trbw) for the treatment of TED, well in advance of the Prescription Drug User Fee Act (PDUFA) action date of March 8, 2020. TEPEZZA is the first and only FDA-approved medicine for the treatment of TED, a serious, progressive and vision-threatening rare autoimmune disease.
    • The New England Journal of Medicine Published TEPEZZA’s Phase 3 Clinical Trial Data: In January 2020, the Company announced that The New England Journal of Medicine had published the comprehensive results of Phase 3 clinical trial evaluating TEPEZZA for the treatment of TED. The results from the clinical trial demonstrated that TEPEZZA provides significant improvements in proptosis (eye bulging) and diplopia (double vision) when compared to a placebo. This is one of the few clinical programs to have both its Phase 2 and Phase 3 clinical results published in The New England Journal of Medicine.
    • FDA Advisory Committee Voted Unanimously to Support the Use of TEPEZZA for TED: On Dec. 13, 2019, the Dermatologic and Ophthalmic Drug Advisory Committee (DODAC) of the FDA voted unanimously (12-0) that the potential benefits of TEPEZZA outweigh the potential risks for the treatment of TED.
    • KRYSTEXXA MIRROR Open-Label Immunomodulation Trial Demonstrated 79 Percent Complete Response Rate: In January 2020, the Company announced topline results from its MIRROR open-label trial, which evaluated the use of the immunomodulator methotrexate with KRYSTEXXA to increase the complete response rate of KRYSTEXXA. The results of the trial demonstrated that 79 percent, or 11 of 14 patients enrolled, achieved a complete response, defined as the proportion of serum uric acid (sUA) responders (sUA <6 mg/dL) at Month 6. The 79 percent response rate is nearly double the 42 percent response rate in the KRYSTEXXA Phase 3 clinical program, which evaluated KRYSTEXXA alone. The combination was also well tolerated.
    • Increased Peak U.S. Annual Net Sales Expectations for Key Growth Drivers: In January 2020, the Company announced that it increased both KRYSTEXXA and TEPEZZA peak U.S. annual net sales expectations to more than $1 billion each, from the previous expectation of more than $750 million each.
    • Initiated PROTECT Trial Evaluating KRYSTEXXA to Improve Management of Uncontrolled Gout for Adults with a Kidney Transplant: In October 2019, the Company initiated its open-label PROTECT clinical trial evaluating the use of KRYSTEXXA in adults with uncontrolled gout who have undergone a kidney transplant. The objective of the trial is to demonstrate that KRYSTEXXA can provide effective disease control without burdening the kidneys. The randomized multicenter open-label trial is expected to enroll 20 adults with uncontrolled gout who have received a kidney transplant.
    • FDA Approved New Drug Application (NDA) for PROCYSBI Oral Granules: In February 2020, the FDA approved PROCYSBI Delayed-Release Oral Granules in Packets for adults and children one year of age and older living with nephropathic cystinosis. This new dosage form provides another administration option for patients, in addition to the currently available PROCYSBI capsules.
    • Two New Pipeline Programs Announced: In January 2020, the Company announced two new pipeline programs expected to begin in 2020: a TEPEZZA exploratory trial in diffuse cutaneous scleroderma and a proof of concept trial evaluating the impact of administering KRYSTEXXA over a shorter infusion duration.
    • Opened New Facility in South San Francisco: In November 2019, the Company opened a new office in South San Francisco. The 20,000 square-foot facility features laboratory space that will enable formulation and process development for manufacturing, as well as bioanalytical method development and other R&D functions. The Company expects to add new positions in bioanalysis, clinical research, pharmacology, manufacturing and business development in 2020.
    • Expanding the Company’s U.S. Operations: In February 2020, the Company closed the acquisition of its new U.S. headquarters in Deerfield, Ill. In line with the Company's significant growth over the past three years, the new location will provide the Company the flexibility to accommodate its current U.S. operations as well as its anticipated future growth.

    Research and Development Programs

    • TEPEZZA Diffuse Cutaneous Scleroderma Exploratory Trial: TEPEZZA is a fully human monoclonal antibody insulin-like growth factor-1 receptor (IGF-1R) inhibitor approved by the FDA for the treatment of TED. The Company is evaluating additional indications for TEPEZZA and expects to begin an exploratory trial in 2020 in diffuse cutaneous scleroderma, a rare fibrotic disease with no treatment options.
    • KRYSTEXXA MIRROR Randomized Clinical Trial: The Company is currently evaluating the coadministration of KRYSTEXXA with methotrexate to increase the complete response rate of KRYSTEXXA in the MIRROR placebo-controlled randomized clinical trial (RCT). The trial commenced in June 2019, and enrollment of 135 randomized patients is on track to complete mid-2020. The registrational trial is designed to enable the potential submission of results to the FDA to update the prescribing information. The MIRROR RCT follows an initial MIRROR open-label trial completed in 2019 that demonstrated a 79 percent complete response rate for patients using KRYSTEXXA with methotrexate. Methotrexate is the immunomodulator most used by rheumatologists and has been shown to reduce anti-drug antibody formation to biologic therapies when used in conjunction with these therapies.
    • KRYSTEXXA PROTECT Trial in Kidney Transplant Patients with Uncontrolled Gout: The Company is evaluating the effect of KRYSTEXXA on serum uric acid levels in kidney transplant patients with uncontrolled gout in its PROTECT clinical trial, initiated in October 2019. Kidney transplant patients have more than a tenfold increase in the prevalence of gout when compared to the general population, and literature suggests that persistently high serum uric acid levels can be associated with organ rejection. Managing uncontrolled gout is one of the most common and significant unmet needs of kidney transplant patients.
    • KRYSTEXXA Shorter-Infusion Duration Trial: The Company is initiating an open-label trial in mid-2020 to evaluate the impact of administering KRYSTEXXA over a significantly shorter infusion duration. Currently, KRYSTEXXA is infused over a two-hour or longer timeframe. A shorter infusion duration could meaningfully improve the experience and convenience for patients, physicians and sites of care.
    • Next-Generation Programs for Uncontrolled Gout: The Company is pursuing early-stage development programs for next-generation biologics for uncontrolled gout to support and sustain the Company’s market leadership in this area. These include HZN-003 and HZN-007, as well as a collaboration with HemoShear Therapeutics, LLC to discover new targets for gout.

    Fourth-Quarter Financial Results

    Note: For additional detail and reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please refer to the tables at the end of this release.

    • Net Sales: Fourth-quarter 2019 net sales were $363.5 million, an increase of 2.3 percent.
    • Gross Profit: Under U.S. GAAP, the fourth-quarter 2019 gross profit ratio was 73.9 percent compared to 72.3 percent in the fourth quarter of 2018. The non-GAAP gross profit ratio in the fourth quarter of 2019 was 90.0 percent compared to 89.1 percent in the fourth quarter of 2018.
    • Operating Expenses: In the fourth quarter of 2019, research and development (R&D) expenses were 7.9 percent of net sales and selling, general and administrative (SG&A) expenses were 51.0 percent of net sales. Non-GAAP R&D expenses were 7.3 percent of net sales, and non-GAAP SG&A expenses were 44.3 percent of net sales.
    • Income Tax Rate: In the fourth quarter of 2019, the Company recorded a benefit of $555.9 million primarily related to an intra-company transfer of intellectual property assets, resulting in a tax rate on a GAAP basis of negative 1,507.0 percent. On a non-GAAP basis, fourth-quarter 2019 income tax expense was $11.7 million, resulting in a non-GAAP tax rate of 9.1 percent.
    • Net Income: On a GAAP basis in the fourth quarter of 2019, net income was $592.8 million. Fourth-quarter 2019 non-GAAP net income was $116.6 million.
    • Adjusted EBITDA: Fourth-quarter 2019 adjusted EBITDA was $139.9 million.
    • Earnings per Share: On a GAAP basis, diluted earnings per share (EPS) in the fourth quarter of 2019 and 2018 were $2.84 and $0.58, respectively. Non-GAAP diluted earnings per share in the fourth quarter of 2019 and 2018 were $0.56 and $0.67, respectively. The weighted average shares outstanding used to calculate fourth-quarter 2019 and 2018 non-GAAP diluted earnings per share were 211 million shares and 174 million shares, respectively. Given the recent share price appreciation, the Company’s $400 million dollars of exchangeable notes are approaching the point at which the Company would be able to redeem them for cash, ordinary shares or a combination of cash and ordinary shares. Based on current expectations, the Company is incorporating the potential conversion of the exchangeable notes into its fourth-quarter and full-year 2019 GAAP and non-GAAP diluted EPS calculations.

    Fourth-Quarter Segment Results

    Management uses net sales and segment operating income to evaluate the performance of the Company’s two segments, the orphan and rheumatology segment and the inflammation segment. While segment operating income contains certain adjustments to the directly comparable GAAP figures in the Company’s consolidated financial results, it is considered to be prepared in accordance with GAAP for purposes of presenting the Company’s segment operating results. Beginning with the first quarter of 2020, the Company is moving its medicine RAYOS, which is not an orphan medicine, to the inflammation segment, and the orphan and rheumatology segment is being renamed the orphan segment.

     

    Orphan and Rheumatology Segment

    (in millions except for percentages) Q4 19 Q4 18 %
    Change
    FY 19 FY 18 %
    Change
     
    KRYSTEXXA

     

    110.7

     

    83.3

    33

     

     

    342.4

     

    258.9

    32

     

    RAVICTI(1)

     

    68.5

     

    60.2

    14

     

     

    228.8

     

    226.6

    1

     

    PROCYSBI

     

    40.8

     

    40.1

    2

     

     

    161.9

     

    154.9

    5

     

    ACTIMMUNE

     

    28.4

     

    27.5

    3

     

     

    107.3

     

    105.6

    2

     

    RAYOS

     

    19.5

     

    19.8

    (1

    )

     

    78.6

     

    61.1

    29

     

    BUPHENYL(1)

     

    1.6

     

    6.4

    (75

    )

     

    9.8

     

    21.8

    (55

    )

    QUINSAIR

     

    0.3

     

    0.2

    68

     

     

    0.8

     

    0.5

    62

     

    LODOTRA(1)

     

    -

     

    0.1

    NM

     

     

    -

     

    2.1

    NM

     

    Orphan and Rheumatology Net Sales

    $

    269.8

    $

    237.6

    14

     

    $

    929.6

    $

    831.5

    12

     

     
    Orphan and Rheumatology Segment Operating Income

    $

    95.4

    $

    84.8

    13

     

    $

    306.3

    $

    290.0

    6

     

    (1)

    Beginning in 2019, the Company no longer recognizes revenue from RAVICTI and AMMONAPS sales outside of North America and Japan, nor from sales of LODOTRA. On Dec. 28, 2018, the Company divested the rights to RAVICTI and AMMONAPS outside of North America and Japan. AMMONAPS is known as BUPHENYL in the United States. In addition, effective Jan. 1, 2019, the RAYOS and LODOTRA license and supply agreements were amended, including the transfer of LODOTRA to Vectura Group plc. LODOTRA is known as RAYOS in the United States.

    • Fourth-quarter 2019 net sales of the orphan and rheumatology segment, the Company’s strategic growth segment, were $269.8 million, an increase of 14 percent over the prior year’s quarter, driven by growth of KRYSTEXXA and RAVICTI.
    • Fourth-quarter 2019 orphan and rheumatology segment operating income was $95.4 million, which includes the impact of investment in TEPEZZA pre-launch activities.
    • For the full-year 2019, KRYSTEXXA net sales of $342.4 million represented a 32 percent year-over-year increase, exceeding expectations.

     

    Inflammation Segment

    (in millions except for percentages) Q4 19 Q4 18 %
    Change
    FY 19 FY 18 %
    Change
     
    PENNSAID 2%

    57.0

    64.3

    (11)

    200.8

    190.2

    6

    DUEXIS

    26.3

    34.0

    (23)

    115.7

    114.7

    1

    VIMOVO

    10.4

    18.8

    (45)

    52.1

    67.6

    (23)

    MIGERGOT(1)

    -

    0.8

    NM

    1.8

    3.6

    (49)

    Inflammation Net Sales

    $ 93.7

    $ 117.9

    (21)

    $ 370.4

    $ 376.1

    (2)

     
    Inflammation Segment Operating Income

    $ 44.0

    $ 66.2

    (33)

    $ 174.9

    $ 160.4

    9

    (1)

    In June 2019, the Company divested the rights to MIGERGOT.

    • Fourth-quarter 2019 net sales of the inflammation segment were $93.7 million and segment operating income was $44.0 million.

    Cash Flow Statement and Balance Sheet Highlights

    • On a GAAP basis, operating cash flow was $191.4 million in the fourth quarter of 2019 and $426.3 million for the full year of 2019. Non-GAAP operating cash flow was $192.0 million in the fourth quarter of 2019 and $446.4 million for the full year of 2019.
    • The Company had cash and cash equivalents of $1.076 billion as of Dec. 31, 2019.
    • As of Dec. 31, 2019, the total principal amount of debt outstanding was $1.418 billion, consisting of $418 million in senior secured term loans due 2026, $600 million of senior notes due 2027 and $400 million of exchangeable senior notes due 2022. As of Dec. 31, 2019, net debt was $341.7 million and the net-debt-to-last-12-months adjusted EBITDA leverage (net leverage) ratio was 0.7 times, compared to 2.3 times at Dec. 31, 2018.

    2020 Guidance

    The Company expects full‐year 2020 net sales to range between $1.40 billion and $1.42 billion, reflecting KRYSTEXXA full-year net sales growth of more than 25 percent and TEPEZZA full-year net sales of $30 million to $40 million. Full-year 2020 adjusted EBITDA is expected to range between $485 million and $500 million, reflecting significant investment in the U.S. launch of TEPEZZA and R&D pipeline programs to drive long-term growth.

    Webcast

    At 8 a.m. EST / 1 p.m. IST today, the Company will host a live webcast to review its financial and operating results and provide a general business update. The live webcast and a replay may be accessed at http://ir.horizontherapeutics.com. Please connect to the Company's website at least 15 minutes prior to the live webcast to ensure adequate time for any software download that may be needed to access the webcast. A replay of the webcast will be available approximately two hours after the live webcast.

    About Horizon

    Horizon is focused on researching, developing and commercializing medicines that address critical needs for people impacted by rare and rheumatic diseases. Our pipeline is purposeful: we apply scientific expertise and courage to bring clinically meaningful therapies to patients. We believe science and compassion must work together to transform lives. For more information on how we go to incredible lengths to impact lives, please visit www.horizontherapeutics.com, follow us @HorizonNews on Twitter, like us on Facebook or explore career opportunities on LinkedIn.

    Note Regarding Use of Non-GAAP Financial Measures

    EBITDA, or earnings before interest, taxes, depreciation and amortization, and adjusted EBITDA are used and provided by Horizon as non-GAAP financial measures. Horizon provides certain other financial measures such as non-GAAP net income, non-GAAP diluted earnings per share, non-GAAP gross profit and gross profit ratio, non-GAAP operating expenses, non-GAAP operating income, non-GAAP tax rate, non-GAAP operating cash flow, net leverage ratio and net debt, each of which include adjustments to GAAP figures. These non-GAAP measures are intended to provide additional information on Horizon’s performance, operations, expenses, profitability and cash flows. Adjustments to Horizon’s GAAP figures as well as EBITDA exclude acquisition and/or divestiture-related expenses, charges related to the discontinuation of ACTIMMUNE development for Friedreich’s ataxia, gain or loss from sale of assets, upfront, progress and milestone payments related to license and collaboration agreements, litigation settlements, loss on debt extinguishment, costs of debt refinancing, drug manufacturing harmonization costs, restructuring and realignment costs, the income tax effect on pre-tax non-GAAP adjustments and other non-GAAP income tax adjustments, as well as non-cash items such as share-based compensation, depreciation and amortization, non-cash interest expense, long-lived asset impairment charges and other non-cash adjustments. Certain other special items or substantive events may also be included in the non-GAAP adjustments periodically when their magnitude is significant within the periods incurred. Horizon maintains an established non-GAAP cost policy that guides the determination of what costs will be excluded in non-GAAP measures. Horizon believes that these non-GAAP financial measures, when considered together with the GAAP figures, can enhance an overall understanding of Horizon’s financial and operating performance. The non-GAAP financial measures are included with the intent of providing investors with a more complete understanding of the Company’s historical and expected 2020 financial results and trends and to facilitate comparisons between periods and with respect to projected information. In addition, these non-GAAP financial measures are among the indicators Horizon’s management uses for planning and forecasting purposes and measuring the Company's performance. For example, adjusted EBITDA is used by Horizon as one measure of management performance under certain incentive compensation arrangements. These non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, non-GAAP financial measures used by other companies. Horizon has not provided a reconciliation of its full-year 2020 adjusted EBITDA outlook to an expected net income (loss) outlook because certain items such as acquisition/divestiture-related expenses and share-based compensation that are a component of net income (loss) cannot be reasonably projected due to the significant impact of changes in Horizon’s stock price, the variability associated with the size or timing of acquisitions/divestitures and other factors. These components of net income (loss) could significantly impact Horizon’s actual net income (loss).

    Forward-Looking Statements

    This press release contains forward-looking statements, including, but not limited to, statements related to Horizon’s full-year 2020 net sales and adjusted EBITDA guidance; expected financial performance and operating results in future periods, including potential growth in net sales of certain of Horizon’s medicines; development plans; expected timing of clinical trials, studies and regulatory submissions; potential market opportunity for and benefits of Horizon’s medicines and medicine candidates; and business and other statements that are not historical facts. These forward-looking statements are based on Horizon’s current expectations and inherently involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks that Horizon’s actual future financial and operating results may differ from its expectations or goals; Horizon’s ability to grow net sales from existing medicines; the availability of coverage and adequate reimbursement and pricing from government and third-party payers; risks relating to Horizon’s ability to successfully implement its business strategies; risks inherent in developing novel medicine candidates and existing medicines for new indications; risks associated with regulatory approvals; risks in the ability to recruit, train and retain qualified personnel; competition, including potential generic competition; the ability to protect intellectual property and defend patents; regulatory obligations and oversight, including any changes in the legal and regulatory environment in which Horizon operates and those risks detailed from time-to-time under the caption "Risk Factors" and elsewhere in Horizon’s filings and reports with the SEC. Horizon undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information.

    Contacts:

     

    Investors:

     

    U.S. Media:

    Tina Ventura

     

    Geoff Curtis

    Senior Vice President,

     

    Executive Vice President,

    Investor Relations

     

    Corporate Affairs & Chief Communications Officer

    investor-relations@horizontherapeutics.com

     

    media@horizontherapeutics.com

     

     

     

    Ruth Venning

     

    Ireland Media:

    Executive Director,

     

    Ray Gordon

    Investor Relations

     

    Gordon MRM

    investor-relations@horizontherapeutics.com

     

    ray@gordonmrm.ie

    Horizon Therapeutics plc

    Condensed Consolidated Statements of Operations (Unaudited)

    (in thousands, except share and per share data)

     

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

    (Unaudited)
    Net sales

    $

    363,545

     

    $

    355,543

     

    $

    1,300,029

     

    $

    1,207,570

     

    Cost of goods sold

     

    94,921

     

     

    98,599

     

     

    362,175

     

     

    391,301

     

    Gross profit

     

    268,624

     

     

    256,944

     

     

    937,854

     

     

    816,269

     

     
    OPERATING EXPENSES:
    Research and development

     

    28,558

     

     

    19,683

     

     

    103,169

     

     

    82,762

     

    Selling, general and administrative

     

    185,391

     

     

    174,628

     

     

    697,111

     

     

    692,485

     

    (Gain)/Loss on sale of assets

     

    -

     

     

    (30,682

    )

     

    10,963

     

     

    (42,985

    )

    Impairment of long-lived assets

     

    -

     

     

    10,847

     

     

    -

     

     

    46,096

     

    Total operating expenses

     

    213,949

     

     

    174,476

     

     

    811,243

     

     

    778,358

     

    Operating income

     

    54,675

     

     

    82,468

     

     

    126,611

     

     

    37,911

     

     
    OTHER EXPENSE, NET:
    Interest expense, net

     

    (17,098

    )

     

    (29,771

    )

     

    (87,089

    )

     

    (121,692

    )

    Loss on debt extinguishment

     

    -

     

     

    -

     

     

    (58,835

    )

     

    -

     

    Foreign exchange gain (loss)

     

    58

     

     

    (111

    )

     

    33

     

     

    (192

    )

    Other (expense) income , net

     

    (751

    )

     

    8

     

     

    (944

    )

     

    841

     

    Total other expense, net

     

    (17,791

    )

     

    (29,874

    )

     

    (146,835

    )

     

    (121,043

    )

     
    Income (Loss) before benefit for income taxes

     

    36,884

     

     

    52,594

     

     

    (20,224

    )

     

    (83,132

    )

    Benefit for income taxes

     

    (555,885

    )

     

    (49,054

    )

     

    (593,244

    )

     

    (44,752

    )

    Net income (loss)

    $

    592,769

     

    $

    101,648

     

    $

    573,020

     

    $

    (38,380

    )

     
    Earnings (Loss) per ordinary share - basic

    $

    3.16

     

    $

    0.60

     

    $

    3.13

     

    $

    (0.23

    )

     
    Weighted average ordinary shares outstanding - basic

     

    187,421,561

     

     

    168,126,924

     

     

    182,930,109

     

     

    166,155,405

     

     
    Earnings (Loss) per ordinary share - diluted

    $

    2.84

     

    $

    0.58

     

    $

    2.90

     

    $

    (0.23

    )

     
    Weighted average ordinary shares outstanding - diluted

     

    210,953,579

     

     

    174,230,711

     

     

    205,224,221

     

     

    166,155,405

     

     

    Horizon Therapeutics plc

    Condensed Consolidated Balance Sheets (Unaudited)

    (in thousands, except share data)

    As of
    December 31,
    2019
    December 31,
    2018
    ASSETS
    CURRENT ASSETS:
    Cash and cash equivalents

    $

    1,076,287

     

    $

    958,712

     

    Restricted cash

     

    3,752

     

     

    3,405

     

    Accounts receivable, net

     

    408,685

     

     

    464,730

     

    Inventories, net

     

    53,802

     

     

    50,751

     

    Prepaid expenses and other current assets

     

    143,577

     

     

    68,218

     

    Total current assets

     

    1,686,103

     

     

    1,545,816

     

    Property and equipment, net

     

    30,159

     

     

    20,101

     

    Developed technology, net

     

    1,698,808

     

     

    1,945,639

     

    Other intangible assets, net

     

    3,820

     

     

    4,630

     

    Goodwill

     

    413,669

     

     

    413,669

     

    Deferred tax assets, net

     

    555,165

     

     

    3,148

     

    Other assets

     

    48,310

     

     

    8,959

     

    Total assets

    $

    4,436,034

     

    $

    3,941,962

     

     
    LIABILITIES AND SHAREHOLDERS' EQUITY
    CURRENT LIABILITIES:
    Accounts payable

    $

    21,514

     

    $

    30,284

     

    Accrued expenses

     

    235,234

     

     

    215,739

     

    Accrued trade discounts and rebates

     

    466,421

     

     

    457,763

     

    Deferred revenues, current portion

     

    -

     

     

    4,901

     

    Total current liabilities

     

    723,169

     

     

    708,687

     

     
    LONG-TERM LIABILITIES:
    Exchangeable notes, net

     

    351,533

     

     

    332,199

     

    Long-term debt, net of current

     

    1,001,308

     

     

    1,564,485

     

    Deferred tax liabilities, net

     

    94,247

     

     

    107,768

     

    Other long-term liabilities

     

    80,328

     

     

    38,717

     

    Total long-term liabilities

     

    1,527,416

     

     

    2,043,169

     

     
    COMMITMENTS AND CONTINGENCIES
    SHAREHOLDERS' EQUITY:
    Ordinary shares, $0.0001 nominal value; 600,000,000 and 300,000,000 shares
    authorized at December 31, 2019 and December 31, 2018, respectively
    188,402,040 and 169,244,520 shares issued at December 31, 2019 and
    December 31, 2018, respectively, and 188,017,674 and 168,860,154 shares
    outstanding at December 31, 2019 and December 31, 2018, respectively

     

    19

     

     

    17

     

    Treasury stock, 384,366 ordinary shares at December 31, 2019 and December 31, 2018

     

    (4,585

    )

     

    (4,585

    )

    Additional paid-in capital

     

    2,797,602

     

     

    2,374,966

     

    Accumulated other comprehensive loss

     

    (1,905

    )

     

    (1,523

    )

    Accumulated deficit

     

    (605,682

    )

     

    (1,178,769

    )

    Total shareholders' equity

     

    2,185,449

     

     

    1,190,106

     

    Total liabilities and shareholders' equity

    $

    4,436,034

     

    $

    3,941,962

     

     

    Horizon Therapeutics plc

    Condensed Consolidated Statements of Cash Flows (Unaudited)

    (in thousands)

     

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

    (Unaudited)
    CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income (loss)

    $

    592,769

     

    $

    101,648

     

    $

    573,020

     

    $

    (38,380

    )

    Adjustments to reconcile net income (loss) to net cash provided by operating activities:
    Depreciation and amortization expense

     

    59,821

     

     

    62,624

     

     

    237,157

     

     

    249,759

     

    Equity-settled share-based compensation

     

    24,149

     

     

    27,878

     

     

    91,215

     

     

    114,860

     

    Impairment of long-lived assets

     

    -

     

     

    10,847

     

     

    -

     

     

    46,096

     

    Loss on debt extinguishment

     

    -

     

     

    -

     

     

    58,835

     

     

    -

     

    Amortization of debt discount and deferred financing costs

     

    5,533

     

     

    5,872

     

     

    22,602

     

     

    22,751

     

    (Gain)/Loss on sale of assets

     

    -

     

     

    (30,682

    )

     

    10,963

     

     

    (42,985

    )

    Deferred income taxes

     

    (573,840

    )

     

    (66,136

    )

     

    (565,537

    )

     

    (64,491

    )

    Foreign exchange and other adjustments

     

    2

     

     

    92

     

     

    574

     

     

    332

     

    Changes in operating assets and liabilities:
    Accounts receivable

     

    (11,996

    )

     

    (73,757

    )

     

    56,166

     

     

    (59,697

    )

    Inventories

     

    4,737

     

     

    2,378

     

     

    (3,268

    )

     

    10,280

     

    Prepaid expenses and other current assets

     

    (708

    )

     

    10,213

     

     

    (72,763

    )

     

    (25,313

    )

    Accounts payable

     

    (5,385

    )

     

    (34,712

    )

     

    (8,723

    )

     

    (4,593

    )

    Accrued trade discounts and rebates

     

    61,832

     

     

    98,136

     

     

    8,591

     

     

    (44,028

    )

    Accrued expenses

     

    30,379

     

     

    5,202

     

     

    19,788

     

     

    40,787

     

    Deferred revenues

     

    -

     

     

    (1,858

    )

     

    (4,901

    )

     

    (395

    )

    Other non-current assets and liabilities

     

    4,087

     

     

    (9,038

    )

     

    2,613

     

     

    (10,440

    )

    Net cash provided by operating activities

     

    191,380

     

     

    108,707

     

     

    426,332

     

     

    194,543

     

    CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchases of property and equipment

     

    (6,532

    )

     

    (3,890

    )

     

    (17,857

    )

     

    (4,771

    )

    Change in escrow deposit for property purchase

     

    (6,000

    )

     

    -

     

     

    (6,000

    )

     

    -

     

    Proceeds from sale of assets

     

    -

     

     

    35,000

     

     

    6,000

     

     

    44,424

     

    Payment related to license agreement

     

    -

     

     

    -

     

     

    -

     

     

    (12,000

    )

    Net cash (used in) provided by investing activities

     

    (12,532

    )

     

    31,110

     

     

    (17,857

    )

     

    27,653

     

    CASH FLOWS FROM FINANCING ACTIVITIES:
    Net proceeds from issuance of senior notes

     

    -

     

     

    -

     

     

    590,057

     

     

    -

     

    Repayment of senior notes

     

    -

     

     

    -

     

     

    (814,420

    )

     

    -

     

    Net proceeds from the issuance of ordinary shares

     

    -

     

     

    -

     

     

    326,793

     

     

    -

     

    Repayment of term loans

     

    (418,026

    )

     

    (818,026

    )

     

    (1,336,207

    )

     

    (845,749

    )

    Net proceeds from term loans

     

    418,026

     

     

    818,026

     

     

    935,404

     

     

    818,026

     

    Contingent consideration proceeds from divestiture

     

    -

     

     

    -

     

     

    3,297

     

     

    -

     

    Proceeds from the issuance of ordinary shares in conjunction with ESPP program

     

    5,849

     

     

    3,900

     

     

    11,317

     

     

    8,610

     

    Proceeds from the issuance of ordinary shares in connection with stock option exercises

     

    8,646

     

     

    7,219

     

     

    24,882

     

     

    16,972

     

    Payment of employee withholding taxes relating to share-based awards

     

    (2,109

    )

     

    (1,573

    )

     

    (31,569

    )

     

    (14,455

    )

    Net cash provided by (used in) financing activities

     

    12,386

     

     

    9,546

     

     

    (290,446

    )

     

    (16,596

    )

     
    Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash

     

    1,095

     

     

    (692

    )

     

    (107

    )

     

    (1,380

    )

     
    Net increase in cash, cash equivalents and restricted cash

     

    192,329

     

     

    148,671

     

     

    117,922

     

     

    204,220

     

    Cash, cash equivalents and restricted cash, beginning of the period(1)

     

    887,710

     

     

    813,446

     

     

    962,117

     

     

    757,897

     

    Cash, cash equivalents and restricted cash, end of the period(1)

    $

    1,080,039

     

    $

    962,117

     

    $

    1,080,039

     

    $

    962,117

     

     
    (1) Amounts include restricted cash balance in accordance with ASU No. 2016-18. Cash and cash equivalents excluding restricted cash are shown on the balance sheet.
     

    Horizon Therapeutics plc

    GAAP to Non-GAAP Reconciliations

    Net Income and Earnings Per Share (Unaudited)

    (in thousands, except share and per share data)

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

     
    GAAP net income (loss)

    $

    592,769

     

    $

    101,648

     

    $

    573,020

     

    $

    (38,380

    )

    Non-GAAP adjustments:
    Acquisition/divestiture-related costs

     

    942

     

     

    (1,710

    )

     

    3,556

     

     

    4,396

     

    Restructuring and realignment costs

     

    204

     

     

    462

     

     

    237

     

     

    15,350

     

    Amortization and step-up:
    Intangible amortization expense

     

    57,662

     

     

    61,125

     

     

    230,424

     

     

    243,634

     

    Inventory step-up expense

     

    -

     

     

    99

     

     

    89

     

     

    17,312

     

    Amortization of debt discount and deferred financing costs

     

    5,533

     

     

    5,872

     

     

    22,602

     

     

    22,752

     

    Impairment of long-lived assets

     

    -

     

     

    10,847

     

     

    -

     

     

    46,096

     

    (Gain)/Loss on sale of assets

     

    -

     

     

    (30,682

    )

     

    10,963

     

     

    (42,985

    )

    Share-based compensation

     

    24,149

     

     

    27,878

     

     

    91,215

     

     

    114,860

     

    Depreciation

     

    2,159

     

     

    1,499

     

     

    6,733

     

     

    6,126

     

    Litigation settlements

     

    -

     

     

    -

     

     

    1,000

     

     

    5,750

     

    Upfront, progress and milestone payments related to
    license and collaboration agreements

     

    -

     

     

    -

     

     

    9,073

     

     

    (10

    )

    Fees related to refinancing activities

     

    855

     

     

    854

     

     

    2,292

     

     

    937

     

    Loss on debt extinguishment

     

    -

     

     

    -

     

     

    58,835

     

     

    -

     

    Drug substance harmonization costs

     

    63

     

     

    1,275

     

     

    457

     

     

    2,855

     

    Charges relating to discontinuation of Friedreich's ataxia program

     

    (145

    )

     

    (2,940

    )

     

    1,076

     

     

    (1,464

    )

    Total of pre-tax non-GAAP adjustments

     

    91,422

     

     

    74,579

     

     

    438,552

     

     

    435,609

     

    Income tax effect of pre-tax non-GAAP adjustments

     

    (14,277

    )

     

    (57,961

    )

     

    (66,568

    )

     

    (45,186

    )

    Other non-GAAP income tax adjustments

     

    (553,334

    )

     

    (1,499

    )

     

    (554,786

    )

     

    (37,392

    )

    Total of non-GAAP adjustments

     

    (476,189

    )

     

    15,119

     

     

    (182,802

    )

     

    353,031

     

    Non-GAAP Net Income

    $

    116,580

     

    $

    116,767

     

    $

    390,218

     

    $

    314,651

     

     
    Non-GAAP Earnings Per Share:
     
    Weighted average ordinary shares - Basic

     

    187,421,561

     

     

    168,126,924

     

     

    182,930,109

     

     

    166,155,405

     

     
    Non-GAAP Earnings Per Share - Basic:
    GAAP earnings (loss) per share - Basic

    $

    3.16

     

    $

    0.60

     

    $

    3.13

     

    $

    (0.23

    )

    Non-GAAP adjustments

     

    (2.54

    )

     

    0.09

     

     

    (1.00

    )

     

    2.12

     

    Non-GAAP earnings per share - Basic

    $

    0.62

     

    $

    0.69

     

    $

    2.13

     

    $

    1.89

     

     
    Non-GAAP Net Income

    $

    116,580

     

    $

    116,767

     

    $

    390,218

     

    $

    314,651

     

    Effect of assumed conversion of Exchangeable Senior Notes, net of tax

     

    1,875

     

     

    -

     

     

    7,500

     

     

    -

     

    Numerator - non-GAAP Net Income

    $

    118,455

     

    $

    116,767

     

    $

    397,718

     

    $

    314,651

     

     
    Weighted average ordinary shares - Diluted
    Weighted average ordinary shares - Basic

     

    187,421,561

     

     

    168,126,924

     

     

    182,930,109

     

     

    166,155,405

     

    Ordinary share equivalents

     

    23,532,018

     

     

    6,103,787

     

     

    22,294,112

     

     

    5,393,514

     

    Denominator - Weighted average ordinary shares - Diluted

     

    210,953,579

     

     

    174,230,711

     

     

    205,224,221

     

     

    171,548,919

     

     
    Non-GAAP Earnings Per Share - Diluted
    GAAP earnings (loss) per share - Diluted

    $

    2.84

     

    $

    0.58

     

    $

    2.90

     

    $

    (0.23

    )

    Non-GAAP adjustments

     

    (2.28

    )

     

    0.09

     

     

    (0.96

    )

     

    2.12

     

    Diluted earnings per share effect of ordinary share equivalents

     

    -

     

     

    -

     

     

    -

     

     

    (0.06

    )

    Non-GAAP earnings per share - Diluted

    $

    0.56

     

    $

    0.67

     

    $

    1.94

     

    $

    1.83

     

     

    Horizon Therapeutics plc

    GAAP to Non-GAAP Reconciliations

    EBITDA (Unaudited)

    (in thousands)

     

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

     
    GAAP net income (loss)

    $

    592,769

     

    $

    101,648

     

    $

    573,020

     

    $

    (38,380

    )

    Depreciation

     

    2,159

     

     

    1,499

     

     

    6,733

     

     

    6,126

     

    Amortization and step-up:
    Intangible amortization expense

     

    57,662

     

     

    61,125

     

     

    230,424

     

     

    243,634

     

    Amortization of deferred revenue

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Inventory step-up expense

     

    -

     

     

    99

     

     

    89

     

     

    17,312

     

    Interest expense, net (including amortization of
    debt discount and deferred financing costs)

     

    17,098

     

     

    29,771

     

     

    87,089

     

     

    121,692

     

    Benefit for income taxes

     

    (555,885

    )

     

    (49,054

    )

     

    (593,244

    )

     

    (44,752

    )

    EBITDA

    $

    113,803

     

    $

    145,088

     

    $

    304,111

     

    $

    305,632

     

    Other non-GAAP adjustments:
    Acquisition/divestiture-related costs

     

    942

     

     

    (1,710

    )

     

    3,556

     

     

    4,396

     

    Restructuring and realignment costs

     

    204

     

     

    462

     

     

    237

     

     

    15,350

     

    Impairment of long-lived assets

     

    -

     

     

    10,847

     

     

    -

     

     

    46,096

     

    (Gain)/Loss on sale of assets

     

    -

     

     

    (30,682

    )

     

    10,963

     

     

    (42,985

    )

    Share-based compensation

     

    24,149

     

     

    27,878

     

     

    91,215

     

     

    114,860

     

    Litigation settlements

     

    -

     

     

    -

     

     

    1,000

     

     

    5,750

     

    Upfront, progress and milestone payments related to
    license and collaboration agreements

     

    -

     

     

    -

     

     

    9,073

     

     

    (10

    )

    Fees related to refinancing activities

     

    855

     

     

    854

     

     

    2,292

     

     

    937

     

    Loss on debt extinguishment

     

    -

     

     

    -

     

     

    58,835

     

     

    -

     

    Drug substance harmonization costs

     

    63

     

     

    1,275

     

     

    457

     

     

    2,855

     

    Charges relating to discontinuation of Friedreich's ataxia program

     

    (145

    )

     

    (2,940

    )

     

    1,076

     

     

    (1,464

    )

    Total of other non-GAAP adjustments

     

    26,068

     

     

    5,984

     

     

    178,704

     

     

    145,785

     

    Adjusted EBITDA

    $

    139,871

     

    $

    151,072

     

    $

    482,815

     

    $

    451,417

     

     

    Horizon Therapeutics plc

    GAAP to Non-GAAP Reconciliations

    Operating Income (Unaudited)

    (in thousands)

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

     
     
    GAAP operating income

    $

    54,675

     

    $

    82,468

     

    $

    126,611

    $

    37,911

     

    Non-GAAP adjustments:
    Acquisition/divestiture-related costs

     

    (200

    )

     

    (1,972

    )

     

    1,032

     

    3,989

     

    Restructuring and realignment costs

     

    204

     

     

    462

     

     

    237

     

    15,350

     

    Amortization and step-up:
    Intangible amortization expense

     

    57,662

     

     

    61,125

     

     

    230,424

     

    243,634

     

    Inventory step-up expense

     

    -

     

     

    99

     

     

    89

     

    17,312

     

    Impairment of long-lived assets

     

    -

     

     

    10,847

     

     

    -

     

    46,096

     

    (Gain)/Loss on sale of assets

     

    -

     

     

    (30,682

    )

     

    10,963

     

    (42,985

    )

    Share-based compensation

     

    24,149

     

     

    27,878

     

     

    91,215

     

    114,860

     

    Depreciation

     

    2,159

     

     

    1,499

     

     

    6,733

     

    6,126

     

    Litigation settlements

     

    -

     

     

    -

     

     

    1,000

     

    5,750

     

    Upfront, progress and milestone payments related to
    license and collaboration agreements

     

    -

     

     

    -

     

     

    9,073

     

    90

     

    Fees related to refinancing activities

     

    855

     

     

    854

     

     

    2,292

     

    937

     

    Drug substance harmonization costs

     

    63

     

     

    1,275

     

     

    457

     

    2,855

     

    Charges relating to discontinuation of Friedreich's ataxia program

     

    (145

    )

     

    (2,940

    )

     

    1,076

     

    (1,464

    )

    Total of non-GAAP adjustments

     

    84,747

     

     

    68,445

     

     

    354,591

     

    412,550

     

    Non-GAAP operating income

    $

    139,422

     

    $

    150,913

     

    $

    481,202

    $

    450,461

     

     
    Orphan and Rheumatology segment operating income

     

    95,388

     

     

    84,761

     

     

    306,333

     

    290,014

     

    Inflammation segment operating income

     

    44,034

     

     

    66,152

     

     

    174,869

     

    160,447

     

    Total segment operating income

    $

    139,422

     

    $

    150,913

     

    $

    481,202

    $

    450,461

     

     
    Foreign exchange (loss)/gain

     

    58

     

     

    (111

    )

     

    33

     

    (192

    )

    Other income, net

     

    391

     

     

    270

     

     

    1,580

     

    1,148

     

    Adjusted EBITDA

    $

    139,871

     

    $

    151,072

     

    $

    482,815

    $

    451,417

     

     

    Horizon Therapeutics plc

    GAAP to Non-GAAP Reconciliations

    Gross Profit and Operating Cash Flow (Unaudited)

    (in thousands, except percentages)

     

    Three Months Ended December 31,

     

    Twelve Months Ended December 31,

    2019

     

    2018

     

    2019

     

    2018

     
    Non-GAAP Gross Profit:
     
    GAAP gross profit

    $

    268,624

     

    $

    256,944

     

    $

    937,854

     

    $

    816,269

     

    Non-GAAP gross profit adjustments:
    Acquisition/divestiture-related costs

     

    -

     

     

    (728

    )

     

    1,115

     

     

    (900

    )

    Intangible amortization expense

     

    57,458

     

     

    60,921

     

     

    229,614

     

     

    242,823

     

    Inventory step-up expense

     

    -

     

     

    99

     

     

    89

     

     

    17,312

     

    Share-based compensation

     

    927

     

     

    932

     

     

    3,818

     

     

    3,699

     

    Depreciation

     

    155

     

     

    171

     

     

    630

     

     

    700

     

    Drug substance harmonization costs

     

    63

     

     

    1,275

     

     

    457

     

     

    2,855

     

    Charges relating to discontinuation of Friedreich's ataxia program

     

    (145

    )

     

    (2,940

    )

     

    1,076

     

     

    (1,551

    )

    Total of Non-GAAP adjustments

     

    58,458

     

     

    59,730

     

     

    236,799

     

     

    264,938

     

    Non-GAAP gross profit

    $

    327,082

     

    $

    316,674

     

    $

    1,174,653

     

    $

    1,081,207

     

     
    GAAP gross profit %

     

    73.9

    %

     

    72.3

    %

     

    72.1

    %

     

    67.6

    %

    Non-GAAP gross profit %

     

    90.0

    %

     

    89.1

    %

     

    90.4

    %

     

    89.5

    %

     
     
     
    GAAP cash provided by operating activities

    $

    191,380

     

    $

    108,707

     

    $

    426,332

     

    $

    194,543

     

    Cash payments for acquisition/divestiture-related costs

     

    -

     

     

    1,065

     

     

    583

     

     

    8,918

     

    Cash payments for restructuring and realignment costs

     

    200

     

     

    2,767

     

     

    3,464

     

     

    11,801

     

    Cash payments for litigation settlements

     

    -

     

     

    -

     

     

    1,000

     

     

    5,750

     

    Cash payments for upfront, progress and milestone payments related to
    license and collaboration agreement

     

    -

     

     

    -

     

     

    9,073

     

     

    175

     

    Cash payments drug substance harmonization costs

     

    67

     

     

    1,718

     

     

    1,052

     

     

    7,661

     

    Cash payments for discontinuation of Friedreich's ataxia program

     

    -

     

     

    -

     

     

    2,589

     

     

    3,399

     

    Cash payments relating to refinancing activities

     

    369

     

     

    883

     

     

    2,287

     

     

    941

     

    Non-GAAP operating cash flow

    $

    192,016

     

    $

    115,140

     

    $

    446,380

     

    $

    233,188

     

     

    Horizon Therapeutics plc

    Net Debt Reconciliation (Unaudited)

    (in thousands)

    As of
    December 31,
    2019
    December 31,
    2018
     
    Long-term debt, net of current

    $

    1,001,308

    $

    1,564,485

    Exchangeable notes, net

     

    351,533

     

    332,199

    Total Debt

     

    1,352,841

     

    1,896,684

    Debt discount

     

    59,922

     

    87,038

    Deferred financing fees

     

    5,263

     

    9,304

    Total Principal Amount of Debt

     

    1,418,026

     

    1,993,026

     
    Less: cash and cash equivalents

     

    1,076,287

     

    958,712

    Net Debt

    $

    341,739

    $

    1,034,314

     

    Horizon Therapeutics plc

    GAAP to Non-GAAP Tax Rate Reconciliation (Unaudited)

    (in millions, except percentages and per share amounts)

     
    Q4 2019

    Pre-tax Net
    (Loss) Income

     

    Income Tax
    (Benefit) Expense

     

    Tax Rate

     

    Net Income
    (Loss)

     

    Diluted Earnings
    (Loss) Per Share

    As reported - GAAP

    $

    36.9

     

    $

    (555.9

    )

    (1507.0

    )%

    $

    592.8

     

    $

    2.84

     

    Non-GAAP adjustments

     

    91.4

     

     

    567.6

     

     

    (476.2

    )

    Non-GAAP

    $

    128.3

     

    $

    11.7

     

    9.1

    %

    $

    116.6

     

    $

    0.56

     

     
     
    Q4 2018

    Pre-tax Net
    (Loss) Income

     

    Income Tax
    (Benefit) Expense

     

    Tax Rate

     

    Net Income
    (Loss)

     

    Diluted Earnings
    (Loss) Per Share

    As reported - GAAP

    $

    52.6

     

    $

    (49.1

    )

    (93.3

    )%

    $

    101.7

     

    $

    0.58

     

    Non-GAAP adjustments

     

    74.6

     

     

    59.5

     

     

    15.1

     

    Non-GAAP

    $

    127.2

     

    $

    10.4

     

    8.2

    %

    $

    116.8

     

    $

    0.67

     

     
     
    FY 2019

    Pre-tax Net
    (Loss) Income

     

    Income Tax
    (Benefit) Expense

     

    Tax Rate

     

    Net Income
    (Loss)

     

    Diluted Earnings
    (Loss) Per Share

    As reported - GAAP

    $

    (20.2

    )

    $

    (593.2

    )

    2933.0

    %

    $

    573.0

     

    $

    2.90

     

    Non-GAAP adjustments

     

    438.6

     

     

    621.4

     

     

    (182.8

    )

    Non-GAAP

    $

    418.3

     

    $

    28.2

     

    6.7

    %

    $

    390.2

     

    $

    1.94

     

     
     
    FY 2018

    Pre-tax Net
    (Loss) Income

     

    Income Tax
    (Benefit) Expense

     

    Tax Rate

     

    Net Income
    (Loss)

     

    Diluted Earnings
    (Loss) Per Share

    As reported - GAAP

    $

    (83.1

    )

    $

    (44.8

    )

    53.8

    %

    $

    (38.3

    )

    $

    (0.23

    )

    Non-GAAP adjustments

     

    435.6

     

     

    82.6

     

     

    353.0

     

    Non-GAAP

    $

    352.5

     

    $

    37.8

     

    10.7

    %

    $

    314.7

     

    $

    1.83

     

     

    Horizon Therapeutics plc

    Certain Income Statement Line Items - Non-GAAP Adjusted

    For the Three Months Ended December 31, 2019

    (Unaudited)

     
     
    COGS Research &
    Development
    Selling, General
    & Administrative
    Loss on Debt
    Extinguishment
    Interest
    Expense
    Other
    Expense
    Income Tax
    Benefit
    (Expense)
     
    GAAP as reported

    $

    (94,921

    )

    $

    (28,558

    )

    $

    (185,391

    )

    $

    -

     

    $

    (17,098

    )

    $

    (751

    )

    $

    555,885

     

     
    Non-GAAP Adjustments (in thousands):
     
    Acquisition/divestiture-related costs(1)

     

    -

     

     

    (184

    )

     

    (19

    )

     

    -

     

     

    -

     

     

    1,145

     

     

    -

     

    Restructuring and realignment costs(2)

     

    -

     

     

    -

     

     

    204

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization and step-up:
    Intangible amortization expense(3)

     

    57,458

     

     

    -

     

     

    204

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization of debt discount and deferred financing costs(4)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    5,533

     

     

    -

     

     

    -

     

    Share-based compensation(5)

     

    927

     

     

    2,186

     

     

    21,036

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Depreciation(6)

     

    155

     

     

    13

     

     

    1,991

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Fees related to refinancing activities (7)

     

    -

     

     

    -

     

     

    855

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Drug substance harmonization costs(8)

     

    63

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Charges relating to discontinuation of Friedreich's ataxia program(9)

     

    (145

    )

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Income tax effect on pre-tax non-GAAP adjustments(10)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (14,277

    )

    Other non-GAAP income tax adjustments(11)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (553,334

    )

    Total of non-GAAP adjustments

     

    58,458

     

     

    2,015

     

     

    24,271

     

     

    -

     

     

    5,533

     

     

    1,145

     

     

    (567,611

    )

     
    Non-GAAP

    $

    (36,463

    )

    $

    (26,543

    )

    $

    (161,120

    )

    $

    -

     

    $

    (11,565

    )

    $

    394

     

    $

    (11,726

    )

     
    Horizon Therapeutics plc
    Certain Income Statement Line Items - Non-GAAP Adjusted
    For the Three Months Ended December 31, 2018
    (Unaudited)
     
     
    COGS

     

    Research &
    Development
    Selling, General
    & Administrative
    Impairment of
    Long-Lived Assets
    Loss/(Gain) on
    Sale of Assets
    Interest
    Expense
    Other
    Income, net
    Income Tax
    Benefit
    (Expense)
     
    GAAP as reported

    $

    (98,599

    )

    $

    (19,683

    )

    $

    (174,628

    )

    $

    (10,847

    )

    $

    30,682

     

    $

    (29,771

    )

    $

    8

     

    $

    49,054

     

     
    Non-GAAP Adjustments (in thousands):
     
    Acquisition/divestiture-related costs(1)

     

    (728

    )

     

    (1,206

    )

     

    (38

    )

     

    -

     

     

    -

     

     

    -

     

     

    262

     

     

    -

     

    Restructuring and realignment costs(2)

     

    -

     

     

    -

     

     

    462

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization and step-up:
    Intangible amortization expense(3)

     

    60,921

     

     

    -

     

     

    204

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Inventory step-up expense(12)

     

    99

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization of debt discount and deferred financing costs(4)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    5,872

     

     

    -

     

    Impairment of long lived assets(13)

     

    -

     

     

    -

     

     

    -

     

     

    10,847

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    (Gain)/Loss on sale of assets(14)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (30,682

    )

     

    -

     

     

    -

     

     

    -

     

    Share-based compensation(5)

     

    932

     

     

    2,182

     

     

    24,764

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Depreciation(6)

     

    171

     

     

    -

     

     

    1,328

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Fees related to refinancing activities (7)

     

    -

     

     

    -

     

     

    854

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Drug substance harmonization costs(8)

     

    1,275

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Charges relating to discontinuation of Friedreich's ataxia program(9)

     

    (2,940

    )

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Income tax effect on pre-tax non-GAAP adjustments(10)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (57,961

    )

    Other non-GAAP income tax adjustments(11)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (1,499

    )

    Total of non-GAAP adjustments

     

    59,730

     

     

    976

     

     

    27,574

     

     

    10,847

     

     

    (30,682

    )

     

    5,872

     

     

    262

     

     

    (59,460

    )

     
    Non-GAAP

    $

    (38,869

    )

    $

    (18,707

    )

    $

    (147,054

    )

     

    -

     

     

    -

     

    $

    (23,899

    )

    $

    270

     

    $

    (10,406

    )

     

    Horizon Therapeutics plc

    Certain Income Statement Line Items - Non-GAAP Adjusted

    For the Twelve Months Ended December 31, 2019

    (Unaudited)

     
     
    COGS Research &
    Development
    Selling, General
    & Administrative
    Loss/(Gain) on
    Sale of Assets
    Interest
    Expense
    Other
    Expense
    Loss on Debt
    Extinguishment
    Income Tax
    Benefit
    (Expense)
     
    GAAP as reported

    $

    (362,175

    )

    $

    (103,169

    )

    $

    (697,111

    )

    $

    (10,963

    )

    $

    (87,089

    )

    $

    (944

    )

    $

    (58,835

    )

    $

    593,244

     

     
    Non-GAAP Adjustments (in thousands):
     
    Acquisition/divestiture-related costs(1)

     

    1,115

     

     

    (184

    )

     

    101

     

     

    -

     

     

    -

     

     

    2,524

     

     

    -

     

     

    -

     

    Restructuring and realignment costs(2)

     

    -

     

     

    -

     

     

    237

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization and step-up:
    Intangible amortization expense(3)

     

    229,614

     

     

    -

     

     

    810

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Inventory step-up expense(12)

     

    89

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization of debt discount and deferred financing costs(4)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    22,602

     

     

    -

     

     

    -

     

     

    -

     

    (Gain)/Loss on sale of assets(14)

     

    -

     

     

    -

     

     

    -

     

     

    10,963

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Share-based compensation(5)

     

    3,818

     

     

    9,117

     

     

    78,280

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Depreciation(6)

     

    630

     

     

    13

     

     

    6,090

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Litigation settlements(15)

     

    -

     

     

    -

     

     

    1,000

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Upfront, progress and milestone payments related to license
    and collaboration agreements(16)

     

    -

     

     

    9,073

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Fees related to refinancing activities (7)

     

    -

     

     

    -

     

     

    2,292

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Loss on debt extinguishment(17)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    58,835

     

     

    -

     

    Drug substance harmonization costs(8)

     

    457

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Charges relating to discontinuation of Friedreich's ataxia program(9)

     

    1,076

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Income tax effect on pre-tax non-GAAP adjustments(10)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (66,568

    )

    Other non-GAAP income tax adjustments(11)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (554,786

    )

    Total of non-GAAP adjustments

     

    236,799

     

     

    18,019

     

     

    88,810

     

     

    10,963

     

     

    22,602

     

     

    2,524

     

     

    58,835

     

     

    (621,354

    )

     
    Non-GAAP

    $

    (125,376

    )

    $

    (85,150

    )

    $

    (608,301

    )

    $

    -

     

    $

    (64,487

    )

    $

    1,580

     

    $

    -

     

    $

    (28,110

    )

     
    Horizon Therapeutics plc
    Certain Income Statement Line Items - Non-GAAP Adjusted
    For the Twelve Months Ended December 31, 2018
    (Unaudited)
     
     
    COGS Research &
    Development
    Selling, General
    & Administrative
    Impairment of
    Long-Lived Assets
    Loss/(Gain) on
    Sale of Assets
    Interest
    Expense
    Other
    Income
    Income Tax
    Benefit
    (Expense)
     
    GAAP as reported

    $

    (391,301

    )

    $

    (82,762

    )

    $

    (692,485

    )

    $

    (46,096

    )

    $

    42,985

     

    $

    (121,692

    )

     

    841

     

    $

    44,752

     

     
    Non-GAAP Adjustments (in thousands):
     
    Acquisition/divestiture-related costs(1)

     

    (900

    )

     

    459

     

     

    4,430

     

     

    -

     

     

    -

     

     

    -

     

     

    407

     

     

    -

     

    Restructuring and realignment costs(2)

     

    15,350

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization and step-up:
    Intangible amortization expense(3)

     

    242,823

     

     

    -

     

     

    811

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Inventory step-up expense(12)

     

    17,312

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Amortization of debt discount and deferred financing costs(4)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    22,752

     

     

    -

     

    Impairment of long lived assets(13)

     

    -

     

     

    -

     

     

    -

     

     

    46,096

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    (Gain)/Loss on sale of assets(14)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (42,985

    )

     

    -

     

     

    -

     

     

    -

     

    Share-based compensation(5)

     

    3,699

     

     

    8,880

     

     

    102,281

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Depreciation(6)

     

    700

     

     

    -

     

     

    5,426

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Litigation settlements(15)

     

    -

     

     

    -

     

     

    5,750

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Upfront, progress and milestone payments related to license
    and collaboration agreements(16)

     

    -

     

     

    90

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (100

    )

     

    -

     

    Fees related to refinancing activities (7)

     

    -

     

     

    -

     

     

    937

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Drug substance harmonization costs(8)

     

    2,855

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Charges relating to discontinuation of Friedreich's ataxia program(9)

     

    (1,551

    )

     

    87

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

    Income tax effect on pre-tax non-GAAP adjustments(10)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (45,186

    )

    Other non-GAAP income tax adjustments(11)

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    -

     

     

    (37,392

    )

    Total of non-GAAP adjustments

     

    264,938

     

     

    9,516

     

     

    134,985

     

     

    46,096

     

     

    (42,985

    )

     

    22,752

     

     

    307

     

     

    (82,578

    )

     
    Non-GAAP

    $

    (126,363

    )

    $

    (73,246

    )

    $

    (557,500

    )

    $

    -

     

    $

    -

     

    $

    (98,940

    )

    $

    1,148

     

    $

    (37,826

    )

    NOTES FOR CERTAIN INCOME STATEMENT LINE ITEMS - NON-GAAP

    1. Represents expenses, including legal and consulting fees, incurred in connection with our acquisitions and divestitures. Costs recovered from subleases of acquired facilities and reimbursed expenses incurred under transition arrangements for divestitures are also reflected in this line item.

    2. Represents expenses, including severance costs and consulting fees, related to restructuring and realignment activities.

    3. Intangible amortization expenses are associated with our intellectual property rights, developed technology and customer relationships related to KRYSTEXXA, RAVICTI, PROCYSBI, ACTIMMUNE, RAYOS, BUPHENYL, LODOTRA, PENNSAID 2%, VIMOVO and MIGERGOT.

    4. Represents amortization of debt discount and deferred financing costs associated with our debt.

    5. Represents share-based compensation expense associated with our stock option, restricted stock unit and performance stock unit grants to our employees and non-employee directors and our employee share purchase plan.

    6. Represents depreciation expense related to our property, equipment, software and leasehold improvements.

    7. Represents arrangement and other fees relating to our refinancing activities.

    8. During the year ended December 31, 2016, we entered into a definitive agreement to acquire certain rights to interferon gamma-1b, marketed as IMUKIN in an estimated thirty countries primarily in Europe and the Middle East, or the IMUKIN purchase agreement. We already owned the rights to interferon gamma-1b marketed as ACTIMMUNE in the United States, Canada and Japan. In connection with the IMUKIN purchase agreement, we also committed to pay our contract manufacturer certain amounts related to the harmonization of the manufacturing processes for ACTIMMUNE and IMUKIN drug substance, or the harmonization program. At the time we entered into the IMUKIN purchase agreement and the harmonization program commitment was made, we had anticipated achieving certain benefits should the Phase 3 clinical trial evaluating ACTIMMUNE for the treatment of Friedreich’s ataxia, or FA, be successful. If the trial had been successful and if U.S. marketing approval had subsequently been obtained, we had forecasted significant increases in demand for the medicine and the harmonization program would have resulted in significant benefits for us. Following our discontinuation of the FA program, we determined that certain assets, including an upfront payment related to the IMUKIN purchase agreement, were impaired, and the costs under the harmonization program would no longer have benefit to us and should be expensed as incurred.

    9. During the year ended December 31, 2019, we recorded charges related to the FA discontinuation of $1.1 million, primarily due to the remeasurement of an inventory purchase commitment liability. During the year ended December 31, 2018, we recorded a reduction to previously incurred charges relating to the FA discontinuation of $1.5 million reflecting lower costs to discontinue the clinical trial than previously anticipated.

    10. Income tax adjustments on pre-tax non-GAAP adjustments represent the estimated income tax impact of each pre-tax non-GAAP adjustment based on the statutory income tax rate of the applicable jurisdictions for each non-GAAP adjustment.

    11. Other non-GAAP income tax adjustments during the year ended December 31, 2019, primarily reflect a tax benefit of $553.3 million resulting from an intra-company transfer of intellectual property assets to an Irish subsidiary.

      Other non-GAAP income tax adjustments during the year ended December 31, 2018, reflect the impact of the deferred tax asset reinstatement in accordance with SAB 118, that was a $37.4 million increase to our benefit for income taxes and a corresponding decrease to the U.S. group net deferred tax liability position. Following Notice 2018-28 that was issued by the U.S. Treasury Department and the U.S. Internal Revenue Service during the year ended December 31, 2018 and in accordance with the measurement period provisions under SAB 118, we reinstated the deferred tax asset related to our U.S. interest expense carry forwards under Section 163(j) of the Internal Revenue Code based on the revised U.S. federal tax rate of 21 percent.

    12. During the year ended December 31, 2018, we recognized in cost of goods sold $17.3 million for inventory step-up expense primarily related to KRYSTEXXA inventory sold.

    13. Impairment of long-lived assets during the year ended December 31, 2018, primarily relates to the write-off of the book value of developed technology related to PROCYSBI in Canada and Latin America and LODOTRA.

    14. During the year ended December 31, 2019, we recorded a loss of $11.0 million on the sale of our rights to MIGERGOT.

      During the year ended December 31, 2018, we completed the IMUKIN sale for cash proceeds of $9.5 million, with a potential additional contingent consideration payment and we recorded a gain of $12.3 million on the sale. The contingent consideration payment of €3.0 million ($3.3 million when converted using a Euro-to-Dollar exchange rate at the date of receipt of 1.0991) was received in September 2019. Additionally, during the year ended December 31, 2018, we sold our rights to RAVICTI and AMMONAPS outside of North America and Japan to Medical Need Europe AB, and we recorded a gain of $30.7 million.

    15. We recorded $1.0 million and $5.8 million of expense during the years ended December 31, 2019 and 2018, respectively, for litigation settlements.

    16. During the year ended December 31, 2019, we recorded upfront, progress and milestone payments related to license and collaboration agreements of $9.1 million which was composed of a $3.0 million milestone payment to Roche relating to the TEPEZZA BLA submission to the FDA during the third quarter of 2019, and an upfront cash payment of $2.0 million and a progress payment of $4.0 million in relation to the collaboration agreement with HemoShear.

    17. During the year ended December 31, 2019, we recorded a loss on debt extinguishment of $58.8 million in the consolidated statements of comprehensive income (loss), which reflected the early redemption premiums and the write-off of the deferred financing fees and debt discount fees related to the prepayment of $775.0 million of our 2023 Senior Notes and 2024 Senior Notes and the write-off of the deferred financing fees and debt discount fees related to the $400.0 million of term loan repayments.

     




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    Horizon Therapeutics plc Reports Fourth-Quarter and Full-Year 2019 Financial Results; Announces Full-Year 2020 Guidance Horizon Therapeutics plc (Nasdaq: HZNP) today announced its fourth-quarter and full-year 2019 financial results and provided its full-year 2020 net sales and adjusted EBITDA guidance. “The fourth quarter capped off another year of tremendous …