Horizon Pharma (HZNP) Reports Fourth Quarter and Full Year 2011 Financial Results
DEERFIELD, IL — (Marketwire) — 03/23/12 — Horizon Pharma, Inc. (NASDAQ: HZNP) today reported financial results for the fourth quarter and year ended December 31, 2011, and provided an update on recent accomplishments by the Company. The Company ended the year with cash and cash equivalents totaling $18.0 million. Subsequent to the end of the year, in February and March 2012, the Company completed debt and equity offerings raising combined gross proceeds of $110.8 million and net proceeds of $81.7 million after paying fees and repaying outstanding amounts under previous debt facilities. As a result, as of March 16, 2012, the Company had $82.5 million in cash and cash equivalents.
For the year ended December 31, 2011, total revenues increased $4.6 million to $6.9 million compared to the prior year. Net loss for the year ended December 31, 2011, was $113.3 million, or $12.56 per share, compared to a net loss of $27.1 million, or $21.16 per share, in the prior year, with the increase in net loss largely due to a $69.6 million intangible impairment charge recorded during the fourth quarter of 2011 resulting primarily from the decline in the Company’s stock price in that period. Excluding the intangible impairment charge and certain other non-cash expenses, non-GAAP net loss for the year ended December 31, 2011, was $48.5 million, or $5.38 per share, compared to non-GAAP net loss of $39.8 million, or $31.13 per share in the prior year. Horizon provides non-GAAP financial measures, which it believes can enhance an overall understanding of Horizon’s financial performance when considered together with GAAP figures. Refer to the section of this press release below entitled “Note Regarding Use of Non-GAAP Financial Measures” for a full discussion on this subject.
“Since completing our IPO in August of last year, we have transformed the Company into a commercially focused biopharmaceutical organization,” said Timothy P. Walbert, chairman, president and chief executive officer, Horizon Pharma. “We completed the hiring and deployment of the initial stage of our commercial organization and began product shipments of DUEXIS in December. Furthermore, we completed a $60.0 million debt financing and a $50.8 million private equity offering in February and March 2012 to provide the Company with additional capital required to fund the ongoing commercial launch of DUEXIS in the U.S. and to pursue regulatory approval for RAYOS in the U.S. and DUEXIS in Europe.”
Recent Accomplishments
- Commercial launch of DUEXIS in December 2011 after establishment of initial commercial organization and sales force training in the third and fourth quarters of 2011; held launch meeting for DUEXIS in the U.S. in late January 2012.
- Completed $60.0 million senior secured loan facility in February 2012, which provided the Company with net proceeds of approximately $34.0 million, after repaying outstanding amounts under previous debt facilities.
- Completed $50.8 million private placement of common stock and warrants to purchase common stock in March 2012 raising net proceeds of approximately $47.7 million.
- Announced the out-licensing of LODOTRA in Latin America to Mundipharma.
Fourth Quarter 2011 Financial Results
During the three months ended December 31, 2011, revenues increased $3.5 million compared to the same period in the prior year. The significant increase in revenues in the fourth quarter of 2011 was primarily the result of $2.1 million in higher product sales of LODOTRA in Europe in addition to the recognition of $1.2 million in deferred revenues associated with our distribution agreements.
Cost of goods sold increased $0.7 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily as a result of higher product shipments of LODOTRA.
Research and development expenses decreased $1.0 million during the three months ended December 31, 2011, compared to the same period in 2010. The decrease was due to a reduction in our regulatory and clinical trial expenses, and a reduction in contract manufacturing in support of the regulatory approval of RAYOS.
Sales and marketing expenses increased $10.9 million during the three months ended December 31, 2011, compared to the same period in 2010. The increase was primarily due to hiring 80 field sales representatives and staffing our sales and marketing support functions during 2011, in addition to higher marketing costs associated with product launch and commercialization efforts for DUEXIS in the U.S.
General and administrative expenses decreased $0.1 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily due to lower professional and consulting fees in the current year as a result of internal staffing of our administrative functions during 2011.
During the fourth quarter, the Company recorded an intangible impairment charge of $69.6 million related to its in-process research and development (IPR&D) asset, RAYOS. The Company reviews its intangible assets on an annual basis, or more frequently when events or circumstances may indicate that the carrying value of these assets exceeds its fair value. The Company evaluated its IPR&D asset in relation to its total business enterprise value as a result of the fourth quarter 2011 decline in the market value of the Company’s common stock. Accordingly, the Company recorded an intangible impairment charge of $69.6 million to reflect the fair value of the IPR&D as a component of the total business enterprise value.
Interest expense decreased $0.4 million during the three months ended December 31, 2011, compared to the same period in 2010, primarily as a result of the repayment of a prior debt facility in June 2011.
Foreign exchange loss increased $0.3 million for the three months ended December 31, 2011, compared to the same period in 2010, as a result of an increase in non-Euro denominated transactions for our Horizon Pharma AG subsidiary in addition to a strengthening of the U.S. dollar against the Euro in the fourth quarter of 2011.
Income tax benefit increased $13.4 million during the three months ended December 31, 2011, compared to the same period in 2010, as a result of a reduction in deferred tax assets associated with the IPR&D intangible impairment charge of $69.6 million.
Net loss for the fourth quarter of 2011 was $76.7 million, or $3.92 per share, compared to a net loss of $13.6 million, or $9.09 per share, in the fourth quarter of 2010. On a non-GAAP basis, after excluding the intangible impairment charge and certain other non-cash expenses, net loss for the fourth quarter of 2011 was $19.0 million, or $0.97 per share, compared to a net loss of $11.7 million, or $7.85 per share, in the fourth quarter of 2010.
Full Year 2011 Financial Results
During the year ended December 31, 2011, revenues increased $4.6 million compared to the prior year as a result higher product sales and the recognition of deferred revenues for LODOTRA in Europe. The Company also benefited from a full year of LODOTRA revenues in 2011 as compared to nine months in the prior year following our acquisition of Nitec Pharma AG in April 2010.
Cost of goods sold increased $3.0 million during the year ended December 31, 2011, compared to the prior year primarily as a result of higher LODOTRA sales and due to $1.1 million in additional amortization expense of our developed technology due to the inclusion of full year operating results of Horizon Pharma AG in 2011.
Research and development expenses decreased $2.3 million during the year ended December 31, 2011, compared to the prior year. The decrease was primarily due to a $2.1 million reduction in contract manufacturing and a $2.1 million reduction in regulatory expenses associated with RAYOS, which was partially offset by higher personnel costs of $1.7 million resulting from increased headcount to support DUEXIS development and regulatory activities, and DUEXIS post-marketing requirements.
Sales and Marketing expenses increased $14.8 million during the year ended December 31, 2011, compared to the prior year. The increase was attributable to hiring 80 field sales representatives and staffing our sales and marketing support functions during 2011, $3.2 million in commercialization expense related to the product launch of DUEXIS in December 2011, and $2.4 million in consulting and outside costs associated with pre-commercialization activities for DUEXIS in 2011 compared to the prior year.
General and administrative expenses decreased $3.6 million during the year ended December 31, 2011, compared to the prior year. The decrease in expenses was primarily the result of an approximately $2.3 million reduction in legal and professional fees associated with our acquisition of Nitech Pharma AG in April 2010 and a $1.5 million reduction in legal, consulting and audit related fees incurred during 2010 related to preparation for our initial public offering.
Interest expense increased $3.3 million during the year ended December 31, 2011, compared to the prior year. The increase was primarily due to a $1.9 million write-off of deferred financing fees as a result of the 2011 debt extinguishment in the current year and higher interest expense as a result of a higher borrowing base of debt as compared to the prior year.
Foreign exchange loss increased $0.8 million during the year ended December 31, 2011, compared to the prior year as a result of an increase in non-Euro denominated transactions for our Horizon Pharma AG subsidiary in addition to a strengthening of the U.S dollar against the Euro in 2011.
Horizon recorded a bargain purchase gain of $19.3 million during the year ended December 31, 2010, in connection with the Nitec Pharma AG acquisition resulting from the fair market value of the acquired tangible and intangible assets exceeding the purchase price. There was no similar bargain purchase gain recorded in 2011.
Income tax benefit increased $14.0 million during the year ended December 31, 2011, compared to the prior year as a result of a reduction in deferred tax assets associated with the IPR&D intangible impairment charge of $69.6 million recorded during the fourth quarter of 2011.
Net loss for the year ended December 31, 2011, was $113.3 million, or $12.56 per share, compared to a net loss of $27.1 million, or $21.16 per share, for the year ended December 31, 2010. On a non-GAAP basis, after excluding the bargain purchase gain in 2010, the intangible impairment charge in 2011, and certain other non-cash expenses during both 2010 and 2011, net loss for the year ended December 31, 2011, was $48.5 million, or $5.38 per share, compared to a net loss of $39.8 million, or $31.13 per share, for the year ended December 31, 2010.
Note Regarding Use of Non-GAAP Financial Measures
Horizon provides non-GAAP net income (loss) and net income (loss) per share financial measures that include adjustments to GAAP figures. These adjustments to GAAP involve the exclusion of non-cash items such as stock compensation and depreciation and amortization, and other charges such as the intangible impairment charge the Company recorded in the fourth quarter of 2011 related to its IPR&D asset and the bargain purchase gain the Company recorded in connection with its acquisition of Nitec Pharma AG in 2010. Horizon believes that these non-GAAP financial measures, when considered together with the GAAP figures, can enhance an overall understanding of Horizon’s financial performance. The non-GAAP financial measures are included with the intent of providing investors with a more complete understanding of operational results and trends. In addition, these non-GAAP financial measures are among the indicators Horizon management uses for planning and forecasting purposes and measuring the Company’s performance. 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. Please refer to the financial statements portion of this press release for a reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures.
About Horizon Pharma
Horizon Pharma, Inc. is a biopharmaceutical company that is developing and commercializing innovative medicines to target unmet therapeutic needs in arthritis, pain and inflammatory diseases. For more information, please visit www.horizonpharma.com.
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the on-going commercial launch of DUEXIS and pursuit of regulatory approval for RAYOS in the U.S. and DUEXIS in Europe. These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release, and actual results may differ materially from those in these forward-looking statements as a result of various factors. These factors include, but are not limited to, risks regarding Horizon’s ability to commercialize products successfully, Horizon’s ability to continue to successfully recruit and retain sales and marketing personnel, and whether RAYOS and/or DUEXIS will be approved for marketing in the U.S. and Europe, respectively. For a further description of these and other risks facing the Company, please see the risk factors described in the Company’s filings with the United States Securities and Exchange Commission, including those factors discussed under the caption “Risk Factors” in those filings. Forward-looking statements speak only as of the date of this press release, and the Company undertakes no obligation to update or revise these statements, except as may be required by law.
CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) As of December 31, ---------------------------- 2011 2010 ------------- ------------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 17,966 $ 5,384 Restricted cash 750 200 Accounts receivable, net 2,372 575 Inventories, net 1,195 306 Prepaid expenses and other current assets 2,763 903 ------------- ------------- Total current assets 25,046 7,368 ------------- ------------- Property and equipment, net 3,245 2,107 Developed technology, net 35,602 39,990 In-process research and development 36,638 108,746 Other assets 547 3,474 ------------- ------------- TOTAL ASSETS $ 101,078 $ 161,685 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 8,170 $ 2,514 Accrued expenses 8,926 6,733 Deferred revenues -- current portion 3,281 1,845 Notes payable -- current portion 3,604 4,220 Bridge notes payable to related parties - 10,000 ------------- ------------- Total current liabilities 23,981 25,312 ------------- ------------- LONG-TERM LIABILITIES: Notes payable, net of current 15,834 10,395 Deferred revenues, net of current 5,666 4,123 Deferred tax liabilities, net 9,561 24,798 Other long term liabilities 124 1 ------------- ------------- Total long-term liabilities 31,185 39,317 ------------- ------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Convertible preferred stock, $0.0001 par value per share; 0 and 27,400,000 shares authorized at December 31, 2011 and 2010, respectively; 0 and 24,961,340 shares issued and outstanding at December 31, 2011 and 2010, respectively (Liquidation preference: $0 and $177,002 at December 31, 2011 and 2010, respectively) - 2 Common stock, $0.0001 par value per share; 200,000,000 and 35,400,000 shares authorized at December 31, 2011 and 2010, respectively; 19,627,744 and 1,490,551 shares issued and outstanding at December 31, 2011 and 2010, respectively 2 - Additional paid-in capital 270,015 206,336 Accumulated other comprehensive loss (3,788) (2,230) Accumulated deficit (220,317) (107,052) ------------- ------------- Total stockholders' equity 45,912 97,056 ------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 101,078 $ 161,685 ============= ============= CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share data) Three Months Ended Twelve Months Ended December 31, December 31, ------------------------ ------------------------ 2011 2010 2011 2010 ----------- ----------- ----------- ----------- (Unaudited) Revenues Sales of goods $ 3,483 $ 30 $ 6,773 $ 2,376 Contract revenue 55 - 166 - ----------- ----------- ----------- ----------- Gross revenues 3,538 30 6,939 2,376 Sales discounts and allowances (12) - (12) - ----------- ----------- ----------- ----------- Net revenues 3,526 30 6,927 2,376 ----------- ----------- ----------- ----------- Cost of goods sold 2,075 1,393 7,267 4,263 ----------- ----------- ----------- ----------- Gross profit (loss) 1,451 (1,363) (340) (1,887) Operating Expenses Research and development 3,822 4,835 15,358 17,697 Sales and marketing 12,888 1,949 20,314 5,558 General and administrative 4,368 4,424 15,008 18,612 Intangible impairment charge 69,621 - 69,621 - ----------- ----------- ----------- ----------- Total operating expenses 90,699 11,208 120,301 41,867 ----------- ----------- ----------- ----------- Loss from operations (89,248) (12,571) (120,641) (43,754) Interest expense, net (819) (1,197) (6,284) (3,024) Bargain purchase gain - - - 19,326 Foreign exchange loss (798) (475) (1,023) (273) ----------- ----------- ----------- ----------- Loss before income tax benefit (90,865) (14,243) (127,948) (27,725) Income tax benefit (14,138) (689) (14,683) (660) ----------- ----------- ----------- ----------- Net loss $ (76,727) $ (13,554) $ (113,265) $ (27,065) =========== =========== =========== =========== Net loss per share - basic and diluted $ (3.92) $ (9.09) $ (12.56) $ (21.16) ----------- ----------- ----------- ----------- Weighted average shares outstanding used in calculating net loss per share - basic and diluted 19,568,131 1,490,551 9,014,968 1,279,133 ----------- ----------- ----------- ----------- RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET LOSS (in thousands, except share and per share amounts) (Unaudited) Three Months Ended Twelve Months Ended December 31, December 31, ------------------------ ------------------------ 2011 2010 2011 2010 ----------- ----------- ----------- ----------- GAAP Net Loss $ (76,727) $ (13,554) $ (113,265) $ (27,065) Non-GAAP Adjustments (net of tax effect): Intangible impairment charge 56,199 - 56,199 - Bargain purchase gain - - - (19,326) Amortization of developed technology 730 729 3,012 2,460 Stock based compensation 703 540 2,530 2,574 Depreciation and amortization 141 84 446 237 Imputed interest on convertible notes - 252 919 471 Debt extinguishment loss - - 1,334 - Debt discount expense 55 248 485 826 Amortization of deferred revenue (55) - (167) - ----------- ----------- ----------- ----------- Total of non-GAAP adjustments 57,773 1,853 64,758 (12,758) ----------- ----------- ----------- ----------- Non-GAAP Net Loss $ (18,954) $ (11,701) $ (48,507) $ (39,823) =========== =========== =========== =========== Weighted average shares - basic and diluted 19,568,131 1,490,551 9,014,968 1,279,133 GAAP net loss per common share - basic and diluted $ (3.92) $ (9.09) $ (12.56) $ (21.16) Non-GAAP adjustments detailed above 2.95 1.24 7.18 (9.97) ----------- ----------- ----------- ----------- Non-GAAP net loss per common share - basic and diluted $ (0.97) $ (7.85) $ (5.38) $ (31.13) =========== =========== =========== =========== CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Twelve Months Ended December 31, ------------------------ 2011 2010 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (113,265) $ (27,065) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization expense 4,199 2,973 Stock-based compensation 2,530 2,574 Intangible impairment charge 69,621 - Loss from debt extinguishment 1,977 - Amortization of interest payment on notes payable 246 140 Amortization of debt discount 485 826 Foreign exchange loss 1,023 273 Loss on disposal of assets - 42 Bargain purchase gain - (19,326) Changes in operating assets and liabilities: Accounts receivable (1,817) (516) Inventory (923) 1,010 Prepaid expenses and current assets (1,897) 551 Other assets and liabilities (36) (500) Accounts payable 5,643 (1,137) Accrued expenses 3,215 (2,404) Deferred revenues 3,237 5,734 Deferred tax liabilities (15,778) (708) ----------- ----------- Net cash used in operating activities (41,540) (37,532) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (1,604) (714) Increase in restricted cash (550) (200) Acquisition of Nitec Pharma AG, net of cash acquired - 6,489 ----------- ----------- Net cash (used in) provided by investing activities (2,154) 5,575 ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock in initial public offering, net of underwriting fees and issuance costs 44,678 - Proceeds from issuance of bridge notes payable to related parties 6,766 10,000 Proceeds from issuance of convertible preferred stock, net of issuance costs - 20,683 Proceeds from the issuance of notes payable 16,651 11,960 Proceeds from the issuance of common stock 124 - Deferred financing expenses - (1,902) Repayment of notes payable (13,067) (10,981) ----------- ----------- Net cash provided by financing activities 55,152 29,760 ----------- ----------- Effect of foreign exchange rate changes on cash 1,124 421 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 12,582 (1,776) CASH AND CASH EQUIVALENTS, beginning of the year 5,384 7,160 ----------- ----------- CASH AND CASH EQUIVALENTS, end of the year $ 17,966 $ 5,384 =========== ===========
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