8-K
Emergent BioSolutions Inc. (EBS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 5, 2010
Emergent BioSolutions Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-33137 | 14-1902018 |
|---|---|---|
| (State<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 2273<br> Research Boulevard, Suite 400, Rockville, Maryland | 20850 | |
| --- | --- | |
| (Address<br> of Principal Executive Offices) | (Zip<br> Code) |
Registrant’s telephone number, including area code: (301) 795-1800
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On May 5, 2010, Emergent BioSolutions Inc. (the “Company”) announced financial and operating results for the three months ended March 31, 2010. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
See Exhibit Index attached hereto.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May<br> 5, 2010 | EMERGENT<br> BIOSOLUTIONS INC. | |
|---|---|---|
| By: | /s/ R. Don Elsey<br><br> <br>R.<br> Don Elsey<br><br> <br>Chief<br> Financial Officer |
exhibit99.htm
Exhibit 99.1
FOR IMMEDIATE RELEASE
Investor Contact
Robert G. Burrows
Vice President, Investor Relations
301-795-1877
Media Contact:
Tracey Schmitt
Vice President, Corporate Communications
301-795-1800
EMERGENT BIOSOLUTIONS REPORTS FINANCIAL RESULTS FOR FIRST QUARTER 2010
| · | 1Q<br> 2010 revenues of $46.8 million and net income of $2.5 million, or $0.08<br> per share |
|---|---|
| · | 1Q<br> 2010 cash and accounts receivable balance of $149.8 million, including<br> $116.4 million of cash and $33.4 million of accounts<br> receivable |
| --- | --- |
| · | Reaffirming<br> 2010 forecast of total revenues of $235 to $255 million and net income of<br> $20 to $30 million |
| --- | --- |
ROCKVILLE, MD, May 5, 2010—Emergent BioSolutions Inc. (NYSE: EBS) announced today its financial results for the first quarter ended March 31, 2010.
For the first quarter 2010, total revenues were $46.8 million as compared to $64.5 million in 2009, and net income was $2.5 million, or $0.08 per share, as compared to $11.1 million, or $0.37 per share, in 2009. The 2010 performance was primarily driven by sales of BioThrax® (Anthrax Vaccine Adsorbed) based on scheduled deliveries to the Strategic National Stockpile.
R. Don Elsey, chief financial officer of Emergent BioSolutions, stated, “Our 1Q 2010 financial results were in line with our internal expectations and we remain on track to achieve our guidance for the year. For the remainder of 2010, we anticipate strong financial performance as evidenced by our reaffirmed forecast of total revenues of $235 to $255 million and net income of $20 to $30 million. This forecast does not reflect the revenue impact for 2010 associated with the anticipated awards of a multi-year development contract for BioThrax scale-up with potential funding in excess of $100 million and a multi-year development contract for our rPA vaccine candidate with potential funding in excess of $250 million.”
1Q 2010 Key Financial Results
Product Sales
For 1Q 2010, product sales were $38.9 million, a decrease of $22.8 million, or 37 percent, from $61.7 million in 1Q 2009, primarily due to a 47 percent decrease in the number of doses of BioThrax® delivered related to the timing of scheduled deliveries under our contract with HHS, partially offset by an 18 percent increase in the sales price per dose. Product sales revenues in 1Q 2010 consisted of BioThrax® sales to HHS of $38.8 million and aggregate international and other sales of $37,000.
Contracts and Grants Revenues
For 1Q 2010, contracts and grants revenue was $7.9 million, an increase of $5.1 million, or 180 percent, from $2.8 million in 1Q 2009. Contracts and grants revenue for 2010 primarily consisted of development contract revenue from NIAID and BARDA.
Cost of Product Sales
For 1Q 2010, cost of product sales was $7.5 million, a decrease of $7.9 million, or 51 percent, from $15.4 million in 1Q 2009. This decrease was attributable to the 47 percent decrease in BioThrax® doses sold.
Research and Development
For 1Q 2010, research and development expenses were $19.9 million, an increase of $4.0 million, or 25 percent, from $15.9 million in 1Q 2009. This increase reflects higher contract service costs, and includes increased expenses of $5.3 million on product candidates in our biodefense programs, primarily product candidates within our anthrax franchise, decreased expenses of $2.3 million related to our commercial product candidates, and increased expenses of $1.0 million in other research and development, which are in support of technology platforms and central R&D activities.
Selling, General and Administrative
For 1Q 2010, selling, general and administrative expenses were $16.2 million, an increase of $0.2 million, or 1 percent, from $16.0 million in 1Q 2009. This increase includes a $0.5 million non-cash charge associated with our Frederick, Maryland facilities and increased personnel costs related to the growth of the Company, partially offset by a $1.4 million non-cash charge during 1Q 2009 associated with acquisitions that were in progress but not completed as of December 31, 2008.
Financial Condition and Liquidity
Cash and cash equivalents at March 31, 2010 was $116.4 million compared to $102.9 million at December 31, 2009. Additionally, at March 31, 2010, the accounts receivable balance was $33.4 million, which is comprised primarily of unpaid amounts due related to shipments of BioThrax® received and accepted by the US government in the first quarter of 2010.
2010 Forecast
For 2010, the Company is reaffirming its financial forecast of total revenues of $235 to $255 million and net income of $20 to $30 million.
Total revenue for 2010 is expected to be driven by, among other things:
| · | the<br> continuation of deliveries of BioThrax®<br> under the current multi-year procurement contract with<br> CDC; |
|---|---|
| · | additional<br> sales of BioThrax®<br> to allied foreign governments; and |
| --- | --- |
| · | an<br> increase in the performance of work under contracts with the U.S.<br> government with respect to the Company’s BioThrax®<br> related programs, anthrax immune globulin therapeutic candidate, and<br> anthrax monoclonal antibody<br>candidate. |
| --- | --- |
Conference Call and Webcast
Company management will host a conference call at 5:00 pm Eastern on May 5, 2010 to discuss the financial results for the first quarter of 2010, recent business developments and the forecast for 2010. The conference call will be accessible by dialing 888/713-4199 or 617/213-4861 (international) and providing passcode 20683157. A webcast of the conference call will be accessible from the Company’s website at www.emergentbiosolutions.com, under “Investors”.
A replay of the conference call will be accessible, approximately one hour following the conclusion of the call, by dialing 888/286-8010 or 617/801-6888 and using the passcode 26100735. The replay will be available through May 19. The webcast will be archived on the company’s website, www.emergentbiosolutions.com, under “Investors”.
About Emergent BioSolutions Inc.
Emergent BioSolutions Inc. is a biopharmaceutical company focused on the development, manufacture and commercialization of vaccines and antibody therapies that assist the body’s immune system to prevent or treat disease. Emergent’s marketed product, BioThrax® (Anthrax Vaccine Adsorbed), is the only vaccine approved by the U.S. Food and Drug Administration for the prevention of anthrax disease. Emergent’s product pipeline targets infectious diseases and includes programs focused on anthrax, tuberculosis, typhoid, flu and chlamydia. Additional information may be found at www.emergentbiosolutions.com.
Safe Harbor Statement
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact, including statements regarding our strategy, future operations, future financial position, future revenues, projected costs, prospects, plans and objectives of management, including any potential future securities offering, our expected revenue growth and net earnings for 2010, and any other statements containing the words “believes”, “expects”, “anticipates”, “plans”, “estimates” and similar expressions, are forward-looking statements. There are a number of important factors that could cause the company’s actual results to differ materially from those indicated by such forward-looking statements, including appropriations for BioThrax® procurement; our ability to obtain new BioThrax® sales contracts; our plans to pursue label expansions and improvements for BioThrax®; our ability to win a development award with the U.S. government for our recombinant protective antigen anthrax vaccine candidate; our plans to expand our manufacturing facilities and capabilities; the rate and degree of market acceptance and clinical utility of our products; the success of our ongoing and planned development programs, preclinical studies and clinical trials; our ability to identify and acquire or in license products and product candidates that satisfy our selection criteria; the potential benefits of our existing collaboration agreements and our ability to enter into selective additional collaboration arrangements; the timing of and our ability to obtain and maintain regulatory approvals for our other product candidates; our commercialization, marketing and manufacturing capabilities and strategy; our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; and other factors identified in the company’s Annual Report on Form 10-K for the year ended December 31, 2009 and subsequent reports filed with the SEC. The company disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.
Financial Statements Follow
| Emergent<br> BioSolutions Inc. and Subsidiaries | ||||||
|---|---|---|---|---|---|---|
| Consolidated<br> Statements of Operations | ||||||
| (in<br> thousands, except share and per share data) | ||||||
| Three<br> Months Ended | ||||||
| March<br> 31, | ||||||
| 2010 | 2009 | |||||
| (Unaudited) | ||||||
| Revenues: | ||||||
| Product<br> sales | $ | 38,853 | $ | 61,678 | ||
| Contracts<br> and grants | 7,947 | 2,841 | ||||
| Total<br> revenues | 46,800 | 64,519 | ||||
| Operating<br> expenses: | ||||||
| Cost<br> of product sales | 7,508 | 15,368 | ||||
| Research<br> and development | 19,922 | 15,910 | ||||
| Selling,<br> general and administrative | 16,192 | 15,975 | ||||
| Income<br> from operations | 3,178 | 17,266 | ||||
| Other<br> income (expense): | ||||||
| Interest<br> income | 388 | 300 | ||||
| Interest<br> expense | (5 | ) | (4 | ) | ||
| Other<br> income (expense), net | (8 | ) | (24 | ) | ||
| Total<br> other income (expense) | 375 | 272 | ||||
| Income<br> before provision for income taxes | 3,553 | 17,538 | ||||
| Provision<br> for income taxes | 1,635 | 7,366 | ||||
| Net<br> income | 1,918 | 10,172 | ||||
| Net<br> loss attributable to noncontrolling interest | 605 | 947 | ||||
| Net<br> income attributable to Emergent BioSolutions Inc. | $ | 2,523 | $ | 11,119 | ||
| Earnings<br> per share - basic | $ | 0.08 | $ | 0.37 | ||
| Earnings<br> per share - diluted | $ | 0.08 | $ | 0.35 | ||
| Weighted-average<br> number of shares - basic | 30,879,970 | 30,184,098 | ||||
| Weighted-average<br> number of shares - diluted | 31,432,751 | 31,454,456 |
| Emergent<br> BioSolutions Inc. and Subsidiaries | |||||
|---|---|---|---|---|---|
| Consolidated<br> Balance Sheets | |||||
| (in<br> thousands, except share and per share data) | |||||
| December<br> 31, | |||||
| 2009 | |||||
| ASSETS | |||||
| Current<br> assets: | |||||
| Cash<br> and cash equivalents | 116,384 | $ | 102,924 | ||
| Restricted<br> cash | 215 | 215 | |||
| Accounts<br> receivable | 33,405 | 54,872 | |||
| Inventories | 17,081 | 13,521 | |||
| Note<br> receivable | 10,000 | 10,000 | |||
| Deferred<br> tax assets, net | 2,147 | 1,870 | |||
| Income<br> tax receivable, net | 5,033 | 2,574 | |||
| Prepaid<br> expenses and other current assets | 7,271 | 7,838 | |||
| Total<br> current assets | 191,536 | 193,814 | |||
| Property,<br> plant and equipment, net | 133,493 | 131,834 | |||
| Assets<br> held for sale | 13,411 | 13,960 | |||
| Deferred<br> tax assets, net | 3,174 | 3,894 | |||
| Other<br> assets | 1,177 | 1,187 | |||
| Total<br> assets | 342,791 | $ | 344,689 | ||
| LIABILITIES<br> AND STOCKHOLDERS' EQUITY | |||||
| Current<br> liabilities: | |||||
| Accounts<br> payable | 16,164 | $ | 17,159 | ||
| Accrued<br> expenses and other current liabilities | 1,575 | 1,570 | |||
| Accrued<br> compensation | 9,346 | 14,926 | |||
| Indebtedness<br> under line of credit | 15,000 | 15,000 | |||
| Long-term<br> indebtedness, current portion | 5,797 | 5,791 | |||
| Deferred<br> revenue | 241 | 255 | |||
| Total<br> current liabilities | 48,123 | 54,701 | |||
| Long-term<br> indebtedness, net of current portion | 44,165 | 44,927 | |||
| Other<br> liabilities | 1,387 | 1,246 | |||
| Total<br> liabilities | 93,675 | 100,874 | |||
| Commitments<br> and contingencies | - | - | |||
| Stockholders’<br> equity: | |||||
| Preferred<br> stock, 0.001 par value; 15,000,000 shares authorized, 0<br> shares issued and outstanding at March 31, 2010 and December 31, 2009,<br> respectively | - | - | |||
| Common<br> stock, 0.001 par value; 100,000,000 shares authorized, 31,004,343 and<br> 30,831,360 shares issued and outstanding at March 31, 2010 and December<br> 31, 2009, respectively | 31 | 31 | |||
| Additional<br> paid-in capital | 123,643 | 120,492 | |||
| Accumulated<br> other comprehensive loss | (1,261 | ) | (1,476 | ) | |
| Retained<br> earnings | 124,675 | 122,152 | |||
| Total<br> Emergent BioSolutions Inc. stockholders' equity | 247,088 | 241,199 | |||
| Noncontrolling<br> interest in subsidiary | 2,028 | 2,616 | |||
| Total<br> stockholders’ equity | 249,116 | 243,815 | |||
| Total<br> liabilities and stockholders’ equity | 342,791 | $ | 344,689 |
All values are in US Dollars.
| Emergent<br> BioSolutions Inc. and Subsidiaries | ||||||
|---|---|---|---|---|---|---|
| Consolidated<br> Statements of Cash Flows | ||||||
| (in<br> thousands) | ||||||
| Three<br> Months Ended | ||||||
| March<br> 31, | ||||||
| 2010 | 2009 | |||||
| (Unaudited) | ||||||
| Cash<br> flows from operating activities: | ||||||
| Net<br> income | $ | 1,918 | $ | 10,172 | ||
| Adjustments<br> to reconcile to net cash provided by (used in) operating<br> activities: | ||||||
| Stock-based<br> compensation expense | 1,522 | 860 | ||||
| Depreciation<br> and amortization | 1,296 | 1,262 | ||||
| Deferred<br> income taxes | 819 | 933 | ||||
| Non-cash<br> development expenses from joint venture | 17 | 1,633 | ||||
| Gain<br> (loss) on disposal of property and equipment | (34 | ) | 25 | |||
| Provision<br> for impairment of long-lived assets | 548 | - | ||||
| Excess<br> tax benefits from stock-based compensation | (376 | ) | (196 | ) | ||
| Changes<br> in operating assets and liabilities: | ||||||
| Accounts<br> receivable | 21,467 | (49,281 | ) | |||
| Inventories | (3,560 | ) | 6,885 | |||
| Income<br> taxes | (2,459 | ) | 4,599 | |||
| Prepaid<br> expenses and other assets | 576 | 1,070 | ||||
| Accounts<br> payable | 1,115 | (189 | ) | |||
| Accrued<br> compensation | (5,580 | ) | (3,094 | ) | ||
| Accrued<br> expenses and other liabilities | 146 | (120 | ) | |||
| Deferred<br> revenue | (14 | ) | (5 | ) | ||
| Net<br> cash provided by (used in) operating activities | 17,401 | (25,446 | ) | |||
| Cash<br> flows from investing activities: | ||||||
| Purchases<br> of property, plant and equipment | (5,030 | ) | (4,755 | ) | ||
| Net<br> cash used in investing activities | (5,030 | ) | (4,755 | ) | ||
| Cash<br> flows from financing activities: | ||||||
| Proceeds<br> from borrowings on long-term indebtedness and line of<br> credit | 15,000 | 15,000 | ||||
| Principal<br> payments on long-term indebtedness and line of credit | (15,755 | ) | (15,659 | ) | ||
| Issuance<br> of common stock subject to exercise of stock options | 1,253 | 651 | ||||
| Excess<br> tax benefits from stock-based compensation | 376 | 196 | ||||
| Net<br> cash provided by financing activities | 874 | 188 | ||||
| Effect<br> of exchange rate changes on cash and cash equivalents | 215 | (80 | ) | |||
| Net<br> increase (decrease) in cash and cash equivalents | 13,460 | (30,093 | ) | |||
| Cash<br> and cash equivalents at beginning of period | 102,924 | 91,473 | ||||
| Cash<br> and cash equivalents at end of period | $ | 116,384 | $ | 61,380 |