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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Zip Code)
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(Address of principal executive offices)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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| Item 2.02. |
Results of Operations and Financial Condition.
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| Item 9.01 |
Financial Statements and Exhibits.
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Exhibit
No.
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Description
|
|
|
Press Release by Insmed Incorporated on August 5, 2021.
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||
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104
|
Cover Page Interactive Date File (embedded within the Inline XBRL document).
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INSMED INCORPORATED
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||
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Dated: August 5, 2021
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By:
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/s/ Michael Smith
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Name:
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Michael Smith
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|
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Title:
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General Counsel and Corporate Secretary
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|

| • |
Enrollment continues in the post-approval confirmatory frontline clinical trial program of ARIKAYCE in patients with NTM lung disease caused by MAC. The program consists of ARISE, an interventional study designed
to validate a patient-reported outcome (PRO) tool in MAC lung disease, and ENCORE, a pivotal trial designed to establish, using the PRO tool validated in the ARISE trial, the clinical benefits and evaluate the safety of ARIKAYCE in patients
with newly diagnosed MAC lung disease.
|
| • |
Enrollment continues in the Phase 3 ASPEN study, a global, randomized, double-blind, placebo-controlled trial to assess the efficacy, safety, and tolerability of brensocatib in patients with bronchiectasis.
Patients with bronchiectasis due to CF may not be enrolled in the study.
|
| • |
The CF Therapeutics Development Network has endorsed Insmed’s study protocol for brensocatib in CF and the process for initiating study sites for a Phase 2 pharmacokinetic/pharmacodynamic multiple-dose study is
now underway.
|
| • |
Insmed expects to present data from the Phase 1 healthy volunteer trial of TPIP at the European Society of Cardiology Congress on August 30, 2021. The Company
reported positive topline data from this study earlier this year.
|
| • |
Insmed plans to advance two Phase 2 studies of TPIP in patients with pulmonary arterial hypertension (PAH). The first study will measure the impact of TPIP on pulmonary vascular resistance (PVR) over a 24-hour
period. The Company anticipates sharing preliminary data from a small number of patients in this study in the second half of 2021. The second study will evaluate the effect of TPIP on PVR and 6-minute walk distance over a 16-week treatment
period. The Company plans to initiate this study in the fourth quarter of 2021.
|
| • |
Insmed plans to initiate a Phase 2 study of TPIP in patients with pulmonary hypertension associated with interstitial lung disease (PH-ILD) in early 2022.
|
| • |
In July of 2021, Insmed announced the promotion of Michael Smith to the role of General Counsel, Senior Vice President of Insmed, replacing Christine Pellizzari, who retired from her position as the Company’s
Chief Legal Officer. Mike joined Insmed in 2014 and most recently served as the Company’s Senior Vice President, General Counsel – U.S. In his new role, Mike will have responsibility for Insmed’s global legal function, including corporate
governance, intellectual property, and contract management.
|
| • |
Total revenue for the second quarter ended June 30, 2021 was $45.4 million, compared to total revenue of $42.5 million for the second quarter of 2020.
|
| • |
Cost of product revenues (excluding amortization of intangible assets) was $10.8 million for the second quarter of 2021, compared to $10.0 million for the second quarter of 2020.
|
| • |
Research and development (R&D) expenses were $64.7 million for the second quarter of 2021, compared to $35.7 million for the second quarter of 2020.
|
| • |
Selling, general and administrative (SG&A) expenses for the second quarter of 2021 were $57.2 million, compared to $49.7 million for the second quarter of 2020.
|
| • |
For the second quarter of 2021, Insmed reported a GAAP net loss of $117.3 million, or $1.07 per share, compared to a GAAP net loss of $61.9 million, or $0.64 per share, for the second quarter of 2020.
|
| (i) |
U.S. commercialization of ARIKAYCE;
|
| (ii) |
clinical trial activities, including (a) advancement of the frontline clinical trial program for ARIKAYCE (ARISE and ENCORE), (b) advancement of the Phase 3 ASPEN study of brensocatib in patients with
bronchiectasis, (c) advancement of clinical development of TPIP, and (d) advancement of our translational medicine efforts; and
|
| (iii) |
launch activities for ARIKAYCE in initial European countries and in Japan.
|
|
WARNING: RISK OF INCREASED RESPIRATORY ADVERSE REACTIONS
|
|
ARIKAYCE has been associated with an increased risk of respiratory adverse reactions, including hypersensitivity pneumonitis,
hemoptysis, bronchospasm, and exacerbation of underlying pulmonary disease that have led to hospitalizations in some cases.
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
|
2021
|
2020
|
2021
|
2020
|
|||||||||||||
|
Product revenues, net
|
$
|
45,366
|
$
|
42,495
|
$
|
85,580
|
$
|
79,355
|
||||||||
|
Operating expenses:
|
||||||||||||||||
|
Cost of product revenues (excluding amortization of intangible assets)
|
10,837
|
9,950
|
20,681
|
18,388
|
||||||||||||
|
Research and development
|
64,655
|
35,748
|
126,045
|
71,932
|
||||||||||||
|
Selling, general and administrative
|
57,177
|
49,663
|
108,727
|
101,009
|
||||||||||||
|
Amortization of intangible assets
|
1,263
|
1,248
|
2,526
|
2,497
|
||||||||||||
|
Total operating expenses
|
133,932
|
96,609
|
257,979
|
193,826
|
||||||||||||
|
Operating loss
|
(88,566
|
)
|
(54,114
|
)
|
(172,399
|
)
|
(114,471
|
)
|
||||||||
|
Investment income
|
34
|
203
|
67
|
1,607
|
||||||||||||
|
Interest expense
|
(10,319
|
)
|
(7,469
|
)
|
(17,878
|
)
|
(14,880
|
)
|
||||||||
|
Loss on extingushment of debt
|
(17,689
|
)
|
-
|
(17,689
|
)
|
-
|
||||||||||
|
Other expense, net
|
(159
|
)
|
(46
|
)
|
(202
|
)
|
(10
|
)
|
||||||||
|
Loss before income taxes
|
(116,699
|
)
|
(61,426
|
)
|
(208,101
|
)
|
(127,754
|
)
|
||||||||
|
Provision for income taxes
|
622
|
428
|
861
|
464
|
||||||||||||
|
Net loss
|
$
|
(117,321
|
)
|
$
|
(61,854
|
)
|
$
|
(208,962
|
)
|
$
|
(128,218
|
)
|
||||
|
Basic and diluted net loss per share
|
$
|
(1.07
|
)
|
$
|
(0.64
|
)
|
$
|
(1.97
|
)
|
$
|
(1.38
|
)
|
||||
|
Weighted average basic and diluted common shares outstanding
|
109,580
|
96,633
|
106,328
|
93,206
|
||||||||||||
|
As of
June 30, 2021
|
As of
December 31, 2020
|
|||||||
|
(unaudited)
|
||||||||
|
Assets
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
928,327
|
$
|
532,756
|
||||
|
Accounts receivable
|
18,417
|
16,562
|
||||||
|
Inventory
|
60,385
|
49,592
|
||||||
|
Prepaid expenses and other current assets
|
31,066
|
23,982
|
||||||
|
Total current assets
|
1,038,195
|
622,892
|
||||||
|
Intangibles, net
|
46,735
|
49,261
|
||||||
|
Fixed assets, net
|
53,784
|
53,953
|
||||||
|
Finance lease right-of-use assets
|
9,795
|
10,334
|
||||||
|
Operating lease right-of-use assets
|
32,037
|
32,946
|
||||||
|
Other assets
|
49,237
|
26,769
|
||||||
|
Total assets
|
$
|
1,229,783
|
$
|
796,155
|
||||
|
Liabilities and shareholders' equity
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable
|
$
|
31,081
|
$
|
42,853
|
||||
|
Accrued expenses
|
45,553
|
37,807
|
||||||
|
Accrued compensation
|
15,939
|
25,591
|
||||||
|
Finance lease liabilities
|
1,158
|
1,081
|
||||||
|
Operating lease liabilities
|
5,925
|
11,475
|
||||||
|
Total current liabilities
|
99,656
|
118,807
|
||||||
|
Debt, long-term
|
548,745
|
356,318
|
||||||
|
Finance lease liabilities, long-term
|
14,114
|
14,713
|
||||||
|
Operating lease liabilities, long-term
|
23,409
|
21,255
|
||||||
|
Other long-term liabilities
|
12,806
|
9,178
|
||||||
|
Total liabilities
|
698,730
|
520,271
|
||||||
|
Shareholders' equity:
|
||||||||
|
Common stock, $0.01 par value; 500,000,000 authorized shares, 115,239,269 and 102,763,060 issued and outstanding shares at June 30,
2021 and December 31, 2020, respectively
|
1,152
|
1,028
|
||||||
|
Additional paid-in capital
|
2,569,028
|
2,105,252
|
||||||
|
Accumulated deficit
|
(2,039,551
|
)
|
(1,830,589
|
)
|
||||
|
Accumulated other comprehensive income
|
424
|
193
|
||||||
|
Total shareholders' equity
|
531,053
|
275,884
|
||||||
|
Total liabilities and shareholders' equity
|
$
|
1,229,783
|
$
|
796,155
|
||||
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||||||||
|
2021
|
2020
|
2021
|
2020
|
|||||||||||||
|
GAAP research and development
|
$
|
64,655
|
$
|
35,748
|
$
|
126,045
|
$
|
71,932
|
||||||||
|
Stock-based compensation expense
|
(4,434
|
)
|
(2,979
|
)
|
(8,118
|
)
|
(5,821
|
)
|
||||||||
|
Depreciation
|
(1,278
|
)
|
(1,186
|
)
|
(2,530
|
)
|
(2,344
|
)
|
||||||||
|
Adjusted R&D expenses (non-GAAP)
|
$
|
58,943
|
$
|
31,583
|
$
|
115,397
|
$
|
63,767
|
||||||||
|
GAAP selling, general and administrative
|
$
|
57,177
|
$
|
49,663
|
$
|
108,727
|
$
|
101,009
|
||||||||
|
Stock-based compensation expense
|
(7,301
|
)
|
(6,489
|
)
|
(14,152
|
)
|
(12,649
|
)
|
||||||||
|
Depreciation
|
(1,107
|
)
|
(1,082
|
)
|
(2,243
|
)
|
(2,190
|
)
|
||||||||
|
Adjusted SG&A expenses (non-GAAP)
|
$
|
48,769
|
$
|
42,092
|
$
|
92,332
|
$
|
86,170
|
||||||||