Neurocrine Biosciences Inc SC TO-C, filed Apr 7, 2026

Neurocrine Biosciences Inc (NBIX)

SC TO-C 2026-04-07

View Original

Added on October 18, 2026

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →


Exhibit No.		Description

(a)(5)(F)		Transcript from Neurocrine Investor Call held on April 6, 2026


CORPORATE PARTICIPANTS

Todd Tushla		Eric S. Benevich
*Vice President-Investor Relations, Neurocrine Biosciences, Inc.*		*Chief Commercial Officer, Neurocrine Biosciences, Inc.*

Kyle W. Gano		Matthew C. Abernethy
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*		*Chief Financial Officer, Neurocrine Biosciences, Inc.*

Samir Siddhanti		Sanjay Keswani
*Vice President - Business Development & Strategy, Neurocrine Biosciences, Inc.*		*Chief Medical Officer, Neurocrine Biosciences, Inc.*


OTHER PARTICIPANTS

Charles A. Moore		Cory Kasimov
*Analyst, Robert W. Baird & Co., Inc.*		*Analyst, Evercore ISI*

Paul Matteis		Joyce Zhou
*Analyst, Stifel, Nicolaus & Co., Inc.*		*Analyst, JPMorgan Securities LLC*

Jeremiah Lorentz		Josh Schimmer
*Analyst, BofA Securities, Inc.*		*Analyst, Cantor Fitzgerald & Co.*

Phil Nadeau		Mohit Bansal
*Analyst, TD Cowen*		*Analyst, Wells Fargo Securities LLC*

Brian Abrahams		David Amsellem
*Analyst, RBC Capital Markets LLC*		*Analyst, Piper Sandler & Co.*

Corinne Johnson
*Analyst, Goldman Sachs & Co. LLC*


Charles A. Moore		Q
*Analyst, Robert W. Baird & Co., Inc.*

Hey, guys. Thanks for taking the question and congratulations on the deal here. This is Charlie on for Brian. So, we were just wondering, as you think about the landscape out there, there are a few competitive assets in development for Prader-Willi it’s the growing area of interest. So, could you just talk to us about your confidence in the competitive profile here and where you see the landscape going in the next few years? Thank you.

Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Thanks, Charlie, appreciate the question this morning. I think I’ll let Samir fill this question.

Samir Siddhanti		A
*Vice President - Business Development & Strategy, Neurocrine Biosciences, Inc.*

Hi, Charlie. Thanks for the question. Let me just start by saying that we’re really excited about this transaction. We’ve been following this company and space for some time, and this sits right at the intersection of neuro and endo. So, it really couldn’t be a better strategic fit for us here.

We had a thorough due diligence process that included evaluating the competitive landscape. We’ve been tracking that very closely. There’s unfortunately been some setbacks in this space over the last 12 months. We feel good about where this asset is positioned to be a best and first-in-class treatment for PWS.

Charles A. Moore		Q
*Analyst, Robert W. Baird & Co., Inc.*

Thank you.

Operator: We’ll move next to Paul Matteis with Stifel. Your line is open.

Paul Matteis		Q
*Analyst, Stifel, Nicolaus & Co., Inc.*

Hey, thanks for taking my question. Not sure what happened there. Two quick things. One, can you guys talk about the diligence you did that made you confident on VYKAT’s persistence on a go forward basis? And two, does the deal value here, credit anything in Europe? And what are your thoughts on approval prospects there? Thank you.

Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Thanks, Paul, appreciate the questions here. Maybe just to catch up on the diligence piece. This was a regular – rigorous diligence process that we undertook. We are well situated to review programs and assets in endocrinology space. Given our team that developed CRENESSITY and brought that to that patient population in congenital adrenal hyperplasia. So, we’re well skilled here and experienced when it comes to looking at programs in this space.


Paul Matteis		Q
*Analyst, Stifel, Nicolaus & Co., Inc.*

Is that because of MFN risk, Kyle?


Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

No, that’s certainly just looking at making sure that we continue focusing on the US launch. In rare disease, each patient is important and you want to make sure that you’re able to leverage all the things that you started at the beginning of the launch without missing a beat. So it really is just the continuity of what the team has created on the side of Soleno and continuing that momentum in 2026.


Paul Matteis		Q
*Analyst, Stifel, Nicolaus & Co., Inc.*
Okay. Thank you.
Operator: We’ll take our next question from Tazeen Ahmad with Bank of America. Your line is open.
Jeremiah Lorentz		Q
*Analyst, BofA Securities, Inc.*
Hi, this is Jeremiah on for Tazeen. Thanks for taking our question and congrats on the update today. I just wanted to ask a quick question on – once the VYKAT XR launch is fully in Neurocrine’s hands, what are the key focuses that the sales team will look to key in on in order to continue a strong launch?

And then maybe just a follow up on the prior question, just regards to how you guys are thinking about long term persistence of the therapy? Just how that factors into your peak sales expectations? Thanks.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Thanks, Jeremiah. Maybe I’ll pass this question to Eric. Eric, would you like to share your thoughts?


Eric S. Benevich		A
*Chief Commercial Officer, Neurocrine Biosciences, Inc.*

Yeah. Good morning. So, just want to reiterate how excited we are about the opportunity to build on the great work that the Soleno team has done launching VYKAT XR. And certainly, it’s still very early in its commercial ramp. We’re excited with what we saw in 2025 in terms of the receptivity, and the uptake, and I recognize though, that there’s still a long way to go, given the size of the PWS patient population, and the significant unmet need.

One of the things that we’ve seen is that there’s still need for ongoing education in the endocrinology community to help the providers really understand, I think the full range of impact of hyperphagia. It’s not just the insatiable hunger that these patients experience, but really the behavioral aspects that need to be fully appreciated, the preoccupation with food, the drive to consume food, all the behavioral problems that come from this. And then, of course, the over eating and, all the way to the point of morbid obesity or even gastric rupture or choking.

So, we recognize that the Soleno team has done a great job thus far, but there’s still a lot of people to reach and educate in the community. And so, I think that’ll be one of the focuses as we go forward for sure. Operator: We’ll move next to Phil Nadeau with TD Cowen. Your line is open.
Phil Nadeau		Q
*Analyst, TD Cowen*
Good morning, I’ll just add our congratulations on the deal. Two questions from us. So first, following up on the last question, it’s our impression that most patients here are diagnosed and either treated at an expert center or institutionalized. In your prepared remarks, you talked about reaching additional patients. So, can you give us some sense of where those additional patients are and what proportion of the market you think Neurocrine can reach that perhaps Soleno couldn’t?

And then second, maybe more detailed question. I think Soleno’s guided to a 1,000 patients start forms within the first 12 months of launch. What’s your confidence that that number will be hit? Thank you.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*
Eric, you want to comment on this?
Eric S. Benevich		A
*Chief Commercial Officer, Neurocrine Biosciences, Inc.*

Sure. Yeah. Let me take the second part of the question first. Our confidence is high. Obviously, we did substantial diligence and, looking at all aspects of the commercial opportunity here and we recognize that, as I mentioned earlier, it is still early in the commercial ramp.

We see some similarities to our experience with CRENESSITY in the sense of, there are some centers and some practices that have a concentration of these PWS patients, but there also is what we call a long tail of patients that are being cared for in community practices. And certainly, those are – the majority of patients are sort of outside of these centers of excellence or of these more concentrated practices.


So it takes time to reach them all. And we also see that similar to what we see in the opportunity with CRENESSITY in CAH that these patients aren’t necessarily seeing the providers frequently over the course of the year. So, there might be only one or two times per year that they’re seeing their endocrinologist. And so, we have to make sure that, that VYKAT XR is top of mind when they do have those interactions.

So, certainly there’s a lot of opportunity here and in terms of reaching the patients and reaching that opportunity, we’ll be continuing to look at how VYKAT XR is resourced. But, obviously, we feel like the Soleno team has done a great job thus far of getting out there and driving the awareness and the education in those community practices, and in those centers of excellence.

And, we think that certainly, we can build on the work that – the excellent work that the Soleno team has done to be able to reach the vast majority of these patients that need treatment over time.

Maybe just a comment here real quickly to tie a bow on this. There’s going to be a lot of things we’re not going to be able to talk about near term views on the opportunity, just because we don’t – we haven’t officially acquired the company yet, but our diligence uncovered that we have very good view on the long term opportunity here and we do believe VYKAT XR has all the hallmarks of a blockbuster medicine and that’s what we’re keeping our eye on.
Phil Nadeau		Q
*Analyst, TD Cowen*

Fair enough. Thanks for taking our question.
Operator: We’ll take our next question from Brian Abrahams with RBC Capital Markets. Your line is open.
Brian Abrahams		Q
*Analyst, RBC Capital Markets LLC*

Hey, good morning. Thanks for taking my question. Maybe building on the last question, just wondering if you can talk a little bit more specifically on how much overlap there is on the call points between CAH and Prader-Willi and maybe quantify the potential for synergies there? And then I guess I’m also curious how this transaction might affect your future capital deployment strategy whether it changes your plans to reinvest about 35% of your revenue in internal R&D. Thanks.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Maybe I’ll start the question and then I’ll turn it over to Matt to share a few of his thoughts here. Just on the synergy piece, just to point out, our view right now, just to frame it as this is less of a cost synergy play as it is – as much as it is about adding an additional first-in-class medicine to accelerate our revenue growth and diversification objectives. But of course, there is synergy here. One that relates to two organizations working in the endocrinology and rare disease space. And I’ll just call out here, I think what Neurocrine brings and what Soleno brings, when we combine the companies is certainly commercial scale. I think Neurocrine also offers medical capabilities across endocrinology and rare disease that we’ll be able to leverage moving forward.

And then if you think about some of the areas that we’ve excelled in, at least in my view, for INGREZZA and CRENESSITY, these are both, let’s say, similar disease states in terms of being first-in-class, things like patient finding activities, diagnosis, education for healthcare providers as well as patients and then access. These are things that I think one plus one is going to be greater than two, bringing our medicines together and we’ll be able to leverage moving forward.


Now, we haven’t gone through the overlap here exactly on the prescribers, that’s something that we’ll get into over the coming weeks and certainly post-close. Matt, you have any thoughts?
Matthew C. Abernethy		A
*Chief Financial Officer, Neurocrine Biosciences, Inc.*

No, this is a great transaction. And our capital deployment strategy is not going to change as a result of this highly profitable immediately from day one. And we all feel really fortunate to have this product in our hands.

Operator: We’ll move next to Corinne Johnson with Goldman Sachs. Your line is open.
Corinne Johnson		Q
*Analyst, Goldman Sachs & Co. LLC*

Good morning, everyone. Maybe you could speak to the confidence that you have in the patent protection into – I think you said that 2040 is – I think Soleno was citing 2035. So, could you just speak to kind of your confidence with the IP there? Thanks.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

I appreciate the question, this is Kyle. One of the things that I was pleasantly surprised when we got into diligence is how like-minded both our organizations are in protecting intellectual property and discoveries that have come out of the program. And in the course of our diligence, we’re able to uncover a pretty robust patent estate, and that gives us confidence that we believe that we’ll have exclusivity out to the mid-2040s. So very excited to see that, and it’s very consistent what we’ve seen across the robustness of their program ranging from clinical etcetera. They’ve done a really excellent job there.
Corinne Johnson		Q
*Analyst, Goldman Sachs & Co. LLC*

Thanks.
Operator: We’ll move next to Corey Kasimov with Evercore ISI. Your line is open.
Cory Kasimov		Q
*Analyst, Evercore ISI*

Hey, good morning, guys. Thanks for taking the question. I know you said the deal is immediately accretive to the top line, but over the short to intermediate term, how are you thinking about accretion dilution with regards to the bottom line here? Thank you.
Matthew C. Abernethy		A
*Chief Financial Officer, Neurocrine Biosciences, Inc.*

It’s immediately accretive post close in 2026. It’s already generating cash and we won’t be diluting shareholders by issuing shares here. This is all cash transaction with a modest level of pre-payable debt. So, do feel like this is going to generate nice bottom line growth. But as Kyle said, this is all about revenue. This is about helping more patients. And that’s what our main focus is going to be on.


Cory Kasimov		Q
*Analyst, Evercore ISI*

That’s great. Thank you.
Operator: We’ll move next to Anupam Rama with JPMorgan. Your line is open.
Joyce Zhou		Q
*Analyst, JPMorgan Securities LLC*

Hi, this is Joyce on for Anupam. Thanks for taking our question. If I can follow up on the EU for a sec. I understand, you guys have no plans for the EU, but are you looking specifically to partner out the EU rest of world opportunity? Thanks so much.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Yeah, we’ll evaluate that as time moves along. Right now, it really is about focusing our team’s effort on continuing the momentum from 2025 moving forward. And we’ll have plenty of opportunity to understand the opportunities to bring this important medicine to other jurisdictions down the road.

Operator: We’ll move next to Josh Schimmer with Cantor. Your line is open.
Josh Schimmer		Q
*Analyst, Cantor Fitzgerald & Co.*

Great. Thanks for taking the questions. First, how do you get comfortable that the safety profile of VYKAT XR is going to remain adequate to support meaningful adoption going forward, considering some of the issues that have been very prominently discussed? And then while you’ve noted that European launch is not a focus for the company, do you expect the European approval on this review? And if so, will you be launching in Europe or not?
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

First, thanks, Josh, appreciate the questions here. This is Kyle, maybe I’ll start with your first question. Obviously, we had a very large team diligence the program, just as we would for any clinical commercial stage asset. And we had the luxury here to be able to review over 50 years of diazoxide safety, tolerability and efficacy data. And all those elements are pretty well characterized over the many decades of use. Really the focus then from our view on perspective was looking at the placebo controlled, as well as the open label extension data and with that leading up to the NDA review. We had patients or Soleno had patients on medicine for over 4.5 years. So we have a pretty good feel for this medicine versus if it was another one that was first entering the marketplace. And it gives us great confidence in the safety and tolerability as well as the efficacy that we see in the Prader-Willi syndrome patient population, which is quite robust.

So overall, the risk benefit profile is quite favorable for patients with Prader-Willi syndrome. And as we’ve discussed here in a couple of different questions, this is a very complex, serious disease, and we think that this medicine fits nicely and will serve as a nice foundational medicine for patients for many decades. We’re excited what we have here in VYKAT XR.

In terms of your EU question, I think we’ll continue to evaluate what happens with the current review in Europe, but right now, it really is making sure that we continue the good success that the team had generated inside of Soleno last year and making sure that we’re doing all that we can for patients here now, especially as we move through what we will call your typical integration.


We don’t want to have any efforts that will dilute the good commercial success that the team has seen thus far.
Josh Schimmer		Q
*Analyst, Cantor Fitzgerald & Co.*

Thank you very much.

Operator: We’ll take our next question from Mohit Bansal with Wells Fargo. Your line is open.

Mohit Bansal		Q
*Analyst, Wells Fargo Securities LLC*

Great. Thank you very much for taking my question and congrats on the deal. So when we did our due diligence, there were a couple of topics which came across. So number one was that it takes a while for patient to realize a BMI benefit here, and that could impact persistence. And then number two, does the monitoring requirement with edema are – not official requirement but monitoring of edema could be important given that this is a very complicated disease.

So, keeping those two things in mind, how do you think about the expansion of this drug beyond the KOL centers and then going into community because that seemed to be a challenge when we spoke to KOLs last week or so? Thank you.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*

Thanks. This is Kyle. I’ll take the question here a bit and I’ll see if Sanjay has a couple of remarks to add. I think when it comes to diazoxide and what we’ve seen thus far from the data set, I think it’s important to appreciate that this is not a medicine for weight loss. This is a medicine that treats the hyperphagia that’s associated with Prader-Willi syndrome. So, as such, we’re not looking for necessarily the opportunity to have patients lose weight here, although if you start patients younger at a lower BMI, you can maintain their weight over time. And that would be something that we would look at moving forward.

So I think that’s point number one. On the other point, in terms of safety, if you will, we’re talking about fluid retention, and hypoglycemia primarily. These are things that are monitorable and also reversible if needed by discontinuing or lowering the dose. So these are things that we’ll be looking at moving forward.

Certainly, there’s going to be a very significant education component here. Soleno’s done a great job of starting that process, and we’ll look to continue to evolve that. And when you’re working in these rare disease spaces, you have to make sure that you’re open to continuously learning and adapting your education over time. And these are things that we’ll do to optimize the messaging and hopefully allow us to reach even more patients as time moves along. Let me ask Sanjay if he has anything to add?
Sanjay Keswani		A
*Chief Medical Officer, Neurocrine Biosciences, Inc.*
Thank you, Kyle. I just want to emphasize that this medication impacts are defining symptom of the disease, which is hyperphagic behavior or food seeking behaviors. And this has enormous impact on both the patient and their family completely independent of weight. What was interesting when we looked at the clinical data was that weight was actually prevented in terms of increase. So, that was actually very reassuring as well. And then obviously, when thinking about a safety profile, we’re looking at efficacy, and also the severity of the disease. So, we’re very comfortable with the risk benefit profile that we’ve seen.


Mohit Bansal		Q
*Analyst, Wells Fargo Securities LLC*
Helpful. Thank you.
Operator: We’ll move next to David Amsellem with Piper Sandler. Your line is open.
David Amsellem		Q
*Analyst, Piper Sandler & Co.*
Thanks. So can you comment on overall access, the mix between Medicaid and commercially covered patients, and how are you feeling based on your diligence regarding access and the extent to which you think there needs to be more improvements in the access paradigm once you take over the asset. Thanks.
Kyle W. Gano		A
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*
Thanks. I appreciate the question. Eric, would you want to comment on this?
Eric S. Benevich		A
*Chief Commercial Officer, Neurocrine Biosciences, Inc.*
Yeah, this is – so far what we’ve seen is that access has been really great in terms of getting prescriptions reimbursed. The majority, these patients are either commercially insured or via Medicaid. That is a similar payer mix to what we see with CRENESSITY in CAH. And similar to what we’re seeing with CRENESSITY, they’ve had a very high rate of reimbursed prescriptions in 2025. So, we feel good about the reimbursement. Certainly, it appears that payers recognize the severity of hyperphagia in PWS. And thus, far they’ve been reimbursing these claims initial fills as well as reauthorizations.
And so, that’s something you have to monitor closely as we go forward with the launch but so far so great with VYKAT XR. So that’s part of the enthusiasm that we have and why we feel like this certainly has blockbuster potential.
David Amsellem		Q
*Analyst, Piper Sandler & Co.*
Thank you.
Operator: And at this time, I would like to turn it back to Kyle Gano for any additional or closing remarks.
Kyle W. Gano
*President, Chief Executive Officer & Director, Neurocrine Biosciences, Inc.*
Thanks again, everyone, for joining this morning. It’s really been an exciting time here at Neurocrine to talk about VYKAT XR, a first-in-class medicine for the hyperphagia associated with Prader-Willi syndrome. It really sets nicely with what we’ve done with CRENESSITY and INGREZZA also first-in-class medicines and our commitment to bring transformative medicines forward for patients and their families.