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EX-99.3 - PRESS RELEASE - AVADEL PHARMACEUTICALS PLCsharerepurchaseannouncemen.htm
EX-99.1 - EARNINGS RELEASE - AVADEL PHARMACEUTICALS PLCex991earningsreleaseq4_2016.htm
8-K - PRESS RELEASE - AVADEL PHARMACEUTICALS PLCform8-kq4_2016.htm
Year-End 2016 Earnings Conference Call March 7, 2017


 
2 Safe Harbor This presentation may include "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements herein that are not clearly historical in nature are forward-looking, and the words "anticipate," "assume," "believe," "expect," "estimate," "plan," "will," "may," and the negative of these and similar expressions generally identify forward-looking statements. All forward-looking statements involve risks, uncertainties and contingencies, many of which are beyond Avadel’s control and could cause actual results to differ materially from the results contemplated in such forward-looking statements. These risks, uncertainties and contingencies include the risks relating to: our dependence on a small number of products and customers for the majority of our revenues; the possibility that our Bloxiverz®, Vazculep® and Akovaz® products, which are not patent protected, could face substantial competition resulting in a loss of market share or forcing us to reduce the prices we charge for those products; the possibility that we could fail to successfully complete the research and development for the pipeline product we are evaluating for potential application to the FDA pursuant to our "unapproved-to-approved" strategy, or that competitors could complete the development of such product and apply for FDA approval of such product before us; our dependence on the performance of third parties in partnerships or strategic alliances for the commercialization of some of our products; the possibility that our products may not reach the commercial market or gain market acceptance; our need to invest substantial sums in research and development in order to remain competitive; our dependence on certain single providers for development of several of our drug delivery platforms and products; our dependence on a limited number of suppliers to manufacture our products and to deliver certain raw materials used in our products; the possibility that our competitors may develop and market technologies or products that are more effective or safer than ours, or obtain regulatory approval and market such technologies or products before we do; the challenges in protecting the intellectual property underlying our drug delivery platforms and other products; our dependence on key personnel to execute our business plan; the amount of additional costs we will incur to comply with U.S. securities laws as a result of our ceasing to qualify as a foreign private issuer; and the other risks, uncertainties and contingencies described in the Company's filings with the U.S. Securities and Exchange Commission, including our annual report on Form 10-K for the year ended December 31, 2015, all of which filings are also available on the Company's website. Avadel undertakes no obligation to update its forward-looking statements as a result of new information, future events or otherwise, except as required by law.


 
3 Call Outline • Share Repurchase Program • REST-ON Trial • Special Protocol Assessment • Timeline • Patent Landscape • Base Business Overview • Akovaz® • Vazculep® • Bloxiverz® • R&D Pipeline • Non-GAAP Financial Results • GAAP Financial Results • Product Sales • Cash Flow • 2017 Guidance


 
4 Share Repurchase Program Board of Directors authorized share repurchase program of up to $25 million Strong cash position allows flexibility to allocate money for share repurchase Provides opportunity to purchase shares and return cash to shareholders Repurchases may be made in open-market transactions, block transactions on or off the exchange, in privately negotiated transactions, or through other means as determined by management


 
5 REST-ON Phase III Trial • Reached protocol agreement with FDA via Special Protocol Assessment in Q4 • Upfront agreement from FDA on powering and trial design • Endpoints: Excessive Daytime Sleepiness (EDS) and Cataplexy • Initiated patient enrollment and dosing in Q4 • Active enrollment in Europe and Canada • US site initiations ongoing • Enrollment completion goal of year end 2017 Progress to Date


 
6 Sodium Oxybate Patent Landscape 1st generic approved with separate REMS from Xyrem® Generic litigation of patent surrounding concomitant use with valproate sodium slated for May 2017 • Potential settlement prior to trial • Patent holds – generics likely delayed until 2026 • Patent falls – potential generic entry 2H 2017 AVDL’s plans to file 5050(b)(2) NDA for FT218 • Patients taking forms of valproate sodium excluded from REST-ON study – FDA is aware of this exclusion criteria • NDA not subject to label requirements of ANDA filers, even though NDA will reference existing safety information of RLD • FT218 will have a different label than competing 2x nightly products


 
7 Hospital Products • Akovaz® successfully launched in August Q3 • Exited 2016 with approximately 27% market share ( ~7.5 million vials / year) • 1 competitor in 2016 • 2 competitors in 2017 • Expect to garner and retain ~ 30% of overall market • Vazculep® had 100% share of 5mL & 10mL markets • 40% market share across 3 vial sizes • Expect another competitor mid-year 2017 • Bloxiverz® retained ~ 40% share during 2016 in 3 player market • Sugammadex, neostigmine alternative, reduced the overall neostigmine market by ~20% during 2016 • Expect another competitor mid-year 2017


 
8 Internal Development Pipeline Indication: CNS Indication: Psychiatric Indication: Pediatric Indication: Pediatric • Numerous internal development opportunities under evaluation • Expect to file 4th NDA for AV001 by year end 2017 • Evaluating more unapproved marketed drugs (UMD) for potential development beginning in 2017


 
9 Non-GAAP Financial Results *Reconciliations from GAAP to Non-GAAP can be found in the appendix (in 000s) 12/31/16 09/30/16 12/31/15 12/31/16 12/31/15 Sales 43,085$ 32,087$ 44,568$ 150,246$ 173,009$ Cost of products and services sold 3,610 2,844 2,937 12,742 11,410 Research and development expenses 13,476 8,143 5,161 34,611 25,608 Selling, general and admin expenses 10,688 12,740 6,808 44,179 21,712 Intangible asset amortization - - - - - Operating expenses 27,774 23,727 14,906 91,532 58,730 Contingent consideration payments and accruals 7,645 5,884 8,158 26,966 32,081 Operating income (loss) 7,666 2,476 21,504 31,748 82,198 Interest and other expense (net) 294 226 65 672 1,236 Other Expense - changes in fair value of related party payable (1,018) (785) (1,123) (3,636) (4,414) Income (loss) before income taxes 6,942 1,917 20,446 28,784 79,020 Income tax provision 6,875 5,416 9,687 31,373 37,290 Net income (loss) 67$ (3,499)$ 10,759$ (2,589)$ 41,730$ Diluted earnings (loss) per share -$ (0.08)$ 0.25$ (0.06)$ 0.96$ Three Months Ended Twelve Months Ended


 
10 GAAP Financial Results (in 000s) 12/31/16 09/30/16 12/31/15 12/31/16 12/31/15 Sales 43,085$ 32,087$ 44,568$ 150,246$ 173,009$ Cost of products and services sold 2,591 2,844 2,937 13,248 11,410 Research and development expenses 13,476 8,143 5,161 34,611 25,608 Selling, general and admin expenses 10,688 12,740 6,808 44,179 21,712 Intangible asset amortization 2,970 3,702 3,141 13,888 12,564 Operating expenses 29,725 27,429 18,047 105,926 71,294 Fair value adjustments of contingent consideration (3,704) 20,848 (51,079) 49,285 30,957 Operating income (loss) 17,064 (16,190) 77,600 (4,965) 70,758 Interest and other expense (net) 1,429 1,475 2,563 1,795 11,830 Other Expense - changes in fair value of related party payable (413) (1,828) 4,746 (6,548) (4,883) Income (loss) before income taxes 18,080 (16,543) 84,909 (9,718) 77,705 Income tax provision 13,346 3,451 11,391 31,558 35,907 Net income (loss) 4,734$ (19,994)$ 73,518$ (41,276)$ 41,798$ Diluted earnings (loss) per share 0.11$ (0.48)$ 1.69$ (1.00)$ 0.96$ Three Months Ended Twelve Months Ended


 
11 Product Sales in $000's Q1 2016 Q2 2016 Q3 2016 Q4 2016 Full Year 2016 Full Year 2015 Bloxiverz 24,747$ 25,620$ 15,591$ 16,938$ 82,896$ 150,083$ Vazculep 9,406 10,421 9,340 10,629 39,796 20,151 Akovaz - - 5,568 11,263 16,831 - Other 1,200 2,124 841 3,534 7,699 2,054 Total product sales and services 35,353$ 38,165$ 31,340$ 42,364$ 147,222$ 172,288$ License and research revenue 863$ 693$ 747$ 721$ 3,024$ 721$ Total revenues 36,216$ 38,858$ 32,087$ 43,085$ 150,246$ 173,009$


 
12 Cash Flow Summary in $000's 2016 2015 TOTAL Cash and Marketable Securities Beginning Balance 144,802$ 92,834$ Operating Cash Flows (excl tax and earnout payments) 68,801$ 126,414 Tax Payments (27,180)$ (42,121) Earnout/Royalty Payments (30,837)$ (27,897) Capital Spending (1,201)$ (1,629) Repayment of Debt (277)$ (5,658) Issuance of Ordinary Shares and Warrants 440$ 6,990 FX (166)$ (3,508) Other (187)$ (623) Change in Total 9,393$ 51,968 Ending Balance 154,195$ 144,802$ Twelve Months Ended December 31,


 
13 Full Year 2017 Guidance - Reaffirmed 2017 Guidance Sales $170M - $200M Diluted EPS (Adjusted) $0.20 - $0.35


 
14 APPENDIX


 
15 GAAP to NON-GAAP Reconciliations Three Months Ended December 31, 2016: (in thousands - USD$) Include GAAP Intangible asset amortization Foreign exchange (gain)/loss Cross-border merger impacts Purchase accounting adjustments - FSC Contingent related party payable fair value remeasurements Contingent related party payable paid/accrued Total Adjustments NON-GAAP Product sales and services 42,364$ -$ -$ -$ -$ -$ -$ -$ 42,364$ License and research revenue 721 - - - - - - - 721 Total revenue 43,085 - - - - - - - 43,085 Cost of products and services sold 2,591 - - - 1,019 - - 1,019 3,610 Research and development expenses 13,476 - - - - - - - 13,476 Selling, general and administrative expenses 10,688 - - - - - - - 10,688 Intangible asset amortization 2,970 (2,970) - - - - - (2,970) - Changes in fair value of related party contingent consideration (3,704) - - - - 3,704 7,645 11,349 7,645 Total operating expenses 26,021 (2,970) - - 1,019 3,704 7,645 9,398 35,419 Operating income (loss) 17,064 2,970 - - (1,019) (3,704) (7,645) (9,398) 7,666 Investment Income 555 - - - - - - - 555 Interest Expense (261) - - - - - - - (261) Other Expense - changes in fair value of related party payable (413) - - - - 413 (1,018) (605) (1,018) Foreign exchange gain (loss) 1,135 - (1,135) - - - - (1,135) - Income (loss) before income taxes 18,080 2,970 (1,135) - (1,019) (3,291) (8,663) (11,138) 6,942 Income tax provision 13,346 1,066 - (6,754) (366) 82 (499) (6,471) 6,875 Income Tax Rate 74% 36% - - 36% (2%) 6% 58% 99% Net Loss 4,734$ 1,904$ (1,135)$ 6,754$ (653)$ (3,373)$ (8,164)$ (4,667)$ 67$ Net loss per share - Diluted 0.11$ 0.04$ (0.03)$ 0.16$ (0.02)$ (0.08)$ (0.19)$ (0.11)$ -$ Weighted average number of shares outstanding - Diluted 42,808 42,808 42,808 42,808 42,808 42,808 42,808 42,808 42,808 Adjustments Exclude


 
16 GAAP to NON-GAAP Reconciliations Three Months Ended September 30, 2016: (in thousands - USD$) Include GAAP Intangible asset amortization Foreign exchange (gain)/loss Contingent related party payable fair value remeasurements Contingent related party payable paid/accrued Total Adjustments NON-GAAP Product sales and services 31,340$ -$ -$ -$ -$ -$ 31,340$ License and research revenue 747 - - - - - 747 Total revenue 32,087 - - - - - 32,087 Cost of products and services sold 2,844 - - - - - 2,844 Research and development expenses 8,143 - - - - - 8,143 Selling, general and administrative expenses 12,740 - - - - - 12,740 Intangible asset amortization 3,702 (3,702) - - - (3,702) - Changes in fair value of related party contingent consideration 20,848 - - (20,848) 5,884 (14,964) 5,884 Total operating expenses 48,277 (3,702) - (20,848) 5,884 (18,666) 29,611 Operating income (loss) (16,190) 3,702 - 20,848 (5,884) 18,666 2,476 Investment Income 490 - - - - - 490 Interest Expense (264) - - - - - (264) Other Expense - changes in fair value of related party payable (1,828) - - 1,828 (785) 1,043 (785) Foreign exchange gain (loss) 1,249 - (1,249) - - (1,249) - Income (loss) before income taxes (16,543) 3,702 (1,249) 22,676 (6,669) 18,460 1,917 Income tax provision 3,451 1,329 - 1,022 (386) 1,965 5,416 Income Tax Rate (21%) 36% - 5% 6% 11% 283% Net Loss (19,994)$ 2,373$ (1,249)$ 21,654$ (6,283)$ 16,495$ (3,499)$ Net loss per share - Diluted (0.48)$ 0.06$ (0.03)$ 0.53$ (0.15)$ 0.40$ (0.08)$ Weighted average number of shares outstanding - Diluted 41,241 41,241 41,241 41,241 41,241 41,241 41,241 Adjustments Exclude


 
17 GAAP to NON-GAAP Reconciliations Three Months Ended December 31, 2015: (in thousands - USD$) Include GAAP Intangible asset amortization Foreign exchange (gain)/loss Contingent related party payable fair value remeasurements Contingent related party payable paid/accrued Total Adjustments NON-GAAP Product sales and services 43,847$ -$ -$ -$ -$ -$ 43,847$ License and research revenue 721 - - - - - 721 Total revenue 44,568 - - - - - 44,568 Cost of products and services sold 2,937 - - - - - 2,937 Research and development expenses 5,161 - - - - - 5,161 Selling, general and administrative expenses 6,808 - - - - - 6,808 Intangible asset amortization 3,141 (3,141) - - - (3,141) - Changes in fair value of related party contingent consideration (51,079) - - 51,079 8,158 59,237 8,158 Total operating expenses (33,032) (3,141) - 51,079 8,158 56,096 23,064 Operating income (loss) 77,600 3,141 - (51,079) (8,158) (56,096) 21,504 Investment Income 65 - - - - - 65 Interest Expense - - - - - - - Other Expense - changes in fair value of related party payable 4,746 - - (4,746) (1,123) (5,869) (1,123) Foreign exchange gain (loss) 2,498 - (2,498) - - (2,498) - Income (loss) before income taxes 84,909 3,141 (2,498) (55,825) (9,281) (64,463) 20,446 Income tax provision 11,391 1,099 (749) (1,661) (393) (1,704) 9,687 Income Tax Rate 13% 35% 30% 3% 4% 3% 47% Net Loss 73,518$ 2,042$ (1,749)$ (54,164)$ (8,888)$ (62,759)$ 10,759$ Net loss per share - Diluted 1.69$ 0.05$ (0.04)$ (1.25)$ (0.20)$ (1.45)$ 0.25$ Weighted average number of shares outstanding - Diluted 43,430 43,430 43,430 43,430 43,430 43,430 43,430 Adjustments Exclude


 
18 GAAP to NON-GAAP Reconciliations Twelve Months Ended December 31, 2016: (in thousands - USD$) Include GAAP Intangible asset amortization Foreign exchange (gain)/loss Cross-border merger impacts Purchase accounting adjustments - FSC Contingent related party payable fair value remeasurements Contingent related party payable paid/accrued Total Adjustments NON-GAAP Product sales and services 147,222$ -$ -$ -$ -$ -$ -$ -$ 147,222$ License and research revenue 3,024 - - - - - - - 3,024 Total revenue 150,246 - - - - - - - 150,246 Cost of products and services sold 13,248 - - - (506) - - (506) 12,742 Research and development expenses 34,611 - - - - - - - 34,611 Selling, general and administrative expenses 44,179 - - - - - - - 44,179 Intangible asset amortization 13,888 (13,888) - - - - - (13,888) - Changes in fair value of related party contingent consideration 49,285 - - - - (49,285) 26,966 (22,319) 26,966 Total operating expenses 155,211 (13,888) - - (506) (49,285) 26,966 (36,713) 118,498 Operating income (loss) (4,965) 13,888 - - 506 49,285 (26,966) 36,713 31,748 Investment Income 1,635 - - - - - - - 1,635 Interest Expense (963) - - - - - - - (963) Other Expense - changes in fair value of related party payable (6,548) - - - - 6,548 (3,636) 2,912 (3,636) Foreign exchange gain (loss) 1,123 - (1,123) - - - - (1,123) - Income (loss) before income taxes (9,718) 13,888 (1,123) - 506 55,833 (30,602) 38,502 28,784 Income tax provision 31,558 4,986 - (6,754) 182 3,068 (1,667) (185) 31,373 Income Tax Rate (325%) 36% - - 36% 5% 5% (0%) 109% Net Loss (41,276)$ 8,902$ (1,123)$ 6,754$ 324$ 52,765$ (28,935)$ 38,687$ (2,589)$ Net loss per share - Diluted (1.00)$ 0.22$ (0.03)$ 0.16$ 0.01$ 1.28$ (0.70)$ 0.94$ (0.06)$ Weighted average number of shares outstanding - Diluted 41,248 41,248 41,248 41,248 41,248 41,248 41,248 41,248 41,248 Adjustments Exclude


 
19 GAAP to NON-GAAP Reconciliations Twelve Months Ended December 31, 2015: (in thousands - USD$) Include GAAP Intangible asset amortization Foreign exchange (gain)/loss Contingent related party payable fair value remeasurements Contingent related party payable paid/accrued Total Adjustments NON-GAAP Product sales and services 172,288$ -$ -$ -$ -$ -$ 172,288$ License and research revenue 721 - - - - - 721 Total revenue 173,009 - - - - - 173,009 Cost of products and services sold 11,410 - - - - - 11,410 Research and development expenses 25,608 - - - - - 25,608 Selling, general and administrative expenses 21,712 - - - - - 21,712 Intangible asset amortization 12,564 (12,564) - - - (12,564) - Changes in fair value of related party contingent consideration 30,957 - - (30,957) 32,081 1,124 32,081 Total operating expenses 102,251 (12,564) - (30,957) 32,081 (11,440) 90,811 Operating income (loss) 70,758 12,564 - 30,957 (32,081) 11,440 82,198 Investment Income 1,236 - - - - - 1,236 Interest Expense - - - - - - - Other Expense - changes in fair value of related party payable (4,883) - - 4,883 (4,414) 469 (4,414) Foreign exchange gain (loss) 10,594 - (10,594) - - (10,594) - Income (loss) before income taxes 77,705 12,564 (10,594) 35,840 (36,495) 1,315 79,020 Income tax provision 35,907 4,397 (3,178) 1,709 (1,545) 1,383 37,290 Income Tax Rate 46% 35% 30% 5% 4% 105% 47% Net Loss 41,798$ 8,167$ (7,416)$ 34,131$ (34,950)$ (68)$ 41,730$ Net loss per share - Diluted 0.96$ 0.19$ (0.17)$ 0.78$ (0.80)$ -$ 0.96$ Weighted average number of shares outstanding - Diluted 43,619 43,619 43,619 43,619 43,619 43,619 43,619 Adjustments Exclude