Daniel K. Spiegelman
Analyst · UBS
Thanks, J.J.. Earlier today, we meant to issue a press release, but it came out through the 8-K. But in there, we've summarized our financial results for the third quarter and first 9 months of the year. And I refer you to that release and 8-K for full details. Today, I will discuss the result's highlights for the quarter ended September 30, 2013, our guidance for the remainder of the year and a review of our recently completed convertible bond offering. In the quarter, we stayed on target to meet the full year financial goals we set at the beginning of the year for revenue growth, operating spend and net results. Total revenue grew approximately 7% in the third quarter of 2013 compared to the third quarter of 2012. Overall, revenue increased despite delay of a large order from Brazil for Naglazyme, which we normally receive each quarter. Over the last 6 quarters, Naglazyme sales to Brazil have been between $11 million and $17 million per quarter. And in each of these quarters, there has been a centralized Brazil Ministry of Health order for more than 50% of the ordering from Brazil. However, in Q3, there was no centralized order from the Brazilian MOH. And as a result, sales in Brazil were less than $6 million in the quarter, which was a key contributing factor to Naglazyme sales being $63.2 million and essentially unchanged from the third quarter of 2012. Based on our prior experience, we do not believe the lack of a consolidated Brazil MOH order this quarter reflects a change in underlying demand for the product, simply the timing of when orders are placed. And in fact, we have now received that Q3 order. It is worth noting that if the Brazil MOH had placed an order equal to its average order over the last 6 quarter, Naglazyme sales would've grown approximately 15% instead of the 1% recorded. More than offsetting the lower Naglazyme reported revenue growth in the third quarter, Kuvan continued to demonstrate strong double-digit growth with a 19.8% increase for the quarter and 18.4% for the first 3 quarters of the year. Kuvan is an important focus for our overall business as we intend to expand our PKU franchise with PEG-PAL, for which we expect pivotal Phase III data at the end of 2014. Jeff will describe the commercial programs driving this growth in more detail later. In terms of the bottom line operating results, we reported a GAAP net loss for the quarter of $53 million versus a loss of $5.4 million in the third quarter of 2012. Adjusted EBITDA, a non-GAAP measure which we believe is the best measure of our operating results because it excludes noncash accounting expenses, such as stock compensation and contingent consideration, was a loss of $16.7 million for the quarter and a loss of $24.6 million for the first 3 quarters of the year. These near-breakeven operating results are a major factor contributing to cash and security balances of $527.5 million at the end of Q3 2013, being essentially unchanged compared to $533.2 million at the end of the quarter a year ago, Q3 2012. Operating expenses for the current quarter are consistent with our full year guidance and are driven by the growth in our product portfolio and commercial operations. Increased R&D expenses in the current quarter compared to the same quarter a year ago were primarily driven by clinical development in manufacturing activities related to 701, 673 and PEG-PAL, while increased SG&A expenses in the quarter were driven primarily by increased Vimizim pre-commercial expenses and Naglazyme and Kuvan sales and marketing activities. Turning now to guidance for full year 2013. With 1 quarter remaining, we are reaffirming all elements of our prior financial guidance with the exception of year-end cash balance, which is being revised to at least $1.18 billion, reflecting the net proceeds from our convertible bond offering. While we are not revising our guidance ranges, let me provide some additional color. With respect to revenue guidance, as I noted, we have received the centralized MOH Brazilian order that was expected in the third quarter. However, we are unsure at this time as to whether there will be a second order in Q4. With our current order in hand, we expect to be at the lower end of our revenue ranges. If, however, we receive a second large order this quarter, we would be near the middle or potentially above the middle of that range. In terms of expenses, we are running near the middle to lower end of our range for both R&D and SG&A. And combining all of these projections, we would expect to be at the favorable end of our GAAP and non-GAAP net loss forecasts. Looking to next year. Repeating the guidance discussed at our R&D Day last month, we expect R&D to increase next year as all 5 of our clinical programs will incur expenses for the full year, compared to the start-up and partial year expenses in 2013. And with the launch of Vimizim, we expect a 20% to 25% increase in SG&A. Turning finally to our recent convertible bond offering. In October, we completed a convertible debt offering of $750 million, which consisted of $375 million in 0.75% senior subordinated convertible notes due 2018 and $375 million in 1.5% notes due 2020. For both of these notes, the conversion price is $94.15, which represents a 40% premium to the closing price of BioMarin on October 8, the date of the offering. The bond offering was heavily oversubscribed and these bonds were priced at the low end of the expected coupon offering range and above the upper end of the expected conversion range. In order to minimize potential future dilution to BioMarin's common stock, upon potential conversion of these notes, we entered into capped call transactions with respect to 50% of the principal amount of each of the notes with 3 of the underwriters or their affiliates. The effect of this transaction is to change the effect of conversion price from the company's perspective on half of the notes to approximately $121.05, which would represent a premium of approximately 80% over the closing price on the date of the offering. Net proceeds from the offering after fees, transaction costs and the purchase of the capped call are approximately $697 million. So to save someone from having to ask the question later, the reason we executed a capped call on 50% of the bonds and not 100% was to balance our desire to minimize dilution on the one hand and maximize net proceeds on the other. We felt that having half of the bonds converted $94 and a half at $121, while only spending 4% of the precious bond proceeds, was that proper balance and hence, 50%. A final item of note on the bonds. In order to maximize flexibility and to potentially minimize future dilutions, these bonds are structured that on conversion, BioMarin has the option to settle the bonds in cash, stock or a combination of the 2. Because we've retained the right to repay the converted bonds in cash, accounting rules require that the notes be accounted for by separating the instrument into separate debt and equity components. For GAAP purposes, the equity component, estimated at $161 million, is treated as a discount to the notes, and this discount is amortized to interest expense over the life of the note. As shown in the table in our press release, this accounting treatment will result in $25 million to $30 million a year of noncash interest expense. It is important to note that this additional GAAP interest expense does not have a current, past or future impact on cash flows. Combined with stock compensation expense recorded in GAAP, which also does not have a current past or future impact on operating cash flows, starting next year, we will have close to $100 million a year of pretax GAAP expenses that do not impact cash operating results, further highlighting why management focuses on adjusted EBITDA results in managing the business. Now I would like to turn the call over to Jeff, who will provide an update on our commercial program.