FREMONT, Calif., Feb. 21 /PRNewswire-FirstCall/ -- Abgenix, Inc.
(Nasdaq: ABGX) today announced financial results for the fourth quarter and
full year ended December 31, 2005. The company reported a net loss of $43.4
million, or $0.48 per share, for the fourth quarter of 2005, compared to a net
loss of $42.9 million, or $0.48 per share, for the same period in 2004.
Net cash used in operating activities in the fourth quarter of 2005 was
$26.3 million, compared to $18.8 million in the fourth quarter of 2004. Cash,
cash equivalents and marketable securities totaled approximately $332.8
million as of December 31, 2005.
"Positive clinical data for panitumumab and entering into our merger
agreement with Amgen were key accomplishments in the fourth quarter of 2005,"
said Bill Ringo, president and chief executive officer of Abgenix. "The
pivotal study for panitumumab met its primary endpoint of improving the rate
of progression free survival in metastatic colorectal cancer patients who have
failed standard chemotherapy. Based on these study data, we and Amgen
initiated our rolling Biologics License Application with the U.S. Food and
Drug Administration in December 2005, and expect to complete the filing by the
end of first quarter 2006. With respect to our pending transaction, we
believe the proposed acquisition by Amgen delivers substantial value to
Abgenix stockholders and will enable panitumumab to achieve its full potential
benefit for patients. We look forward to closing the transaction, subject to
stockholder approval, in late March or early April."
Revenues for the fourth quarter of 2005 were $7.6 million, compared to
$5.9 million for the same period in 2004. Revenues for the fourth quarter of
2005 consisted primarily of contract revenues from technology licensing
agreements, including a milestone from Pfizer for advancing a XenoMouse(R)-
derived antibody into a pivotal study. For the fourth quarter of 2004,
revenues included milestone payments from Human Genome Sciences, Inc., Chiron
Corporation and CuraGen Corporation. The company's revenues typically result
from milestone payments and fees associated with various collaborations and
technology licensing agreements.
Operating expenses for the fourth quarter of 2005 were $50.2 million,
compared to $47.2 million for the same period in 2004. Research and
development costs for the fourth quarter of 2005 included increased expenses
associated with the advanced development, expanded clinical trials and
preparations for the potential commercialization of panitumumab. Included in
both periods were manufacturing start-up costs related to the company's
antibody production facility. General and administrative expenses for the
fourth quarter of 2005 included costs related to the company's proposed merger
with Amgen.
Full Year Financial Results
In light of the special charges resulting from our strategic review and
restructuring during the second quarter of 2005, the company is presenting
financial results both under generally accepted accounting principles (GAAP)
and on a non-GAAP basis. A reconciliation of the GAAP and non-GAAP financial
results is set forth at the end of this press release.
The company reported a net loss under GAAP of $207.0 million, or $2.30 per
share, for the year ended December 31, 2005, compared to $187.5 million, or
$2.11 per share, for 2004. The financial results for 2005 included
restructuring charges of $15.5 million and impairment charges of $25.0 million
related to the write-off of intangible assets for technology and intellectual
property. The financial results for 2004 included a $17.2 million charge for
the write-off of intangible assets for technology and intellectual property.
Excluding these charges from both periods, the loss on a non-GAAP basis for
2005 was $166.4 million, or $1.85 per share, compared to $170.2 million, or
$1.92 per share, for 2004.
Revenues for the year ended December 31, 2005 were $18.3 million, compared
to $17.4 million for the full year 2004. Net cash used in operating
activities for the year ended December 31, 2005 was $87.6 million, compared to
$130.8 million for 2004. Capital spending was $6.8 million for the year ended
December 31, 2005, compared to $8.6 million for 2004.
Fourth Quarter 2005 and Recent Company Highlights
Panitumumab development progress
-- The pivotal Phase 3 study of panitumumab met its primary endpoint of
improving progression-free survival in patients with metastatic
colorectal cancer (mCRC) who had failed standard chemotherapy. In
comparison with best supportive care alone, the study, which involved
463 patients, showed that the addition of panitumumab delays the rate
of tumor progression by 46 percent (p<0.000 000 001).
-- Abgenix and Amgen initiated the rolling submission of a Biologics
License Application (BLA) filing in December with the U.S. Food and
Drug Administration (FDA) for panitumumab in mCRC patients who have
failed prior standard chemotherapy, including oxaliplatin and
irinotecan. The companies expect this filing to be completed in the
first quarter of 2006.
Merger agreement
-- Abgenix reached an agreement to be acquired by Amgen for $22.50 per
share in cash, or approximately $2.2 billion plus the assumption of
outstanding debt.
-- The Federal Trade Commission granted early termination of the waiting
period under the Hart-Scott-Rodino Act in connection with the proposed
acquisition of Abgenix by Amgen, satisfying a condition to the closing
of the transaction.
-- The transaction is subject to the approval of Abgenix stockholders at a
Special Meeting to be held on March 29, 2006, and is expected to close
in late March or early April of 2006.
Conference Call Information
Abgenix will hold a conference call today at 1:30 p.m. PT, 4:30 p.m. ET,
to discuss financial results. To participate in the teleconference, please
dial 800-591-6944 fifteen minutes before the conference begins. International
callers should dial 617-614-4910. The participant code is 82136361. The call
will also be webcast live at http://www.abgenix.com. A replay of the call will be
available on the company's website or by dialing 888-286-8010. International
callers should dial 617-801-6888. The replay participant code is 66896648.
About Abgenix
Abgenix is a biopharmaceutical company focused on the discovery,
development and manufacturing of fully human therapeutic antibodies. The
company's antibody development platform includes a leading technology and
state-of-the-art manufacturing capabilities that enable the rapid generation,
selection and production of high affinity, fully human antibody product
candidates to a variety of disease targets. Abgenix leverages its leadership
position in human antibody technology to build a diversified product portfolio
through its own development efforts and the establishment of collaborations
with multiple pharmaceutical and biotechnology companies. For more information
on Abgenix, visit the company's website at http://www.abgenix.com.
Abgenix Forward-Looking Statement
Statements made in this press release about Abgenix's technologies,
product development activities, collaborative arrangements and the proposed
merger with Amgen, other than statements of historical fact, are forward-
looking statements and are subject to a number of uncertainties that could
cause actual results to differ materially from the statements made. For
example, statements regarding the expected timing of the closing of the merger
are forward-looking statements. Factors that could cause actual results to
differ materially from those contemplated above include, among others, the
risks associated with the timing and success of clinical trials, the progress
of research and product development programs, product manufacturing,
consummating the merger with Amgen, timing and outcomes of regulatory approval
processes, competitive products and services, litigation and the extent and
breadth of Abgenix's patent portfolio. Please see Abgenix's public filings
with the Securities and Exchange Commission (SEC) for information about risks
that may affect Abgenix, including its Form 10-K for the year ended December
31, 2004, and periodic reports on Form 10-Q and Form 8-K.
Participants in Solicitation
Amgen Inc. ("Amgen") and Abgenix, Inc. ("Abgenix") and their respective
directors and executive officers may be deemed to be participants in the
solicitation of proxies from Abgenix stockholders in connection with the
merger. Information about the directors and executive officers of Amgen and
their ownership of Amgen's stock is set forth in the proxy statement for
Amgen's 2005 Annual Meeting of Stockholders. Information about the directors
and executive officers of Abgenix and their ownership of Abgenix's stock is
set forth in the proxy statement for the Special Meeting of Abgenix
Stockholders, which was filed with the SEC on February 9, 2006.
Additional Information About the Acquisition and Where to Find It
This communication may be deemed to be solicitation material in respect of
the proposed acquisition of Abgenix by Amgen. In connection with the proposed
acquisition, Amgen and Abgenix intend to file relevant materials with the SEC,
including Abgenix's proxy statement. STOCKHOLDERS OF ABGENIX ARE URGED TO READ
ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING ABGENIX'S PROXY
STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors are able to obtain the documents free of charge at the
SEC's web site, http://www.sec.gov , and Abgenix stockholders will receive
information at an appropriate time on how to obtain transaction-related
documents at no cost from Abgenix.
ABGENIX, INC.
CONSOLIDATED STATEMENT OF OPERATIONS DATA
(in thousands except per share data)
Three Months Ended Year Ended
December 31, December 31,
2005 2004 2005 2004
(unaudited) (unaudited) *
Revenues:
Contract revenue $7,596 $5,557 $18,346 $15,752
Contract manufacturing
revenue -- 370 -- 1,695
Total revenues 7,596 5,927 18,346 17,447
Operating expenses:
Cost of goods manufactured -- 370 -- 2,227
Research and development 36,342 30,175 137,016 124,440
Manufacturing start-up costs 6,374 8,943 18,339 25,430
General and administrative 6,285 6,233 22,287 27,271
Amortization of intangible
assets 845 1,441 4,573 6,465
Impairment of intangible
assets -- -- 25,000 17,241
Restructuring and other 368 -- 15,506 --
Total operating expenses 50,214 47,162 222,721 203,074
Loss from operations (42,618) (41,235) (204,375) (185,627)
Other income (expenses):
Interest and other
income (expenses), net 3,410 551 12,625 5,382
Interest expense (4,158) (2,185) (15,205) (7,233)
Total other expenses (748) (1,634) (2,580) (1,851)
Net loss $(43,366) $(42,869) $(206,955) $(187,478)
Basic and diluted net
loss per share $(0.48) $(0.48) $(2.30) $(2.11)
Shares used in computing
basic and diluted
net loss per share 90,690 89,009 89,887 88,710
* Derived from the December 31, 2004 audited financial statements.
Certain balances have been reclassified to conform to the current year's
presentation.
ABGENIX, INC.
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET LOSS (1)
(in thousands except per share data)
Three Months Ended Year Ended
December 31, December 31,
2005 2004 2005 2004
(unaudited) (unaudited)
GAAP net loss $(43,366) $(42,869) $(206,955) $(187,478)
Add: Impairment of
intangible assets -- -- 25,000 17,241
Restructuring and
other 368 -- 15,506 --
Non-GAAP net loss $(42,998) $(42,869) $(166,449) $(170,237)
Basic and diluted
non-GAAP net loss
per share $(0.47) $(0.48) $(1.85) $(1.92)
Shares used in
computing basic
and diluted
non-GAAP net loss
per share 90,690 89,009 89,887 88,710
(1) Non-GAAP amounts are intended to illustrate the Company's results of
operations excluding impairment of intangible assets and restructuring
charges. The non-GAAP results are not in accordance with, or an
alternative for, generally accepted accounting principles and may be
different from non-GAAP measures used by other companies.
ABGENIX, INC.
CONSOLIDATED BALANCE SHEET DATA
(in thousands)
December 31, December 31,
2005 2004
(unaudited) *
Cash, cash equivalents and
marketable securities $332,822 $416,329
Other current assets 20,705 19,187
Total current assets 353,527 435,516
Property and equipment, net 197,598 223,004
Long-term investments -- 23,300
Intangible assets, net 65,217 94,790
Deposits and other assets 33,936 36,108
Total assets $650,278 $812,718
Deferred revenue $2,600 $5,783
Accrued restructuring charges 1,426 --
Other current liabilities 36,747 23,257
Total current liabilities 40,773 29,040
Deferred revenue 4,909 5,909
Deferred rent 7,346 7,519
Convertible notes 449,893 463,630
Non-current portion of accrued
restructuring charges 5,104 --
Other long-term liabilities 65,677 25,626
Redeemable convertible preferred stock 49,869 49,869
Stockholders' equity 26,707 231,125
Total liabilities and stockholders' equity $650,278 $812,718
* Derived from the December 31, 2004 audited financial statements.
Certain balances have been reclassified to conform to the current year's
presentation.
SOURCE Abgenix, Inc.
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Related links: http://www.abgenix.com
CONTACT: Greg Mann, Director, Corporate Communications & Investor Relations of Abgenix, Inc., +1-510-284-6566
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