Bentley Pharmaceuticals Announces First Quarter Financial Results
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Bentley Pharmaceuticals, Inc. (NYSE: BNT), a specialty pharmaceutical
company, today reported financial results for the first quarter and
three months ended March 31, 2008.
First quarter 2008 revenues were $40.0 million, a 27% increase (13% in
constant currency) from $31.4 million reported in the first quarter
2007. Gross margins on net product sales for the quarters ended March
31, 2008 and 2007 were approximately 45%. Operating income for the first
quarter 2008 was $2.9 million compared with $4.2 million reported in the
same quarter of the prior year. The Company noted that the first quarter
2008 operating expenses include $3.8 million, or $0.16 per diluted
share, of strategic consulting expenses incurred in connection with the
Company’s plan to spin off its drug delivery
business and sell its specialty generics business. Net income for the
first quarter 2008 was $1.1 million, or $0.05 per diluted share,
compared with $2.4 million, or $0.10 per diluted share, a year ago.
Fluctuations in foreign currency provided a benefit of $0.6 million, or
$0.02 per diluted share, in the first quarter 2008.
Bentley’s specialty generics segment’s
revenue for the first quarter 2008 increased 25% (9% in constant
currency) to $36.6 million from $29.2 million in the first quarter 2007.
Specialty generics revenue outside of Spain as a percentage of total
generics revenue increased to 32% for the first quarter 2008 from 26%
reported in the first quarter 2007. Operating expenses of this segment
increased 52% to $11.5 million from $7.5 million for the first quarter
2007 and were significantly increased by the inclusion of $2.0 million
in strategic consulting expenses in connection with the Company’s
plan to sell its specialty generics business. Sales and marketing cost
increases were consistent with rising revenues and included normal
increases in related compensation. General and administrative expenses
included normal compensation and benefit increases. Fluctuations in
foreign currency exchange rates increased operating expenses by $1.3
million. Net income reported for specialty generics, including the $2.0
million of strategic consulting expenses, was $3.2 million for the first
quarter 2008 compared to $3.8 million in the comparable quarter of 2007.
Fluctuations in foreign currency provided a benefit of $0.6 million, or
$0.02 per diluted share, in the first quarter 2008.
Drug delivery revenues in the first quarter 2008 increased by 60%, or
$1.3 million, to $3.5 million compared to the first quarter 2007 due to
royalties on increased sales of Testim®.
Operating expenses increased $1.9 million from the first quarter 2007,
primarily as a result of $1.9 million in strategic consulting expenses
in connection with the planned spin-off of the drug delivery business.
As a result, net loss reported for the first quarter 2008 attributed to
the drug delivery business increased $0.6 million to $2.1 million from
$1.5 million in the comparable quarter of 2007.
Cash, cash equivalents and marketable securities were $34.4 million at
March 31, 2008 compared to $34.7 million at December 31, 2007. During
the first quarter 2008 the Company invested $1.6 million in fixed asset
additions and $0.7 million in drug licenses. This compares to additions
of $2.0 million in fixed assets and $0.5 million in drug licenses during
the first quarter 2007.
Management Comments "We continue to be pleased with the
performance of our generics business given the reimbursement environment
and resulting price constraints in Spain,”
said Bentley President John Sedor. "As
discussed in previous quarters, we have continued to expand beyond Spain
in order to capitalize on growing demand for generic pharmaceuticals in
other European markets. Generics revenues outside of Spain increased 55%
compared to the first quarter of 2007 and represented the major factor
contributing to the generics revenue growth in the quarter. We are also
pleased with the growth in Testim® royalties
which increased to $3.3 million in the first quarter of 2008, a $1.1
million increase over the first quarter of 2007.” Spin-off and Merger Transactions "As previously disclosed, we have entered
into a definitive agreement for Bentley and its specialty generics
business to be acquired by Teva Pharmaceuticals,”
said Sedor. "The acquisition will take place
following the spin-off of our drug delivery business as a new company,
CPEX Pharmaceuticals, Inc., which expects to file a second amendment to
its Form 10 this week. Completion of the spin-off is subject to various
conditions, including, but not limited to, the CPEX Form 10 being
declared effective by the Securities and Exchange Commission, approval
of the spin-off by Bentley’s Board of
Directors, and receipt of an opinion to the effect that Bentley and CPEX
each will be solvent and adequately capitalized immediately after the
distribution, and Bentley has sufficient surplus under Delaware law to
declare the dividend of CPEX common stock to Bentley shareholders.
Completion of the merger is also subject to a number of conditions,
including, but not limited to, completion of the spin-off of CPEX,
shareholder approval of the merger and completion of European antitrust
review. Although subject to various conditions, we expect the spin-off
and merger transactions to be completed by the third quarter of 2008.
Additional information regarding the spin-off can be found in the most
current CPEX Form 10 which is available on the SEC website, and
additional information regarding the proposed merger can be found in
Bentley’s preliminary proxy statement also
located on the SEC website. In addition, shareholders should review
updated versions of these documents as they become available.”
Bentley’s results by operating segment for
the first quarters of 2008 and 2007 were as follows:
For the three month periods ended March 31:
(in thousands)
2008
2007 Specialty Generics
Drug Delivery
Consolidated Specialty Generics
Drug Delivery
Consolidated Revenues
$
36,563
$
3,450
$
40,013
$
29,228
$
2,163
$
31,391
Cost of net product sales
19,947
-
19,947
15,897
-
15,897
Gross profit
16,616
3,450
20,066
13,331
2,163
15,494
Operating expenses
11,455
5,685
17,140
7,514
3,760
11,274
Income (loss) from operations
5,161
(2,235
)
2,926
5,817
(1,597
)
4,220
Other (expenses) income, net
(65
)
145
80
112
109
221
Income (loss) before income taxes
5,096
(2,090
)
3,006
5,929
(1,488
)
4,441
Provision for income taxes
1,942
-
1,942
2,081
-
2,081
Net income (loss)
$
3,154
$
(2,090
)
$
1,064
$
3,848
$
(1,488
)
$
2,360
EBITDA
$
6,832
$
(2,063
)
$
4,769
$
7,262
$
(1,405
)
$
5,857
Significant components of Bentley’s revenues
for the first quarters of 2008 and 2007 are summarized below:
For the three months ended March 31, 2008:
(in thousands)
Revenues Within Spain
BrandedGenerics
Generics
Other RevenuesOutside ofSpain
Total
% of TotalRevenues Product Line
Omeprazole $ 499 $ 5,331 $ – $ – $ 5,830
15% Simvastatin 290 1,506 – – 1,796 4% Enalapril 1,381 373 – – 1,754 4% Lansoprazole 1,002 400 – – 1,402 4% Paroxetine 464 816 – – 1,280 3% All other products 3,268 3,889 310 968 8,435 21% Sales to licensees and others – – 5,241 10,626 15,867 40% Licensing and collaborations
–
–
199
3,450
3,649
9% Total Revenues $ 6,904
$ 12,315
$ 5,750
$ 15,044
$ 40,013
100% % of Q1 2008 revenues 17% 31% 14% 38% 100%
For the three months ended March 31, 2007:
(in thousands)
Revenues Within Spain
BrandedGenerics
Generics
Other RevenuesOutsideof Spain
Total
% of TotalRevenues Product Line
Omeprazole $ 551 $ 3,870 $ – $ – $ 4,421 14% Simvastatin 366 1,339 – – 1,705 6% Enalapril 1,314 391 – – 1,705 6% Lansoprazole 856 314 – – 1,170 4% Paroxetine 449 897 – – 1,346 4% All other products 3,460 3,868 275 957 8,560 27% Sales to licensees and others – – 3,670 6,537 10,207 32% Licensing and collaborations
–
–
114
2,163
2,277 7% Total Revenues $ 6,996
$ 10,679
$ 4,059
$ 9,657
$ 31,391 100% % of Q1 2007 revenues 22% 34% 13% 31% 100%
Bentley uses both GAAP and certain non-GAAP measures to assess
performance. The Company’s management
believes the non-GAAP measure of EBITDA may also provide useful
supplemental information to investors in order that they may evaluate
Bentley’s financial performance using the
same measures as management. The Company’s
management believes that with this supplemental information investors
are afforded greater transparency in assessing the Company’s
financial performance. This non-GAAP financial measure should not be
considered as a substitute for, nor superior to, measures of financial
performance prepared in accordance with GAAP.
Set forth below is a reconciliation of EBITDA to net income, the most
directly comparable financial measure calculated and presented in
accordance with GAAP.
(in thousands)
For the three months ended March 31, 2008
2007
Specialty Generics
Drug Delivery
Consolidated Specialty Generics
Drug Delivery
Consolidated Net income (loss)
$
3,154
$
(2,090
)
$
1,064
$
3,848
$
(1,488
)
$
2,360
Provision for income taxes
1,942
-
1,942
2,081
-
2,081
Interest expense (income)
164
(145
)
19
(20
)
(112
)
(132
)
Depreciation & amortization
1,572
172
1,744
1,353
195
1,548
EBITDA
$
6,832
$
(2,063
)
$
4,769
$
7,262
$
(1,405
)
$
5,857
EBITDA is calculated as earnings before interest, income taxes,
depreciation and amortization. The Company uses EBITDA as a supplemental
financial measure of its operational performance. Management believes
EBITDA to be an important measure as it excludes the effects of items
which primarily reflect the impact of long-term investment decisions,
rather than the performance of the Company’s
day-to-day operations. The Company believes that this measurement is
useful to measure a company’s ability to
service debt and to meet other payment obligations or as a valuation
measurement. As compared to net income according to GAAP, this measure
is more limited in scope because it does not reflect the periodic costs
of certain capitalized tangible and intangible assets used in generating
revenues in the company’s business.
Management evaluates those items through other financial measures such
as capital expenditures and cash flow provided by operating activities.
Management will host a conference call at 10:00 a.m. ET on May 8, 2008
to discuss the first quarter 2008 results and provide an update on the
ongoing process of separating its drug delivery business from its
generic pharmaceuticals business. To participate on the live call,
please dial (888) 332-7254 from the U.S. and Canada or, for
international callers, please dial (973) 582-2856 (access code
45706774), approximately 10 minutes prior to the scheduled start time. A
telephone replay will be available for 30 days by dialing (800) 642-1687
from the U.S. and Canada or (706) 645-9291 for international callers
(please reference reservation number 45706774). The conference call will
also be webcast live on the Internet and may be accessed via Bentley’s
website, www.bentleypharm.com.
Please go to the Company’s website
approximately 10 minutes prior to the scheduled start time to register.
A replay of the conference will also be available on Bentley’s
website until the earlier of (i) the closing of the merger transaction
or (ii) 90 days.
Bentley Pharmaceuticals, Inc. is a specialty pharmaceutical company
focused on advanced drug delivery technologies and generic
pharmaceutical products. Bentley’s
proprietary drug delivery technologies enhance the absorption of
pharmaceutical compounds across various membranes. Bentley manufactures
and markets a growing portfolio of generic and branded generic
pharmaceuticals in Europe for the treatment of cardiovascular,
gastrointestinal, infectious and central nervous system diseases through
its subsidiaries -- Laboratorios Belmac, Laboratorios Davur,
Laboratorios Rimafar and Bentley Pharmaceuticals Ireland. Bentley also
manufactures and markets active pharmaceutical ingredients through its
subsidiary, Bentley API.
Important Information
In connection with the merger with Teva Pharmaceuticals ("Teva”),
Bentley filed a preliminary proxy statement for its stockholders with
the Securities and Exchange Commission (the "SEC”).
The proxy statement contains information about Bentley, the merger with
Teva and related matters. STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE
PROXY STATEMENT CAREFULLY WHEN IT IS AVAILABLE, AS IT WILL CONTAIN
IMPORTANT INFORMATION THAT STOCKHOLDERS SHOULD CONSIDER BEFORE MAKING A
DECISION ABOUT THE TRANSACTION. In addition to receiving the proxy
statement from Bentley by mail, stockholders will be able to obtain the
proxy statement, as well as other filings containing information about
Bentley, without charge, from the SEC’s
website at www.sec.gov or, without
charge, from Bentley’s website at www.bentleypharm.com
or by directing such request to Bentley Pharmaceuticals, Inc., Bentley
Park, 2 Holland Way, Exeter, NH 03833, Attention: Richard Lindsay, Chief
Financial Officer.
Bentley and its directors and executive officers and other persons may
be deemed to be participants in the solicitation of proxies in respect
of the merger with Teva. Information regarding Bentley’s
directors and executive officers is available in Bentley’s
2007 Annual Report on Form 10-K and Amendment No. 1 to the 2007 Annual
Report on Form 10-K/A, which were filed with the SEC on March 17, 2008
and April 29, 2008, respectively. Other information regarding the
participants in the proxy solicitation and a description of their direct
and indirect interests, by security holdings or otherwise, will be
contained in the proxy statement and other relevant materials to be
filed with the SEC when they become available.
Additional information regarding Bentley Pharmaceuticals may be
obtained, free of charge, through the SEC website and Bentley’s
website at www.bentleypharm.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act
of 1995: This press release contains forward looking statements,
including without limitation statements regarding Bentley’s
plans for spinning off its drug delivery from its specialty generics
businesses, and its plans to sell Bentley following such spin-off
pursuant to its agreement and plan of merger with Teva, growth prospects
for the Company’s drug delivery and
specialty generics businesses, and Bentley’s
potential market expansion beyond Spain in its specialty generics
business. These forward-looking statements are subject to a number of
risks and uncertainties that could cause actual results to differ
materially from future results expressed or implied by such statements.
Factors that may cause such differences include, but are not limited to,
risks associated with the following: changes in third-party
reimbursement and government mandates that impact pharmaceutical
pricing, uncertainties in the clinical development of Nasulin and in the
development and commercialization of Bentley’s
other proprietary products and formulations, competition from other
manufacturers of generic and proprietary pharmaceuticals, intellectual
property litigation, the efficacy and safety of Bentley’s
products, the unpredictability of patent protection, international
operations, and other uncertainties detailed under "Risk
Factors” in Bentley’s
most recent Annual Report on Form 10-K and its other periodic reports
filed with the Securities and Exchange Commission. Bentley cautions
investors not to place undue reliance on the forward-looking statements
contained in this release. These statements speak only as of the date of
this document, and Bentley undertakes no obligation to update or revise
the statements, except as may be required by law.
Bentley Pharmaceuticals, Inc. and Subsidiaries Consolidated Income Statements (Unaudited)
(in thousands, except per share data) For the Three Months EndedMarch 31,
2008 2007
Revenues:
Net product sales
$
36,364
$
29,114
Licensing and collaboration revenues
3,649
2,277
Total revenues
40,013
31,391
Cost of net product sales
19,947
15,897
Gross profit
20,066
15,494
Operating expenses:
Selling and marketing
5,763
4,445
General and administrative
4,213
3,577
Research and development
2,804
2,675
Separation costs
3,834
69
Depreciation and amortization
526
508
Total operating expenses
17,140
11,274
Income from operations
2,926
4,220
Other income (expenses):
Interest income
260
182
Interest expense
(279
)
(50
)
Other, net
99
89
Income before income taxes
3,006
4,441
Provision for income taxes
1,942
2,081
Net income
$
1,064
$
2,360
Net income per common share:
Basic
$
0.05
$
0.11
Diluted
$
0.05
$
0.10
Weighted average common shares outstanding:
Basic
22,469
22,293
Diluted
23,588
22,534
Bentley Pharmaceuticals, Inc. and Subsidiaries Consolidated Balance Sheets (Unaudited)
(in thousands, except per share data)
March 31, 2008 December 31, 2007 Assets
Current assets:
Cash and cash equivalents
$
33,279
$
33,706
Marketable securities
1,084
1,010
Receivables, net
46,137
39,324
Inventories
19,536
17,658
Deferred taxes
1,038
1,067
Prepaid expenses and other
1,827
1,915
Total current assets
102,901
94,680
Non-current assets:
Fixed assets, net
63,620
59,191
Drug licenses and related costs, net
17,613
16,624
Restricted cash
1,000
1,000
Deferred taxes
348
676
Other
1,016
925
Total non-current assets
83,597
78,416
Total assets
$
186,498
$
173,096
Liabilities and Stockholders’
Equity
Current liabilities:
Accounts payable
$
18,664
$
19,413
Accrued expenses
13,643
10,623
Short-term borrowings
186
116
Current portion of long-term debt
1,304
608
Deferred income
1,296
1,186
Other current liabilities
1,206
1,137
Total current liabilities
36,299
33,083
Non-current liabilities:
Long-term debt
16,076
15,595
Deferred income
6,620
5,976
Other
2,645
2,470
Total non-current liabilities
25,341
24,041
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $1.00 par value, authorized 2,000 shares, issued
and outstanding, none
— —
Common stock, $0.02 par value, authorized 100,000 shares, issued
and outstanding, 22,450 and 22,376 shares
448
447
Additional paid-in capital
144,533
143,269
Accumulated deficit
(45,672
)
(46,736
)
Accumulated other comprehensive income
25,549
18,992
Total stockholders’ equity
124,858
115,972
Total liabilities and stockholders’
equity
$
186,498
$
173,096