-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AahroFhU4+SSVycBt57ddgMksuxE3l34Vxj1Wc5HrvIimPuMdWujPREPbppYCqu7 ctVTonQijCc9nnU4OoGU0g== 0001157523-05-006275.txt : 20050720 0001157523-05-006275.hdr.sgml : 20050720 20050720080455 ACCESSION NUMBER: 0001157523-05-006275 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050720 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050720 DATE AS OF CHANGE: 20050720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDICINES CO /DE CENTRAL INDEX KEY: 0001113481 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 043324394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31191 FILM NUMBER: 05962741 BUSINESS ADDRESS: STREET 1: 8 CAMPUS DRIVE CITY: PARSIPPANY STATE: NJ ZIP: 07054 BUSINESS PHONE: 973-656-1616 FORMER COMPANY: FORMER CONFORMED NAME: MEDICINES CO/ MA DATE OF NAME CHANGE: 20000504 8-K 1 a4934155.txt THE MEDICINES COMPANY 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 ------------ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 20, 2005 The Medicines Company - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-31191 04-3324394 - ------------------------------ ---------------- ------------------------------ (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 8 Campus Drive Parsippany, New Jersey 07054 - ------------------------------------------------ ------------------------- (Address of Principal Executive Office (Zip Code) Registrant's telephone number, including area code: (973) 656-1616 - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02. Results of Operations and Financial Condition. On July 20, 2005, The Medicines Company (the "Company") announced its financial results for the quarter ended June 30, 2005. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Form 8-K (including Exhibit 99.1) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 9.01. Financial Statements and Exhibits (c) Exhibits The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed: 99.1 Press Release dated July 20, 2005 entitled "The Medicines Company Reports Second Quarter and First Half 2005 Financial Results." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE MEDICINES COMPANY Date: July 20, 2005 By: /s/ Steven H. Koehler --------------------- Steven H. Koehler Senior Vice President and Chief Financial Officer Exhibit Index Exhibit No. Description ----------- ----------- 99.1 Press release dated July 20, 2005 entitled "The Medicines Company Reports Second Quarter and First Half 2005 Financial Results." EX-99.1 2 a4934155ex99_1.txt EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 The Medicines Company Reports Second Quarter and First Half 2005 Financial Results; FDA Approval of New Angiomax(R) (Bivalirudin) Label, Sales Force Expansion and Major R&D Investments Expected to Drive Growth PARSIPPANY, N.J.--(BUSINESS WIRE)--July 20, 2005--The Medicines Company (NASDAQ:MDCO) today announced its financial results for the first half and second quarter of 2005. Financial highlights for the first half and second quarter include: -- Revenue increased on higher Angiomax sales. First half net revenue was $86.2 million, up 31% from $65.7 million for the first half of 2004. Second quarter net revenue was $42.6 million, up 24% from $34.4 million for the second quarter 2004. -- Operating expenses increased to drive growth. -- First half cost of revenue was $21.6 million, up $10.4 million versus 2004. Second quarter cost of revenue was $11.0 million, up $3.8 million versus 2004. The increases were primarily attributable to higher Angiomax volume and royalty payments. -- First half research and development expenses were $33.6 million, up $11.8 million versus 2004. Second quarter R&D was $16.0 million, up $4.0 million versus 2004. The increases were primarily attributable to accelerating enrollment in the ACUITY trial of Angiomax in acute coronary syndromes and growing investment in cangrelor. -- Net income decreased on higher operating expenses. First half net income was $3.6 million, down from $7.1 million for the first half of 2004. Second quarter net income was $1.3 million, down from $2.8 million reported for the second quarter of 2004. Operating highlights for the second quarter include: -- US Food and Drug Administration (FDA) approved an expanded Angiomax product label, with prescribing information now including data from REPLACE-2 trial -- Angiomax sales force expanded by 50% -- ACUITY trial enrollment passed 10,500 patients; anticipated completion in 2005 -- Cangrelor start of Phase III meeting conducted with FDA Clive Meanwell, Chairman and CEO of The Medicines Company stated, "The investments made in the first half of 2005 -- including sales force and marketing expansion -- together with recently FDA-approved Angiomax label changes are expected to drive strong growth of Angiomax sales in the cath lab in 2005 and beyond. Further, we anticipate two other drivers of Angiomax sales growth, results of the ACUITY trial and of our cardiac surgery program. Finally, we have increased investments in long-term growth drivers, cangrelor and clevidipine." There will be a conference call with management today at 8:30 A.M. to discuss financial results, operational developments and financial guidance. To listen live, webcast login is available at http://www.themedicinescompany.com. Alternatively, the call dial-in is 800-561-2693 (passcode is 16042896). From outside U.S.: dial 1-617-614-3523 (passcode is 16042896). Replay available for two weeks following call: 888-286-8010. Replay outside the U.S.: 1-617-801-6888. Replay passcode: 40860008. The Medicines Company meets the demands of the world's most advanced medical practitioners by developing products that improve acute hospital care. The Company markets Angiomax(R) (bivalirudin), an anti-clotting therapy approved in the U.S. and other countries for use in patients undergoing coronary angioplasty, a procedure to clear restricted blood flow in arteries around the heart. The Medicines Company creates value using its range of clinical and commercial skills to develop products acquired from leading life science innovators. The Company's Web site is http://www.themedicinescompany.com. Statements contained in this press release about The Medicines Company, the Company's projected revenues and financial results, Angiomax, the timing of clinical trial results and product or indication launches, and all other statements that are not purely historical, may be deemed to be forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Without limiting the foregoing, the words "believes," "anticipates," "plans," "expects," "intends," "potential," "estimates" and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties that may cause the Company's actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. Important factors that may cause or contribute to such differences include the extent of the commercial success of Angiomax, the Company's dependence on third-party distributors for sales of Angiomax or Angiox(TM) in foreign countries, physicians' acceptance of Angiomax clinical trial results, such as the results referred to above, whether the Company will be able to obtain regulatory approval for additional indications of Angiomax, whether the Company's products will receive approvals from regulatory agencies, including pricing and reimbursement approvals in certain European countries, whether the Company's products will advance in the clinical trials process, whether the clinical trial results will warrant submission of applications for regulatory approval, and such other factors as are set forth in the risk factors detailed from time to time in the Company's periodic reports and registration statements filed with the Securities and Exchange Commission including, without limitation, the risk factors detailed in the Company's Annual Report on Form 10-Q filed on May 6, 2005, which are incorporated herein by reference. The Company specifically disclaims any obligation to update these forward-looking statements. The Medicines Company Consolidated Statements of Operations Three months (in thousands, except per share data) ended June 30, ----------------- 2005 2004 -------- -------- Net revenue $42,595 $34,387 Operating expenses: Cost of revenue 10,997 7,174 Research and development 16,037 12,029 Selling, general and administrative 15,237 12,671 -------- -------- Total operating expenses 42,271 31,874 -------- -------- Income from operations 324 2,513 Other income 1,015 487 -------- -------- Income before income taxes 1,339 3,000 Provision for income taxes (88) (159) -------- -------- Net income $ 1,251 $ 2,841 ======== ======== Basic earnings per common share $ 0.03 $ 0.06 ======== ======== Shares used in computing basic earnings per common share 49,426 47,670 ======== ======== Diluted earnings per common share $ 0.02 $ 0.06 ======== ======== Shares used in computing diluted earnings per common share 50,150 49,882 ======== ======== The Medicines Company Consolidated Statements of Operations Six months ended (in thousands, except per share data) June 30, ----------------- 2005 2004 -------- -------- Net revenue $86,167 $65,671 Operating expenses: Cost of revenue 21,595 11,181 Research and development 33,609 21,851 Selling, general and administrative 29,088 26,246 -------- -------- Total operating expenses 84,292 59,278 -------- -------- Income from operations 1,875 6,393 Other income 1,885 959 -------- -------- Income before income taxes 3,760 7,352 Provision for income taxes (171) (282) -------- -------- Net income $ 3,589 $ 7,070 ======== ======== Basic earnings per common share $ 0.07 $ 0.15 ======== ======== Shares used in computing basic earnings per common share 49,216 47,630 ======== ======== Diluted earnings per common share $ 0.07 $ 0.14 ======== ======== Shares used in computing diluted earnings per common share 50,192 49,834 ======== ======== The Medicines Company Condensed Consolidated Balance Sheets June 30, December 31, (in thousands) 2005 2004 --------- ------------ ASSETS Cash, cash equivalents, available for sales securities $145,128 $160,312 Accrued interest receivable 953 912 Accounts receivable, net 35,268 18,388 Inventories 40,239 27,342 Prepaid expenses and other current assets 1,219 1,252 --------- --------- Total current assets 222,807 208,206 --------- --------- Fixed assets, net 3,894 1,677 Other assets 139 161 --------- --------- Total assets $226,840 $210,044 ========= ========= LIABILITIES AND STOCKHOLDER'S EQUITY Current liabilities $ 43,437 $ 34,856 Deferred revenue 3,400 3,517 Stockholders' equity 180,003 171,671 --------- --------- Total liabilities and stockholders' equity $226,840 $210,044 ========= ========= CONTACT: The Medicines Company Michael Mitchell, 973-656-1616 investor.relations@themedco.com -----END PRIVACY-ENHANCED MESSAGE-----