0000950123-01-507350.txt : 20011026
0000950123-01-507350.hdr.sgml : 20011026
ACCESSION NUMBER: 0000950123-01-507350
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 3
CONFORMED PERIOD OF REPORT: 20011018
ITEM INFORMATION: Financial statements and exhibits
ITEM INFORMATION:
FILED AS OF DATE: 20011018
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: MERCK & CO INC
CENTRAL INDEX KEY: 0000064978
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 221109110
STATE OF INCORPORATION: NJ
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-03305
FILM NUMBER: 1761589
BUSINESS ADDRESS:
STREET 1: ONE MERCK DR
STREET 2: P O BOX 100
CITY: WHITEHOUSE STATION
STATE: NJ
ZIP: 08889-0100
BUSINESS PHONE: 9084234044
MAIL ADDRESS:
STREET 1: ONE MERCK DR
STREET 2: PO BOX 100 WS3AB-05
CITY: WHITEHOUSE STATION
STATE: NJ
ZIP: 08889-0100
8-K
1
y54101e8-k.txt
FORM 8-K
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) October 18, 2001
MERCK & CO., Inc.
(Exact Name of Registrant as Specified in Its Charter)
New Jersey
(State or Other Jurisdiction of Incorporation)
1-3305 22-1109110
(Commission File Number) (I.R.S. Employer Identification No.)
One Merck Drive, PO Box 100, Whitehouse Station, NJ 08889-0100
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (908) 423-1000
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99(a) Press release issued Filed with
October 18, 2001 regarding this document
earnings for third quarter
Exhibit 99(b) Certain supplemental information Filed with
not included in the press release this document
Item 9. Regulation FD Disclosure
Incorporated by reference is a press release issued by the Registrant on October
18, 2001, attached as Exhibit 99(a), regarding earnings for third quarter. Also
incorporated by reference is certain supplemental information not included in
the press release, attached as Exhibit 99(b). This information is not "filed"
pursuant to the Securities Exchange Act and is not incorporated by reference
into any Securities Act registration statements. Additionally, the submission of
this report on Form 8-K is not an admission as to the materiality of any
information in this report that is required to be disclosed solely by Regulation
FD.
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.
MERCK & CO., Inc.
Date: October 18, 2001 By: /s/ Debra A. Bollwage
---------------------
DEBRA A. BOLLWAGE
Assistant Secretary
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
99(a) Press release issued October 18, 2001
regarding earnings for third quarter
99(b) Certain supplemental information not
included in the press release
EX-99.A
3
y54101ex99-a.txt
PRESS RELEASE
Exhibit 99(a)
Press Contacts: Greg Reaves Investor Contact: Laura Jordan
(908) 423-6022 (908) 423-5185
Gwen Fisher
(908) 423-6154
MERCK ANNOUNCES THIRD-QUARTER EARNINGS PER SHARE OF 84 CENTS
- Five Key Products Achieve Sales Growth of 30%, Driving Merck's Human
Health Sales
- Merckmedco.com Becomes World's First Internet Pharmacy to Reach $1
Billion in Cumulative Sales
- Merck Breaks Ground for Boston Laboratory, Continues Focus on
Cutting-Edge Science
WHITEHOUSE STATION, N.J., Oct. 18, 2001 - Merck & Co., Inc. today announced that
earnings per share for the third quarter of 2001 were $0.84, an increase of 8%
over the third quarter of 2000. Third quarter net income grew 6% to $1,948.2
million. Sales grew 13% to $11.9 billion for the quarter.
For the first nine months, earnings per share were $2.33, an increase
of 8% over the first nine months of 2000. Net income grew 7% to $5,420.9 million
over the same period. Sales grew 22% for the first nine months of 2001 to
$35.2 billion.
Merck's five key growth drivers - ZOCOR, VIOXX, COZAAR and HYZAAR*,
FOSAMAX and SINGULAIR - had increased sales of 30% for the third quarter,
driving Merck's human health sales performance. Overall, Merck's human health
sales grew 6% for the third quarter and first nine months of 2001. Excluding the
unfavorable effect of three percentage points from foreign exchange, the
company's human health sales grew by 9% for both the third quarter and nine
months. Sales outside of the United States accounted for 36% of the company's
human health sales growth for the nine-month period. The company's overall sales
growth also benefited from the Merck-Medco business, which increased 19% for the
quarter.
"Our five key growth drivers, which had increased sales of nearly 30%
over the first nine months of 2000 and now account for two-thirds of Merck's
worldwide human health sales, continue to lead Merck's income growth," said
Raymond V. Gilmartin, chairman,
- more -
*COZAAR and HYZAAR are registered trademarks of E.I. DuPont de
Nemours & Company, Wilmington, DE, USA.
2
president and chief executive officer. "These products remain a powerful
platform for growth, with four of our five key medicines directed at disease
categories each having more than 20 million untreated patients in the U.S.
alone."
FIVE DRIVERS OF GROWTH CONTINUE SUCCESSFUL PERFORMANCE
ZOCOR, Merck's cholesterol-modifying medicine, had another strong
quarter with worldwide sales reaching $1.7 billion for the period, representing
a 28% increase over third-quarter 2000. Physicians continue to increase their
prescriptions of ZOCOR in large part because of the medicine's demonstrated
ability to act favorably on all three key lipid parameters - low-density
lipoprotein (LDL), so-called "bad" cholesterol; high-density lipoprotein (HDL),
so-called "good" cholesterol; and triglycerides. Following the withdrawal of a
competitive medicine, ZOCOR gained market share in the United States and in
Europe.
VIOXX, a once-a-day medicine, is the only COX-2 selective agent
approved in the United States for both osteoarthritis and acute pain. Available
in more than 70 countries, VIOXX is Merck's second largest-selling medicine. In
the third quarter, VIOXX continued new prescription leadership within the coxib
market in the United States and in many European and Latin America countries.
VIOXX became the first and only coxib approved for acute pain in a European
Union country when it launched with that indication in the United Kingdom in
September. In the third quarter, VIOXX achieved $795 million in sales, an
increase of 29% over the same quarter last year.
In a continuing worldwide dispute between Merck and Pharmacia over
competing claims to the patent rights to the class of compounds that include
rofecoxib, the active ingredient in VIOXX, the federal district court in
Washington, D.C., recently dismissed a Pharmacia claim for damages for Merck's
sale of VIOXX. Pharmacia may seek an appeal of this decision. Merck has also
received favorable decisions regarding the patent status of VIOXX from courts in
the U.K., Holland and Spain, while receiving no adverse decisions in any
country. The company also noted that four federal lawsuits and a number of state
lawsuits, involving individual claims as well as purported class actions, have
been filed against the company with respect to VIOXX. Some of the lawsuits also
name as defendants Pfizer and Pharmacia, which market a competing product,
Celebrex. The lawsuits include allegations regarding gastrointestinal bleeding
and cardiovascular events. The company believes that these lawsuits are
completely without merit and will vigorously defend them.
- more -
3
COZAAR and HYZAAR, Merck's high blood pressure medicines, together are
the No. 2 antihypertensive medicines in the world and maintain their strong
growth and leadership of the angiotensin II antagonists (AIIAs) class despite
intense competition. Sales for the two products were $540 million for this
quarter, an increase of 33% over third-quarter 2000. In September, results of
RENAAL, an investigational study for COZAAR, were published in The New England
Journal of Medicine. In this trial, COZAAR reduced the risk of worsening kidney
disease, including the risk of end-stage renal disease (defined as where
dialysis or transplantation is required) in patients with Type 2 diabetes and
kidney disease. This is the first trial that has ever demonstrated the ability
of a drug to significantly reduce the rate of dialysis or transplantation in
this patient population.
Global sales of FOSAMAX, the leading product worldwide for the
treatment of postmenopausal osteoporosis, were $450 million this quarter, up 25%
over third-quarter 2000. In August, Banyu Pharmaceutical Co., Ltd., Merck's
majority-owned Japanese affiliate, launched FOSAMAX in Japan, the world's
second-largest national prescription market, under the trade name FOSAMAC.
FOSAMAX is being co-marketed in Japan by Merck licensee Teijin Limited under the
trade name BONALON. FOSAMAX is the first new osteoporosis treatment approved in
that country in six years.
FOSAMAX Once Weekly, the first and only oral once-weekly treatment for
osteoporosis, has received tremendous physician and patient acceptance since its
first introduction in 2000. Launched in 29 markets worldwide, the once-weekly
medicine has accelerated the growth of the FOSAMAX brand, extending Merck's
leadership in several markets, including in the United States.
SINGULAIR, Merck's once-a-day leukotriene antagonist, remains the No. 1
asthma controller in the United States where it commands more than 40% market
share among pediatricians and a nearly 35% market share among allergists. In
August, Banyu and Kyorin Pharmaceutical Co., Ltd., a Merck licensee, each began
marketing SINGULAIR in Japan, under the trademarks SINGULAIR and KIPRES,
respectively. Global sales for SINGULAIR this quarter were $350 million, an
increase of 49% over third-quarter 2000.
MERCKMEDCO.COM CONTINUES GROWTH
This quarter, Merckmedco.com processed approximately 1.9 million
prescriptions, a 63% increase over third-quarter 2000, and became the world's
first Internet pharmacy to reach $1 billion in cumulative sales. Merck-Medco has
begun operations at its newest, largest and most advanced automated pharmacy,
located in Willingboro, N.J.
- more -
4
MERCK CONTINUES ITS FOCUS ON CUTTING-EDGE SCIENCE
Several of Merck's important research programs are progressing well.
Merck submitted to the U.S. Food and Drug Administration a New Drug Application
for ARCOXIA (etoricoxib), an investigational medicine for arthritis and pain.
The company's substance P antagonist in major depressive disorder has entered
Phase III trials. And Phase III trials continue for a number of investigational
medicines: Merck's substance P antagonist for chemotherapy-induced nausea and
vomiting; ezetimibe, the cholesterol-management agent that is being studied as
monotherapy and in co-administration with statins by Merck's partnership with
Schering-Plough; and SINGULAIR, which is being studied as monotherapy for
allergic rhinitis.
Earlier this month, Merck broke ground for its 11th major research
site, which will be located on the campus of Emmanuel College in Boston, in one
of the finest biomedical communities in the world. Slated to open in early 2004,
Merck Research Laboratories-Boston, the company's first research facility in
Boston, will be a state-of-the-art multi-disciplinary research building devoted
to drug discovery.
MERCK REMAINS COMFORTABLE WITH 2001 EARNINGS PER SHARE ESTIMATES
Merck reiterates its comfort with a range of 2001 earnings per share
(EPS) estimates of $3.12 to $3.18. In addition, the Company is updating its
guidance for certain income statement items, specifically:
- Worldwide sales of ZOCOR for full-year 2001 are forecast to range
from $6.5 billion to $6.7 billion
- Worldwide sales of VIOXX for full-year 2001 are forecast to range
from $2.5 billion to $2.7 billion
- Worldwide sales of SINGULAIR for full-year 2001 are forecast to
range from $1.2 billion to $1.4 billion
- Research and development expense for full-year 2001 is expected
to be $2.5 billion
The company remains comfortable with the estimates for the other income
statement components referenced in its June 22, 2001, press release. A copy of
the June 22, 2001, press release can be found at
www.merck.com/newsroom/press_releases/financial_pressreleases.html or
www.merck.com/finance/press/062201.html.
Investors are invited to listen to a live webcast of Merck's third
quarter earnings conference call today at 9 a.m., Eastern Time, by visiting
Merck's corporate website at www.merck.com. The call will be available for
replay on the Merck website until Thursday, Oct. 25, 2001.
- more -
5
Merck & Co., Inc. is a leading research-driven pharmaceutical products
and services company. Merck discovers, develops, manufactures and markets a
broad range of innovative products to improve human and animal health, directly
and through its joint ventures. Merck-Medco manages pharmacy benefits for
employers, insurers and other plan sponsors, encouraging the appropriate use of
medicines and providing disease management programs. Through these complementary
capabilities, Merck works to improve quality of life and contain overall
health-care costs.
This press release contains "forward-looking statements" as that term
is defined in the Private Securities Litigation Reform Act of 1995. No
forward-looking statement can be guaranteed, and actual results may differ
materially from those projected. We undertake no obligation to publicly update
any forward-looking statement, whether as a result of new information, future
events, or otherwise. Forward-looking statements in this document should be
evaluated together with the many uncertainties that affect our businesses,
particularly those mentioned in the cautionary statements in Item 1 of our Form
10-K for the year ended Dec. 31, 2000, and in our periodic reports on Form 10-Q
and Form 8-K (if any) which we incorporate by reference.
The following tables show the financial results for Merck & Co., Inc.
and subsidiaries for the quarter and nine months ended September 30, 2001,
compared with the corresponding periods of the prior year.
- more -
6
(In Millions Except Earnings per Common Share)
Quarter Ended September 30
--------------------------
%
2001 2000 Change
---- ---- ------
Sales $ 11,919.6 $ 10,567.5 +13%
Costs, Expenses and Other
Materials and production 7,082.8 5,987.4 18*
Marketing and Administrative 1,525.3 1,452.1 5
Research and development 590.3 609.8 -3
Equity income from affiliates (164.1) (219.4) -25
Other (income) expense, net 102.2 96.0 6
Income Before Taxes 2,783.1 2,641.6 5
Taxes on Income 834.9 805.7
Net Income 1,948.2 1,835.9 6
Basic Earnings per Common Share $0.85 $0.80 6
Earnings per Common Share $0.84 $0.78 8
Assuming Dilution
Average Shares Outstanding 2,282.9 2,299.4
Average Shares Outstanding 2,312.4 2,342.9
Assuming Dilution
* The increase in Materials and production costs for the three months ending
September 30, 2001, is primarily driven by growth in the Merck-Medco
business.
- more -
7
(In Millions Except Earnings per Common Share)
9 Months Ended September 30
---------------------------
%
2001 2000 Change
---- ---- ------
Sales $ 35,157.8 $ 28,895.9 22%
Costs, Expenses and Other
Materials and production 21,334.1 15,872.9 34*
Marketing and Administrative 4,669.0 4,393.5 6
Research and development 1,740.0 1,681.5 3
Equity income from affiliates (557.8) (619.5) -10
Other (income) expense, net 228.4 254.5 -10
Income Before Taxes 7,744.1 7,313.0 **
Taxes on Income 2,323.2 2,255.7
Net Income 5,420.9 5,057.3 7
Basic Earnings per Common Share $2.36 $2.19 8
Earnings per Common Share $2.33 $2.15 8
Assuming Dilution
Average Shares Outstanding 2,292.7 2,306.7
Average Shares Outstanding 2,329.1 2,351.6
Assuming Dilution
* The increase in Materials and production costs for the nine months ending
September 30, 2001, is primarily driven by growth in the Merck-Medco
business.
** Normalized for one-time events, which occurred in the first quarter 2000,
growth of "income before taxes" for nine months ended September 30, 2001, was
7%.
# # #
EX-99.B
4
y54101ex99-b.txt
CERTAIN SUPPLEMENTAL INFORMATION
Exhibit 99(b)
MERCK & CO., INC.
THIRD QUARTER
3Q '01 3Q '00 % CHG.
---------- ---------- ----------
TOTAL SALES $ 11,919.6 $ 10,567.5 13%
---------- ----------
TOTAL COSTS, EXPENSES, & OTHER $ 9,136.5 $ 7,925.9
---------- ----------
Materials & Production 7,082.8 5,987.4
Marketing & Administrative 1,525.3 1,452.1
Research & Development 590.3 609.8
Equity Income From Affiliates (164.1) (219.4)
Other (Income)/Expense, Net 102.2 96.0
PRE-TAX INCOME $ 2,783.1 $ 2,641.6
TAXES $ 834.9 $ 805.7
TAX RATE 30.0% 30.5%
NET INCOME $ 1,948.2 $ 1,835.9 6%
EPS - ASSUMING DILUTION $0.84 $0.78 8%
AVG. # SHARES - ASSUMING DILUTION 2,312.4 2,342.9
3Q '01 % CHG. VOL PX FX
------- ------- ------- ------- -------
TOTAL SALES $11,920 13% 8 6 -1
------- ------- ------- ------- -------
Total U.S. and Foreign Sales 5,470 6% 8 1 -3
------- ------- ------- ------- -------
U.S 3,600 8% 6 2 0
Foreign 1,870 2% 11 -1 -8
Other Medco Sales 6,450 19%
Exhibit 99(b)
MERCK & CO., INC.
NINE MONTHS YEAR TO DATE
2001 2000 % CHG.
---------- ---------- ----------
TOTAL SALES $ 35,157.8 $ 28,895.9 22%
---------- ----------
TOTAL COSTS, EXPENSES, & OTHER $ 27,413.7 $ 21,582.9
---------- ----------
Materials & Production 21,334.1 15,872.9
Marketing & Administrative 4,669.0 4,393.5
Research & Development 1,740.0 1,681.5
Equity Income From Affiliates (557.8) (619.5)
Other (Income)/Expense, Net 228.4 254.5
PRE-TAX INCOME $ 7,744.1 $ 7,313.0
TAXES $ 2,323.2 $ 2,255.7
TAX RATE 30.0% 30.8%
NET INCOME $ 5,420.9 $ 5,057.3 7%
EPS - ASSUMING DILUTION $2.33 $2.15 8%
AVG. # SHARES - ASSUMING DILUTION 2,329.1 2,351.6
2001 % CHG. VOL PX FX
------- ------- ------- ------- -------
TOTAL SALES $35,155 22% 17 6 -1
------- ------- ------- ------- -------
Total U.S. and Foreign Sales 15,755 6% 8 1 -3
------- ------- ------- ------- -------
U.S 10,105 7% 5 2 0
Foreign 5,650 5% 13 0 -8
Other Medco Sales 19,400 38%
Exhibit 99(b)
MERCK & CO., INC.
OTHER FINANCIAL DISCLOSURES
THIRD QUARTER
2001
OTHER (INCOME)/EXPENSE, NET
3Q '01 3Q '00 YTD 2001 YTD 2000
-------- -------- -------- --------
INTEREST INCOME $ (114.6) $ (124.8) $ (380.3) $ (326.4)
INTEREST EXPENSE 121.8 121.8 355.2 355.1
EXCHANGE (GAINS)/LOSSES 1.5 (14.3) (18.6) (31.8)
MINORITY INTERESTS 72.3 74.8 218.3 230.8
AMORTIZATION OF GOODWILL AND INTANGIBLES 83.7 80.8 244.8 238.2
Other, net (62.5) (42.3) (191.0) (211.4)
-------- -------- -------- --------
TOTAL $ 102.2 $ 96.0 $ 228.4 $ 254.5
======== ======== ======== ========
JOINT VENTURE SALES DETAIL
All sales reported here are end-market JV sales, presented on a "NET" basis,
rounded to the nearest $5 million.
MERIAL 3Q '01 3Q '00 YTD 2001 YTD 2000
------ ------ ------ -------- --------
IVOMEC, HEARTGARD, other avermectins $ 130 $ 150 $ 365 $ 405
FRONTLINE 100 90 340 275
Biologicals 85 80 255 240
Other Animal Health 45 50 145 150
Poultry Genetics 50 55 155 165
------ ------ ------ ------
TOTAL MERIAL SALES $ 410 $ 425 $1,260 $1,235
====== ====== ====== ======
AVENTIS PASTEUR-MSD 3Q '01 3Q '00 YTD 2001 YTD 2000
------------------- ------ ------ -------- --------
HEPATITIS VACCINES $ 20 $ 35 $ 70 $ 110
VIRAL VACCINES 10 10 35 35
Other Vaccines 125 125 265 260
------ ------ ------ ------
TOTAL AP-MSD SALES $ 155 $ 170 $ 370 $ 405
====== ====== ====== ======
TOTAL MEDCO PRESCRIPTION/CLAIMS VOLUME (IN MILLIONS)
2001 2000 % CHG
---- ---- -----
FIRST QUARTER 138 99 39%
SECOND QUARTER 134 98 37%
THIRD QUARTER 128 120 7%
--- --- ---
YEAR TO DATE 400 317 26%
=== === ===
Exhibit 99(b)
MERCK & CO., INC.
PRODUCT SALES DETAIL
3Q '01 vs. 3Q '00
---------------------------------------------------------------
TOTAL TOTAL U.S. U.S. FOREIGN FOREIGN
PRODUCT % CHG $ % CHG $ % CHG $
------- ----- ------ ----- ------ ------- -------
VIOXX 29% $ 795 26% $ 625 42% $ 170
VASOTEC / VASERETIC -47% 245 -85% 30 -16% 215
PRINIVIL / PRINZIDE -10% 265 -8% 245 -33% 20
COZAAR / HYZAAR 33% 540 57% 275 15% 265
MEVACOR -19% 110 -18% 90 -20% 20
ZOCOR 28% 1,740 40% 1,270 3% 470
AGGRASTAT -29% 25 -40% 15 0% 10
SINGULAIR 49% 350 42% 270 78% 80
MAXALT 56% 70 71% 60 0% 10
PROPECIA 10% 55 0% 25 20% 30
PROSCAR 17% 140 8% 70 27% 70
PRIMAXIN 0% 140 0% 40 0% 100
CANCIDAS N/M 10 N/M 10 N/M --
PEPCID -82% 35 -89% 20 0% 15
FOSAMAX 25% 450 23% 320 30% 130
CRIXIVAN/STOCRIN -18% 115 30% 65 -44% 50
TIMOPTIC/TIMOPTIC XE -17% 50 0% 15 -22% 35
TRUSOPT/COSOPT 11% 100 0% 45 22% 55
HEPATITIS VACCINES -5% 100 -5% 90 0% 10
VIRAL VACCINES 3% 160 3% 150 0% 10
OTHER VACCINES N/M 50 N/M 25 N/M 25
NOTE: Product sales rounded to the nearest $5 million.
N / M - Not Meaningful
Exhibit 99(b)
MERCK & CO., INC.
PRODUCT SALES DETAIL
9 MONTHS YTD 2001 OVER 2000
---------------------------------------------------------------
TOTAL TOTAL U.S. U.S. FOREIGN FOREIGN
PRODUCT % CHG $ % CHG $ % CHG $
------- ----- ------ ----- ------ ------- -------
VIOXX 37% $2,005 30% $1,530 67% $ 475
VASOTEC / VASERETIC -45% 800 -83% 110 -16% 690
PRINIVIL / PRINZIDE 13% 940 16% 870 -18% 70
COZAAR / HYZAAR 21% 1,435 27% 640 17% 795
MEVACOR -1% 390 3% 330 -20% 60
ZOCOR 21% 4,615 31% 3,190 3% 1,425
AGGRASTAT -15% 85 -27% 55 20% 30
SINGULAIR 67% 1,025 67% 800 67% 225
MAXALT 52% 205 57% 165 33% 40
PROPECIA 7% 160 21% 85 -6% 75
PROSCAR 19% 410 27% 210 11% 200
PRIMAXIN -2% 440 0% 130 -3% 310
CANCIDAS N/M 25 N/M 20 N/M 5
PEPCID -46% 330 -50% 280 -9% 50
FOSAMAX 34% 1,290 40% 940 21% 350
CRIXIVAN/STOCRIN -18% 335 -3% 150 -27% 185
TIMOPTIC/TIMOPTIC XE -13% 165 -10% 45 -14% 120
TRUSOPT/COSOPT 13% 300 16% 145 11% 155
HEPATITIS VACCINES 0% 270 0% 245 0% 25
VIRAL VACCINES 5% 425 4% 395 20% 30
OTHER VACCINES N/M 100 N/M 65 N/M 35
NOTE: Product sales rounded to the nearest $5 million.
N / M - Not Meaningful