-----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, DNt9WKmdye/AVsROAI8/9/4FXOFQkOsjkf9KAV/EMCEtKBvpr9hLlVgBPv4htDKj UXOLXPRVW2SBMHYoRfmwcQ== 0000950123-09-027339.txt : 20090730 0000950123-09-027339.hdr.sgml : 20090730 20090730080035 ACCESSION NUMBER: 0000950123-09-027339 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20090729 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090730 DATE AS OF CHANGE: 20090730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MYLAN INC. CENTRAL INDEX KEY: 0000069499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 251211621 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09114 FILM NUMBER: 09971940 BUSINESS ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 724-514-1800 MAIL ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 FORMER COMPANY: FORMER CONFORMED NAME: MYLAN LABORATORIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FRM CORP DATE OF NAME CHANGE: 19711003 8-K 1 l37113e8vk.htm FORM 8-K FORM 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 29, 2009
MYLAN INC.
(Exact Name of Registrant as Specified in Charter)
         
Pennsylvania   1-9114   25-1211621
(State or Other Jurisdiction of   (Commission   (I.R.S. Employer
Incorporation)   File Number)   Identification No.)
     
1500 Corporate Drive    
Canonsburg, PA   15317
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (724) 514-1800
     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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))
 
o   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 30, 2009, Mylan Inc., a Pennsylvania corporation, issued a press release reporting its financial results for the period ended June 30, 2009. A copy of the press release is attached hereto as Exhibit 99.1.
     The information in this report (including the exhibit) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
     (c) On July 29, 2009, Mylan Inc. (“Mylan” or the “Company”) announced that Chief Operating Officer Heather Bresch has been named President of the Company, and that Head of Global Technical Operations Rajiv Malik, has been named Mylan’s Chief Operating Officer, in each case effective immediately.
     Ms. Bresch, 40, had served as Mylan’s Executive Vice President and Chief Operating Officer since October 2007, before which she was Head of North American Operations since January 2007. She previously served as Senior Vice President, Strategic Corporate Development, beginning in February 2006. Ms. Bresch joined Mylan in 1992, and has held a number of management positions during her tenure, including Vice President, Strategic Corporate Development from May 2005 to February 2006, Vice President of Public and Government Relations from February 2004 to April 2005, Director of Government Relations from March 2002 to February 2004, and Director of Business Development from January 2001 to March 2002.
     Mr. Malik, 48, had served as Mylan’s Head of Global Technical Operations since January 2007, and as Executive Vice President since October 2007. Previously, he served as Chief Executive Officer of Matrix Laboratories from July 2005 to June 2008. Prior to joining Matrix, he served as Head of Global Development and Registrations for Sandoz GmbH from September 2003 to July 2005. Prior to joining Sandoz, Mr. Malik was Head of Global Regulatory Affairs and Head of Pharma Research for Ranbaxy from October 1999 to September 2003.
     Both Ms. Bresch and Mr. Malik are party to an Executive Employment Agreement and a Transition and Succession Agreement, which are described in the Company’s 2009 annual proxy statement and will continue in effect in accordance with their current terms and conditions.
     A copy of the press release issued by the Company regarding Ms. Bresch’s and Mr. Malik’s promotions is attached as Exhibit 99.2.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
         
Exhibit No.   Description
       
 
  99.1    
Press release of the registrant, dated July 30, 2009.
  99.2    
Press release of the registrant, dated July 29, 2009.

 


 

SIGNATURE
     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.
         
  MYLAN INC.
 
 
Date: July 30, 2009  By:   /s/ Jolene Varney    
  Jolene Varney   
  Executive Vice President and Chief Financial Officer   
 

 


 

EXHIBIT INDEX
         
Exhibit No.   Description
       
 
  99.1    
Press release of the registrant, dated July 30, 2009.
       
 
  99.2    
Press release of the registrant, dated July 29, 2009.

 

EX-99.1 2 l37113exv99w1.htm EX-99.1 EX-99.1
Exhibit 99.1
             
FOR IMMEDIATE RELEASE
  CONTACTS:   Michael Laffin (Media)
 
      724.514.1968  
 
      Dan Crookshank (Investors)
724.514.1813
Mylan Reports Adjusted Diluted EPS of $0.32 for the Quarter Ended June 30, 2009
Adjusted Diluted EPS for the Six Months Ended June 30, 2009 is $0.65
2009 Adjusted Diluted EPS Guidance Range Revised Upward to $1.13 to $1.20
PITTSBURGH—July 30, 2009—Mylan Inc. (NASDAQ: MYL) today announced its financial results for the three and six months ended June 30, 2009.
Financial Highlights
    Adjusted diluted EPS, which excludes the impact of certain purchase accounting items as well as other non-cash and/or non-recurring items as detailed below, was $0.32 and $0.65 for the three and six months ended June 30, 2009, compared to $0.20 and $0.29 for the same prior year periods;
 
    Total revenues of $1.27 billion for the three months ended June 30, 2009, an increase of $63.9 million over the same prior year period;
 
    Total revenues of $2.48 billion for the six months ended June 30, 2009, an increase of $199.3 million over the same prior year period;
 
    On a GAAP basis, the company reported diluted EPS of $0.19 and $0.42 for the three and six months ended June 30, 2009, compared to a loss per share of $0.05 and $1.52 in the same prior year periods. The six months ended June 30, 2008 included a non-cash goodwill impairment charge of $385.0 million related to the Specialty Segment.
Mylan’s Chairman and CEO Robert J. Coury commented: “This was yet another successful quarter on many fronts for Mylan as, across the board, we delivered another quarter of financial performance that exceeded our expectations. Our powerful and integrated global platform enabled each of our businesses to generate year-over-year quarterly revenue growth on a constant currency basis and to deliver additional operational efficiencies as well. In addition, we took an important initial step in one of our targeted areas of future growth by entering into a collaborative agreement with Biocon in the area of generic biologics.”
Coury continued: “On the strength of the momentum provided by our first half results, coupled with what we now forecast to be a much stronger second half, we are very pleased to once again be increasing our full year 2009 adjusted diluted EPS guidance. At the mid-point of our new quidance range of $1.13 to $1.20, we’re now projecting year-over-year growth in full year adjusted diluted EPS of approximately 45%.”
Financial Summary
Total revenues for the quarter ended June 30, 2009, increased by $63.9 million, or 5.3%, to $1.27 billion, from $1.20 billion in the same prior year period. Increased revenues were realized by all three of Mylan’s reportable segments, Generics, Specialty and Matrix, as further discussed below. Excluding the unfavorable effect of foreign currency translation, primarily

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reflecting a stronger U.S. dollar, year-over-year revenue growth on a constant currency basis would have been approximately 13%.
Generics revenues, which are derived from sales in North America, Europe, the Middle East and Africa (collectively, EMEA) and Asia Pacific were $1.03 billion in the current quarter, compared to $983.1 million in the same prior year period.
Total revenues from North America were $533.3 million for the three months ended June 30, 2009, compared to $452.0 million for the same prior year period, representing an increase of 18.0%.
Revenues from products launched in the U.S. subsequent to June 30, 2008, and increased volume were primarily responsible for the increase in revenues, partially offset by unfavorable pricing as a result of additional generic competition on certain products. In the current quarter, new products contributed revenues of $112.2 million, primarily consisting of Divalproex Sodium Extended-release (Divalproex), which Mylan launched in the first quarter of 2009.
Total revenues from EMEA were $367.8 million in the current quarter, compared to $389.8 million in the same prior year period, a decrease of 5.6%. On a constant currency basis, EMEA revenues increased by nearly 10% over the prior year period. Higher revenues in France, EMEA’s largest market, and the U.K. served to offset lower revenue in Germany. In France, revenues increased as a result of higher volumes and new product launches, while prior period revenues in the U.K. were negatively impacted by excess supply that existed in the market at that time. Also contributing to EMEA revenues were sales from the Central and Eastern European businesses, which Mylan acquired from Merck KGaA in June 2008.
Sales in Asia Pacific are derived from Mylan’s operations in Australia, Japan and New Zealand. Asia Pacific revenues were $127.9 million in the current quarter, compared to $141.4 million in the same prior year period, a decrease of 9.5%. On a constant currency basis, sales were slightly higher in the current quarter. This increase was driven by higher revenues in Japan as a result of continued pro-generic measures implemented by the Japanese government as well as new product launches. Additionally, in Australia, the effects of a government-mandated price reduction, which went into effect in July 2008, were more than offset by higher volumes and new products.
Specialty, consisting of Mylan’s Dey business, which focuses on the development, manufacture and marketing of specialty pharmaceuticals in the respiratory and severe allergy markets, reported third-party sales of $122.8 million, an increase of 16.0% from third-party sales of $105.9 million for the three months ended June 30, 2008. Perforomist®, Dey’s Formoterol Fumarate Inhalation Solution (Perforomist), and EpiPen®, Dey’s Epinephrine auto-injector (EpiPen), were the primary drivers of the increase in revenues.
Matrix reported third-party revenues of $116.9 million for the three months ended June 30, 2009, compared to $104.6 million for the same prior year period, representing an increase of 11.7%. On a constant currency basis, year-over-year revenue growth would have been approximately 29%. Matrix’s revenues increased primarily as a result of higher sales of first-line anti-retroviral (ARV) products from the Company’s finished dosage form (FDF) business.
Gross profit for the three months ended June 30, 2009, was $527.8 million and gross margins were 41.7%. Excluding certain purchase accounting items, gross margins would have been 47.2% in the current quarter compared to 43.7% in the same prior year period. Margin

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improvement was realized by all three of Mylan’s segments, driven primarily by products launched subsequent to June 30, 2008, and continued integration synergies.
Gross margins in the current quarter were negatively impacted by certain purchase accounting items of approximately $70.1 million, which consisted primarily of amortization related to purchased intangible assets. In the same prior year period, gross margins were negatively impacted by similar items, which amounted to approximately $112.1 million.
Earnings from operations were $174.7 million for the three months ended June 30, 2009, compared to $74.0 million in the same prior year period. Excluding purchase accounting items from both periods, earnings from operations would have been $244.8 million in the current quarter, compared to $186.1 million in the prior year.
The increase in operating income in the current quarter is due to increased sales and gross profit, as well as lower R&D expense, partially offset by higher SG&A expense.
SG&A expense increased in the current quarter primarily due to higher payroll and payroll related costs and increased legal and consulting costs, including those associated with the purchase, during the quarter, of additional shares in Matrix. Both SG&A and R&D expense in the current quarter were favorably impacted by the effect of the stronger U.S. dollar and by synergies realized as a result of the company’s ongoing restructuring initiatives.
Interest expense for the current quarter totaled $78.2 million, compared to $92.4 million for the three months ended June 30, 2008. This decrease is primarily the result of the reduction of outstanding debt balances through repayments made in December 2008 and March 2009, as well as lower overall interest rates. Other income, net, for the current quarter was $25.3 million, which included a $13.9 million favorable adjustment to the Company’s restructuring reserve as a result of a reduction in the estimated remaining spending on accrued projects and a gain of approximately $10.4 million on the termination of two 50% owned joint ventures with Aspen Pharmacare Holdings Limited of South Africa.
Total revenues for the six months ended June 30, 2009, increased by $199.3 million, or 8.8%, to $2.48 billion, from $2.28 billion in the same prior year period. As with the quarter, increased revenues were realized by all three of Mylan’s reportable segments. On a constant currency basis, year-over-year revenue growth would have been approximately 17%.
Also included in total revenues for the six months ended June 30, 2009 are other revenues of $52.7 million, which increased by $24.8 million from the same prior year period. This increase is primarily the result of the acceleration of the recognition of revenue related to certain product development arrangements that had been previously deferred.
Generics revenues were $2.06 billion in the six months ended June 30, 2009, compared to $1.89 billion in the same prior year period.
Total revenues from North America were $1.12 billion for the six months ended June 30, 2009, compared to $840.8 million for the same prior year period, representing an increase of 33.1%. This increase was the result of new product revenue of $250.1 million, mainly Divalproex, and higher volumes, partially offset by unfavorable pricing.
Mylan’s Fentanyl Transdermal System (Fentanyl), Mylan’s AB-rated generic alternative to Duragesic®, continued to contribute significantly to both revenue and gross profit despite the

3


 

entrance into the market of additional generic competition. Sales of Fentanyl have remained relatively strong primarily due to Mylan’s ability to continue to be a stable and reliable source of supply to the market.
Total revenues from EMEA were $700.6 million in the current quarter, compared to $778.7 million in the same prior year period, a decrease of 10.0%. On a constant currency basis, EMEA revenues would have increased by nearly 5%. Higher revenues in France, driven mainly by new product launches, and a full six months of revenue contribution from the Central and Eastern European businesses served to offset lower revenues brought about by continued pricing pressures in certain European markets such as Germany and Portugal.
Asia Pacific revenues were $236.9 million in the current quarter, compared to $270.2 million in the same prior year period, a decrease of 12.3%. On a constant currency basis, sales in the current year would have been essentially flat.
Specialty reported third-party sales of $202.2 million, compared to $183.0 million for the six months ended June 30, 2008. EpiPen was the primary driver of the increase in revenues. Higher sales of Perforomist were offset by lower sales of DuoNeb®, which continues to experience the unfavorable impact of generic competition, which first entered the market in 2007.
Matrix reported third-party revenues of $219.5 million for the six months ended June 30, 2009, compared to $192.3 million for the same prior year period, representing an increase of 14.2%. On a constant currency basis, year-over-year revenue growth would have been approximately 35%, driven by increased sales of ARV FDF products.
Gross profit for the six months ended June 30, 2009, was $1.05 billion and gross margins were 42.5%. Excluding certain purchase accounting items totaling $139.1 million for the six months ended June 30, 2009, and $230.2 million in the same prior year period, gross margins would have been 48.1% compared to 43.7%. The increase in gross margins was driven primarily by products launched subsequent to June 30, 2008, and continued integration synergies.
Earnings from operations were $402.1 million for the six months ended June 30, 2009, compared to a loss from operations of $297.5 million in the same prior year period, which included a non-cash goodwill impairment charge of $385.0 million. Excluding purchase accounting items from both periods, as well as the non-cash impairment charge from the prior year, earnings from operations would have been $541.2 million in the current year, compared to $317.7 million in the prior year.
The increase in operating income in the current year is due to increased sales and gross profit, as well as lower overall operating expenses. Additionally, earnings from operations in the current year include approximately $28.5 million of incremental revenue resulting from the acceleration of the recognition of revenue related to certain product development arrangements as discussed above.
Operating expenses decreased overall as a result of the favorable effect of the stronger U.S. dollar and by synergies realized as a result of the company’s ongoing restructuring initiatives. In addition, the prior year included higher costs as a result of a greater amount of activity associated with the integration of the former Merck Generics business. Partially offsetting these favorable items were increased professional and consulting fees as well as higher payroll and payroll related costs.

4


 

Interest expense for the current year totaled $163.2 million, compared to $188.9 million for the six months ended June 30, 2008. This decrease is primarily the result of the reduction of outstanding debt balances through repayments made in December 2008 and March 2009, as well as lower overall interest rates.
EBITDA, which is defined as net income (loss) (excluding the non-controlling interest and income from equity method investees) plus income taxes, interest expense, depreciation and amortization, was $299.1 million for the quarter ended June 30, 2009 and $625.8 million for the six months then ended. After adjusting for certain non-recurring or non-cash items as further discussed below, adjusted EBITDA was $316.6 million and $641.5 million for the three and six months, respectively.
Non-GAAP Financial Measures
Mylan is disclosing non-GAAP financial measures when providing financial results. Primarily due to acquisitions, Mylan believes that an evaluation of its ongoing operations (and comparisons of its current operations with historical and future operations) would be difficult if the disclosure of its financial results were limited to financial measures prepared only in accordance with accounting principles generally accepted in the U.S. (GAAP). In addition to disclosing its financial results determined in accordance with GAAP, Mylan is disclosing non-GAAP results that exclude items such as amortization expense and other costs directly associated with the acquisitions as well as certain other non-recurring and non-cash expenses and revenue in order to supplement investors’ and other readers’ understanding and assessment of the company’s financial performance because the company’s management uses these measures internally for forecasting, budgeting and measuring its operating performance. In addition, the company believes that including EBITDA and supplemental adjustments applied in presenting adjusted EBITDA is appropriate to provide additional information to investors to demonstrate the company’s ability to comply with financial debt covenants (which are calculated using a measure similar to adjusted EBITDA) and assess the company’s ability to incur additional indebtedness. Whenever Mylan uses such a non-GAAP measure, it will provide a reconciliation of non-GAAP financial measures to the most closely applicable GAAP financial measure. Investors and other readers are encouraged to review the related GAAP financial measures and the reconciliation of non-GAAP measures to their most closely applicable GAAP measure set forth below and should consider non-GAAP measures only as a supplement to, not as a substitute for or as a superior measure to, measures of financial performance prepared in accordance with GAAP.
Below is a reconciliation of Mylan’s results as reported under GAAP to its adjusted results for the three and six months ended June 30, 2009:

5


 

                                                 
    Three Months Ended June 30, 2009     Six Months Ended June 30, 2009  
    US GAAP     Adjustments     As Adjusted     US GAAP     Adjustments     As Adjusted  
Total revenues
    1,267.0       (2.3 ) a      1,264.7       2,476.9       (30.8 ) a      2,446.1  
Cost of sales
    739.2       (72.8 ) b      666.4       1,423.4       (149.2 ) b      1,274.2  
 
                                   
Gross profit
    527.8       70.5       598.3       1,053.5       118.4       1,171.9  
Operating expenses:
                                               
Research and development
    74.0       (18.6 ) c      55.4       132.9       (22.2 ) c       110.7  
Selling, general and administrative
    279.7       (20.4 ) a      259.3       521.3       (33.5 ) a      487.8  
Litigation settlements, net
    (0.6 )     0.6             (2.8 )     2.8        
 
                                   
Total operating expenses
    353.1       (38.4 )     314.7       651.4       (52.9 )     598.5  
 
                                   
Earnings from operations
    174.7       108.9       283.6       402.1       171.3       573.4  
Interest expense
    78.2       (10.7 ) d      67.5       163.2       (20.9 ) d      142.3  
Other income, net
    25.3       (23.8 ) e      1.5       29.5       (23.8 ) e      5.7  
 
                                   
Earnings before income taxes and noncontrolling interest
    121.8       95.8       217.6       268.4       168.4       436.8  
Income tax provision
    26.2       44.2   f      70.4       63.6       72.4   f      136.0  
 
                                   
Net earnings before noncontrolling interest
    95.6       51.6       147.2       204.8       96.0       300.8  
Net (earnings) loss attributable to the noncontrolling interest
    (2.8 )     3.0   g      0.2       (5.8 )     3.0   g      (2.8 )
 
                                   
Net earnings attributable to Mylan Inc. before preferred dividends
    92.8       54.6       147.4       199.0       99.0       298.0  
Preferred dividends
    34.8       (34.8 ) h            69.5       (69.5 ) h       
 
                                   
Net earnings attributable to Mylan Inc. common shareholders
  $ 58.0     $ 89.4     $ 147.4     $ 129.5     $ 168.5     $ 298.0  
 
                                   
Diluted earnings per common share
                                               
attributable to Mylan Inc:
  $ 0.19             $ 0.32     $ 0.42             $ 0.65  
 
                                       
Diluted weighted average common shares outstanding:
    306.3               459.1       305.8               458.6  
 
                                       
 
(a)   This adjustment relates to Integration and other non-recurring items, which includes charges principally related to the acquisition and integration of the former Merck Generics business (e.g., non-recurring professional and consulting fees and other non-recurring expenses) as well as certain restructuring and non-recurring revenue items.
 
(b)   This amount consists primarily of amortization expense related to purchased intangible assets in the amount of $70.1 million and $139.1 million for the three and six months, respectively. The remainder in each period relates to integration and other non-recurring items. See footnote (a).
 
(c)   This amount includes a one-time charge related to an upfront payment made with respect to the Company’s execution of a co-development agreement during the quarter ended June 30, 2009 and integration and other non-recurring items. See footnote (a).
 
(d)   Represents non-cash interest on the Company’s convertible notes.
 
(e)   Included in this amount is a $13.9 million favorable adjustment to the Company’s restructuring reserve as a result of a reduction in the estimated remaining spending on accrued projects and a gain of approximately $10.4 million on the termination of two 50% owned joint ventures with Aspen Pharmacare Holdings Limited of South Africa. The remainder in each period relates to integration and other non-recurring items. See footnote (a).
 
(f)   The tax effect is calculated assuming an annual adjusted effective tax rate for the resulting adjusted earnings, and results in a year to date (and annual) adjusted effective tax rate on adjusted earnings of 31% including the impact of tax synergies.
 
(g)   The gain of $10.4 million described in footnote (e) was recorded by the Company’s majority-owned subsidiary. As this gain was excluded from adjusted earnings, an adjustment was recorded to also exclude from net earnings the amounts attributable to the noncontrolling interest with respect to this gain.
 
(h)   Adjusted diluted EPS for the three and six months ended June 30, 2009, were calculated under the “if-converted method” which assumes conversion of the company’s preferred stock into a maximum of 152.8 million shares of common stock and excludes the preferred dividend from the calculation. The “if-converted” method was more dilutive to adjusted diluted EPS for the three and six month periods by approximately $0.05 per share and $0.09 per share, respectively.
Below is a reconciliation of GAAP net earnings attributable to Mylan Inc. to adjusted EBITDA for the three and six months ended June 30, 2009:

6


 

                 
    Three months ended     Six months ended  
(in millions)   June 30, 2009     June 30, 2009  
GAAP net earnings attributable to Mylan Inc.
  $ 92.9     $ 198.9  
Add/(Deduct):
               
Net earnings attributable to the noncontrolling interest
    2.8       5.8  
Income from equity method investees
    (0.5 )     (1.3 )
Income taxes
    26.2       63.6  
Interest expense
    78.2       163.2  
Depreciation & amortization
    99.5       195.6  
 
           
EBITDA
    299.1       625.8  
Add/(Deduct) Adjustments:
               
Non-cash stock-based compensation expense
    6.2       14.7  
Litigation settlements, net
    (0.6 )     (2.8 )
Integration and other non-recurring items
    11.9       3.8  
 
           
Adjusted EBITDA
  $ 316.6     $ 641.5  
 
           
Conference Call
Mylan will host a conference call and live webcast today, Thursday, July 30, 2009, at 8:30 a.m. ET, in conjunction with the release of its financial results. The dial-in number to access the July 30 call is 877.857.6176 or 719.325.4764 for international callers. A replay, available for approximately seven days, will be available at 888.203.1112 or 719.457.0820 for international callers with access pass code 1742471. To access a live webcast of the call, please log on to Mylan’s Web site (www.mylan.com) at least 15 minutes before the event is to begin to register and download or install any necessary software. A replay of the webcast will be available on www.mylan.com for approximately seven days.
About Mylan
Mylan Inc., which provides products to customers in more than 140 countries and territories, ranks among the leading diversified generic and specialty pharmaceutical companies in the world. The company maintains one of the industry’s broadest — and highest quality — product portfolios, supported by a robust product pipeline; owns a controlling interest in the world’s third largest active pharmaceutical ingredient manufacturer; and operates a specialty business focused on respiratory and allergy therapies. For more information, please visit www.mylan.com.
Forward Looking Statements
This press release includes statements that constitute “forward-looking statements”, including with regard to the company’s future operations and its earnings expectations. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Because such statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: challenges, risks and costs inherent in business integrations and in achieving anticipated synergies; the effect of any changes in customer and supplier relationships and customer purchasing patterns; general market perception of the acquisition of the former Merck Generics business; the ability to attract and retain key personnel; changes in third-party

7


 

relationships; the impacts of competition; changes in economic and financial conditions of the company’s business; uncertainties and matters beyond the control of management; inherent uncertainties involved in the estimates and judgments used in the preparation of financial statements, and the providing of estimates of financial measures, in accordance with GAAP and related standards. These cautionary statements should be considered in connection with any subsequent written or oral forward-looking statements that may be made by the company or by persons acting on its behalf and in conjunction with its periodic SEC filings. In addition, please refer to the cautionary statements and risk factors set forth in the company’s Report on Form 10-Q, for the quarter ended Mar. 31, 2009, and in its other filings with the SEC. Further, uncertainties or other circumstances, or matters outside of the company’s control between the date of this release and the date that its Form 10-Q for the quarter ended June 30, 2009 is filed with the SEC could potentially result in adjustments to reported results. The company undertakes no obligation to update statements herein for revisions or changes after the date of this release.

8


 

Mylan Inc. and Subsidiaries
Condensed Consolidated Statements of Operations

(Unaudited; in thousands, except per share amounts)
                                 
    Three Months Ended     Six Months Ended  
    June 30, 2009     June 30, 2008     June 30, 2009     June 30, 2008  
            As Adjusted*             As Adjusted*  
Revenues:
                               
Net revenues
  $ 1,255,798     $ 1,187,258     $ 2,424,160     $ 2,249,670  
Other revenues
    11,179       15,864       52,733       27,912  
 
                       
 
                               
Total revenues
    1,266,977       1,203,122       2,476,893       2,277,582  
Cost of sales
    739,210       788,912       1,423,393       1,513,150  
 
                       
 
                               
Gross profit
    527,767       414,210       1,053,500       764,432  
 
                       
 
                               
Operating expenses:
                               
Research and development
    74,016       80,753       132,853       164,599  
Impairment loss on goodwill
                      385,000  
Selling, general and administrative
    279,672       259,357       521,344       512,269  
Litigation settlements, net
    (634 )     100       (2,751 )     100  
 
                           
Total operating expenses
    353,054       340,210       651,446       1,061,968  
 
                       
 
                               
Earnings (loss) from operations
    174,713       74,000       402,054       (297,536 )
Interest expense
    78,172       92,386       163,175       188,865  
Other income, net
    25,308       7,855       29,498       14,816  
 
                       
 
                               
Earnings (loss) before income taxes and noncontrolling interest
    121,849       (10,531 )     268,377       (471,585 )
Income tax provision (benefit)
    26,178       (28,905 )     63,632       (76,026 )
 
                       
 
                               
Net earnings (loss)
    95,671       18,374       204,745       (395,559 )
Net (earnings) loss attributable to the noncontrolling interest
    (2,801 )     72       (5,816 )     2,114  
 
                       
Net earnings (loss) attributable to Mylan Inc. before preferred dividends
    92,870       18,446       198,929       (393,445 )
Preferred dividends
    34,759       34,759       69,518       69,477  
 
                       
Net earnings (loss) attributable to Mylan Inc. common shareholders
  $ 58,111     $ (16,313 )   $ 129,411     $ (462,922 )
 
                       
 
                               
Earnings (loss) per common share attributable to Mylan Inc.:
                               
Basic
  $ 0.19     $ (0.05 )   $ 0.42     $ (1.52 )
 
                       
Diluted
  $ 0.19     $ (0.05 )   $ 0.42     $ (1.52 )
 
                       
 
                               
Weighted average common shares outstanding:
                               
Basic
    304,991       304,284       304,784       304,233  
 
                       
Diluted
    306,256       304,284       305,759       304,233  
 
                       
 
*   Adjusted to reflect the adoption of FSP APB No. 14-1

9


 

Mylan Inc. and Subsidiaries
Condensed Consolidated Balance Sheets

(Unaudited; in thousands)
                 
    June 30, 2009     December 31, 2008  
            As Adjusted*  
Assets:
               
Current assets:
               
Cash and cash equivalents
  $ 429,477     $ 557,147  
Restricted cash
    56,050       40,309  
Available-for-sale securities
    30,117       42,260  
Accounts receivable, net
    1,140,605       1,164,613  
Inventories
    1,077,088       1,065,990  
Other current assets
    289,238       304,354  
 
           
Total current assets
    3,022,575       3,174,673  
Intangible assets, net
    2,429,344       2,453,161  
Goodwill
    3,179,083       3,161,580  
Other non-current assets
    1,611,682       1,620,445  
 
           
Total assets
  $ 10,242,684     $ 10,409,859  
 
           
 
               
Liabilities:
               
Current liabilities
  $ 1,421,417     $ 1,544,650  
Long-term debt
    4,978,289       5,078,937  
Other non-current liabilities
    930,690       999,431  
 
           
Total liabilities
    7,330,396       7,623,018  
Noncontrolling interest
    16,235       29,108  
Mylan Inc. shareholders’ equity
    2,896,053       2,757,733  
 
           
Total liabilities and shareholders’ equity
  $ 10,242,684     $ 10,409,859  
 
           
 
*   Adjusted to reflect the adoption of FSP APB No. 14-1

10

EX-99.2 3 l37113exv99w2.htm EX-99.2 EX-99.2
Exhibit 99.2
(MYLAN LOGO)
         
FOR IMMEDIATE RELEASE
  CONTACTS:   Michael Laffin (Media)
724.514.1968
Dan Crookshank (Investors)
724.514.1813
Mylan Announces Enhancements to Executive Management Team
Heather Bresch Named Mylan President
Rajiv Malik Named Chief Operating Officer
Timothy Sawyer Named Senior Vice President of Strategic Corporate Development
PITTSBURGH—July 29, 2009—Mylan Inc. (Nasdaq: MYL) today announced several key enhancements to its executive management team. The changes, which reflect internal promotions and an external hire, position the company for further profitable expansion.
Heather Bresch has been promoted to president. In this expanded executive leadership role, Bresch will take on additional leadership responsibilities related to the day-to-day operations of the company. She served most recently as Mylan’s chief operating officer. Throughout her 17-year tenure with the company, Bresch has performed with distinction and as chief integration officer was instrumental in overseeing Mylan’s transformation into one of the world’s largest and most efficient generics and specialty pharmaceutical companies. Other executive positions previously held by Bresch include senior vice president of Strategic Corporate Development and head of North American Operations.
Rajiv Malik has been promoted to chief operating officer. Most recently, Malik was head of Mylan’s global technical operations, where he oversaw R&D and manufacturing; supply chain and sourcing; and quality and regulatory affairs. Malik will continue to be responsible for these areas and also oversee the company’s generic biologics efforts as well as those initiatives related to emerging markets. His contributions were also instrumental to the integration of both Matrix and the former Merck Generics businesses and in helping Mylan to become one of world’s largest, quality pharmaceutical companies. Prior to Mylan, Malik has over 25 years of global generic pharmaceutical industry experience in leadership positions, including most recently as CEO of Matrix. In his new role, he will continue to report to Bresch.
In addition, Timothy B. Sawyer has joined Mylan as senior vice president of Strategic Corporate Development, reporting to Bresch. In this role, he will work closely with the other senior management members to help lead the company’s global strategic development activities. Sawyer enjoys an exemplary 16-year track record in the generic pharmaceutical industry, primarily in commercial operations. He joins Mylan from Teva Pharmaceuticals, where he served most recently as executive vice president, Global Generic Sales and Marketing, for Barr Laboratories, whose parent company, Barr Pharmaceuticals, was acquired by Teva. In that position, Sawyer was responsible for all generic marketing and sales in North America as well as commercial activities in the rest of the world. He also led the successful integration of Barr’s ex-U.S. commercial operations following its 2006 acquisition of Croatia-based PLIVA. Prior to that, Sawyer served as vice president, Generic Sales and Marketing, for Barr Laboratories. In that role, he led the company’s entry into the U.S. generic oral contraceptives market and engineered the first blockbuster generic patent challenge launch in history. Under his leadership, Barr also won numerous customer awards for excellence.

 


 

Mylan’s Chairman and CEO Robert J. Coury said: “On behalf of myself and the Board of Directors of Mylan, we would like to personally congratulate Heather and Rajiv on their well-deserved promotions. Their track record of delivering results and executing flawlessly as well as their exemplary leadership skills has earned them the right to these new roles. I also would like to welcome Tim Sawyer to Mylan. I have had the chance to observe Tim’s growth from an outsider’s perspective and I am extremely excited for him to become a member of our senior management team and look forward to his immediate contributions to our continued growth.
“As I have previously stated, one of my major commitments in 2009 was to continue to enhance and deepen Mylan’s senior management team in order to take advantage of the numerous growth opportunities we see. These two promotions, new hire and our recent appointment of Jolene Varney as Mylan’s chief financial officer only further support my contention that Mylan has one of the strongest management teams in the industry. These appointments demonstrate our commitment to develop leaders internally while also recruiting top executives outside the company. In addition to the above, we will continue to expand and build out our senior leadership teams throughout the world.”
Mylan Inc., which provides products to customers in more than 140 countries and territories, ranks among the leading diversified generics and specialty pharmaceutical companies in the world. The company maintains one of the industry’s broadest — and highest quality — product portfolios, supported by a robust product pipeline; owns a controlling interest in the world’s third largest active pharmaceutical ingredient manufacturer; and operates a specialty business focused on respiratory and allergy therapies. For more information, please visit www.mylan.com.
###

 

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