Showing posts with label France. Show all posts
Showing posts with label France. Show all posts

Sanofi-Aventis (France) Net Profit Slumps On Restructuring


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Sanofi-Aventis (France) (SASY.PA) Net Profit Slumps On Restructuring
2/9/2011

PARIS, Feb. 9, 2011 /PRNewswire/ --

Change at
constant
exchange rates

Change at
constant
exchange rates

In order to facilitate an understanding of our operational performance, we comment on our business net income statement. Business net income(1) is a non-GAAP financial measure. The consolidated income statement for 2010 is provided in Appendix 8. A reconciliation of business net income to consolidated net income is provided in Appendix 7. Consolidated net income in 2010 was euro 5,467 million, compared with euro 5,265 million in 2009. Consolidated earnings per share in 2010 was euro 4.19 versus euro 4.03 in 2009.

Commenting on the Group's performance in 2010, sanofi-aventis Chief Executive Officer, Christopher A. Viehbacher said, "2010 was the first year in which the patent cliff really became visible with generic competition for several of our products, notably Lovenox® in the U.S. However, we have delivered another year of EPS growth due to the excellent performance of our growth platforms, which now account for 54% of sales, and tight cost control. In 2010, these growth platforms accounted for more than 16 billion in sales, an increase of 12.5%, constituting a solid basis for the mid and long term development of our company."

2010 Performance

Overall sales(2) decline of 0.8%, demonstrated resilience despite the impact of U.S. healthcare reform, EU austerity measures, and more than euro 2 billion of sales lost as a result of generic competition Emerging Markets(3) generated in excess of euro 9 billion in sales (+16.3%), accounting for 29.9% of total sales and is now the largest contributor to Group sales by regionThe Consumer Health Care (euro 2,217 million in sales, +45.7%) and Generics (euro 1,534 million in sales, +41.5%) businesses continued their strong growth trend supported by bolt-on acquisitionsThe vaccines business had a record year with sales of euro 3,808 million, driven by a strong performance of seasonal flu vaccines which grew 33.3%; pandemic flu vaccines also contributed euro 452 millionDiabetes sales reached euro 4,298 million (+9.2%); penetration of Lantus®SoloSTAR® significantly increased and accounted for 40.2% of total Lantus® franchise sales in the U.S. in Q4 2010Jevtana® exceeded the Group's expectations with U.S. sales of euro 82 million, while Multaq® recorded sales of euro 172 million in its first full year Business EPS(1) grew 6.8% in 2010 on a reported basis and 2.6% at CER Free cash flow(4) increased by 26.7% to euro 9,416 millionProposed dividend of euro 2.50 (versus euro 2.40 paid in 2010), with an option for payment in shares

Transformation Program

Cost savings are progressing faster than expected; cost savings of euro 1.3 bn(5) were achieved in 2010 and the original goal of euro 2 billion(5) (initially expected to be achieved in 2013) will now be reached in 2011, with significant reallocation of resources toward growth platformsPhase III studies are expected to be reported in 2011 for 5 compounds FDA approval was recently obtained for Allegra® OTC with an expected launch in March

2011 Guidance

Despite the absence of A/H1N1 vaccines sales and the impact of generic competition, double digit sales increase(6) of growth platforms and cost control should lead to 2011 business EPS(1) 5% to 10% lower at CER than 2010 business EPS(7), barring major unforeseen adverse events. This guidance does not assume a return of generics of Eloxatin® in the U.S. and does not include any benefit from a possible acquisition of Genzyme.

(1) See Appendix 11 for definitions of financial indicators; (2) Growth in net sales is expressed at constant exchange rates (CER) unless otherwise indicated (see Appendix 11 for a definition); (3) See definition on page 8; (4) before restructuring costs, dividend payments and acquisitions; (5) at CER, before inflation and on a constant structure basis (6) at CER; (7) euro 7.06; see Appendix 11 for a definition.

2010 fourth-quarter and full-year net sales

Unless otherwise indicated, all sales growth figures in this press release are stated at constant exchange rates(1).

In the fourth quarter of 2010, sanofi-aventis generated net sales of euro 7,395 million, up 0.5% on a reported basis. Exchange rate movements had a favorable effect of 6.4 percentage points, mainly due to the weaker euro versus the U.S. dollar, Japanese Yen, Brazilian Real, and Australian dollar. At constant exchange rates, and including changes in structure (primarily the consolidation of Chattem), net sales decreased by 5.9%. Excluding changes in structure and at constant exchange rates, fourth-quarter net sales declined by 7.1% or by 2.4% excluding pandemic influenza vaccine sales booked in the fourth quarter of 2009.

Net sales in 2010 were 3.7% higher on a reported basis at euro 30,384 million. Exchange rate movements had a favorable effect of 4.5 percentage points, largely reflecting the appreciation of the U.S. dollar, Brazilian Real, Japanese Yen, Australian dollar and Canadian dollar against the euro. At constant exchange rates, and after taking into account changes in structure (in particular the consolidation of Chattem), net sales decreased by 0.8%. Excluding changes in structure and at constant exchange rates, net sales for the full year decreased 2.7%.

Key Growth Platforms (see Appendix 5)

The Group's growth platforms collectively accounted for 56% of total consolidated sales in the fourth quarter of 2010 which is up from 52% in the fourth quarter of 2009. In 2010, the growth platforms increased by 12.5% and represented 54% of total consolidated sales compared with 47% for 2009. Animal Health achieved sales (not consolidated) of $577 million (-1.2%) and $2,635 million (+2.6%) in the fourth quarter 2010 and in full year 2010, respectively.

Pharmaceuticals

Fourth-quarter net sales for the Pharmaceuticals business were euro 6,505 million, down 2.7%, reflecting generic competition for Lovenox® and Ambien®CR in the U.S., for Plavix® and Taxotere® in EU and the impact of U.S. health care reform and EU austerity measures. Full year 2010 net sales decreased by 1.6% to euro 26,576 million.

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exchange rates

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exchange rates

Net sales of the Diabetes division were euro 1,101 million (+8.8%) and euro 4,298 million (+9.2%) in the fourth quarter and 2010, respectively. In the fourth quarter, Lantus®, the world's leading diabetes brand, reported net sales of euro 894 million, an increase of 8.8%. Over the period, sales of the product grew by 22.2% in Japan, and by 24.8% (euro 137 million) in Emerging Markets(9) led by Latin America and China. Lantus® recorded U.S. fourth-quarter sales of euro 533 million (up 6.3%); these figures include an accrual related to U.S. health care reform and were impacted by a reduction in inventory.

(8) See Appendix 2 for a geographical split of consolidated net sales by product.

(9) World excluding the U.S. and Canada, Western Europe, Japan, Australia and New Zealand

The contribution from Lantus®SoloSTAR® in the fourth quarter 2010 represented 40.2% of total Lantus® sales in the U.S., an increase of 7.9 percentage points versus Q4 2009. In Western Europe, sales were euro 172 million (+3.0%). In full year 2010, Lantus® family sales reached euro 3,510 million, up 9.1%.

BGStar® and iBGStar, the first range of blood glucose monitoring systems (BGMs) co-developed by sanofi-aventis and its partner AgaMatrix were approved in Europe. BGStar® was also approved in the U.S. where a dossier for iBGStar was submitted in Q4 2010. The Group expects to launch BGStar® and iBGStar in 2011.

In January 2011, the FDA updated its ongoing safety review of Lantus®. In addition to the analysis of the four studies published in Diabetologia, the FDA also reviewed results from a five-year diabetic retinopathy clinical trial in patients with Type 2 Diabetes. At this time and based on these data, FDA has not concluded that Lantus increases the risk of cancer.

Net sales ofthe rapid-acting insulin analog Apidra® increased by 24.3% to euro 49 million in the fourth quarter sustained by Western Europe and Emerging Markets. Full year 2010 net sales of Apidra reached euro 177 million (up 24.1%). Amaryl® net sales reached euro 123 million (+4.7%) in the fourth quarter and euro 478 million (+7.7%) in 2010, driven by performance in Asia .

Lovenox® net sales in the fourth quarter were euro 582 million, down 26.9% and were impacted by a generic competitor in the U.S. (U.S. sales were euro 233 million down 51.7%). Outside the U.S., Lovenox® sales reached euro 349 million (representing 60.0% of Lovenox sales in the fourth quarter), an increase of 8.4%. Full year 2010 net sales of Lovenox® reached euro 2,806 million (-10.5%), 48.7% of which was generated outside the U.S. (euro 1,367 million, up 7.8%).

November saw the expiration of Taxotere® market exclusivity in the U.S. and composition of matter patent in Europe. Fourth-quarter net sales of the product decreased 20.1% to euro 456 million. In Western Europe, sales were down 26.2% (euro 146 milli

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Genzyme Corporation and Sanofi-Aventis (France): Still No Deal

Boston Business Journal -- Sanofi-aventis still hasn’t bought Genzyme Corp. Many industry-watchers thought France-based Sanofi would want to tie up the deal before it revealed Wed. morning that it lost $1 billion in sales to generic competition last year. Instead, Sanofi CEO Chris Viebacher said the company was making good progress in the negotiations with Cambridge, Mass.-based Genzyme, but that he was careful not to spend too much of shareholders’ money on the deal.

Analysts said earlier this week that the announcement of a deal - which many thought was being sealed at a secret Sunday meeting - may have been delayed because Sanofi found not just a few scratches, but a rusted engine when it opened Genzyme’s hood, when it began doing due diligence last week. Some predicted that Sanofi may be using the time to try to drive the price down from the reported $74 per share, plus an added conditional benefit tied to approval and sales performance of a potential treatment for multiple sclerosis.

That may well be true. Viebacher and shareholders have been playing the stingy card since Sanofi first expressed interest in Genzyme in May. But if there’s one thing that may prompt them to open up their wallets, it may be the fresh reminder of Sanofi’s vulnerabilities by way of the earnings release.

Sanofi has said it will lose one third of its 2008 sales base to generics by 2013, and the bottom line is already feeling it. Viebacher might now find it easier to convince investors that Genzyme’s pipeline of high-priced rare disease drugs is a very good deal at $74 per share.

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Sanofi-Aventis (France) to Buy Genzyme Corporation for Over $20 Billion

PARIS and CAMBRIDGE, Mass., Feb. 16, 2011 /PRNewswire/ -- Sanofi-aventis (EURONEXT:SAN - News) and Genzyme Corporation (Nasdaq:GENZ - News) announced today that they have entered into a definitive agreement under which sanofi-aventis is to acquire Genzyme for $74.00 per share in cash, or approximately $20.1 billion(1). In addition to the cash payment, each Genzyme shareholder will receive one Contingent Value Right (CVR) for each share they own, entitling the holder to receive additional cash payments if specified milestones related to Lemtrada™ (alemtuzumab MS) are achieved over time or a milestone related to production volumes in 2011 for Cerezyme® and Fabrazyme® is achieved.

To view the multimedia assets associated with this release, please click: http://multivu.prnewswire.com/mnr/sanofi-aventis_genzyme/48549/

The transaction, which has been unanimously approved by the Boards of Directors of both companies, is expected to close early in the second quarter of 2011, subject to customary closing conditions. The acquisition is expected to be accretive to sanofi-aventis' Business Net earnings per share(2) in the first year following closing, and accretive to Business Net earnings per share in the range of euro 0.75 – euro 1.00(3) by 2013.

"This agreement with Genzyme is both consistent with our long-term strategy and creates significant long-term value for our shareholders," said Christopher A. Viehbacher, Chief Executive Officer of sanofi-aventis. "This transaction will create a meaningful new growth platform for sanofi-aventis while expanding our footprint in biotechnology. We expect it to be accretive from year one, and the CVR structure, which served as an important value bridge between our two companies, rewards both Genzyme and sanofi-aventis shareholders, particularly if Lemtrada™ outperforms the market's current expectations."

"This transaction represents a new beginning for Genzyme," said Henri A. Termeer, Chairman of the Board, President and Chief Executive Officer of Genzyme Corporation. "Genzyme has a record of innovation and a unique and pioneering approach to serving patients. We also share an exciting vision of the future, one in which Genzyme and sanofi-aventis grow and innovate by developing breakthrough treatments that change the lives of people with serious diseases. Sanofi-aventis believes in what we do, in our people and in our potential. We look forward to building a sustainable future together."

Terms of the CVR agreement call for additional cash payments under certain circumstances. The CVR will be publicly traded. The agreement is structured such that the economic upside at each milestone is shared between sanofi-aventis and Genzyme shareholders. The CVR terminates on December 31, 2020 or earlier if the fourth product sales milestone has been achieved.

The one-time milestones and payments can be summarized as follows(4):

* $1.00 per CVR if specified Cerezyme®/Fabrazyme® production levels are met in 2011 * $1.00 per CVR upon final FDA approval of Lemtrada™ for multiple sclerosis (MS) indication * $2.00 per CVR if net sales post launch exceed an aggregate of $400 million within specified periods per territory * $3.00 per CVR if global net sales exceed $1.8 billion * $4.00 per CVR if global net sales exceed $2.3 billion * $3.00 per CVR if global net sales exceed $2.8 billion

Sanofi-aventis' global footprint, significant resources and proven track record of successfully expanding franchises will create new long-term growth opportunities for the combined company, particularly in emerging markets. Genzyme will become an important new platform in sanofi-aventis' sustainable growth strategy and expand the company's presence in biotechnology. Sanofi-aventis intends to make Genzyme its global center for excellence in rare diseases and the acquisition will reinforce sanofi-aventis' commitment to the greater Boston area, where it already has a sizeable presence.

Beyond rare diseases, Genzyme has built strong Renal-Endocrinology, Hematology-Oncology and Biosurgery businesses that are complementary to existing sanofi-aventis businesses and include highly differentiated, market-leading products that provide significant benefit to patients. Sanofi-aventis will work with Genzyme through the integration process to develop plans to enhance the opportunities for these businesses going forward. Consistent with sanofi-aventis' approach in other transactions, Genzyme will retain its corporate brand.

Genzyme and sanofi-aventis will immediately begin integration planning, including the formation of a joint Integration Steering Committee. Henri A. Termeer will resign as Chairman of the Board, President and Chief Executive Officer of Genzyme following the close of the transaction, but will advise on the integration in his role as Co-Chairman of the Integration Steering Committee with Christopher A. Viehbacher.

Within 15 business days of this agreement, sanofi-aventis will amend its existing tender offer to conform to the terms of the merger agreement and file a registration statement for the CVR with the U.S. Securities and Exchange Commission. Pending this amendment, sanofi-aventis also announced that it has extended its current tender offer, which is now scheduled to expire at 5:00 p.m. New York City time on March 16, 2011.

The depositary for the tender offer has advised sanofi-aventis that, as of the close of business on February 15, 2011, approximately 2,080,221 shares of Genzyme common stock (not including the 100 shares owned by sanofi-aventis) were tendered and not withdrawn, representing approximately 0.76% of the outstanding shares on a fully-diluted basis.

Sanofi-aventis' acquisition of Genzyme has already received anti-trust clearance from the European Commission and the United States Federal Trade Commission.

Evercore Partners and J.P. Morgan served as sanofi-aventis' lead financial advisors on the transaction, and Weil, Gotshal & Manges LLP served as its legal counsel. Credit Suisse and Goldman Sachs served as financial advisors to Genzyme. Ropes & Gray LLP served as Genzyme's legal counsel, while Wachtell, Lipton, Rosen & Katz served as legal counsel to Genzyme's independent directors.

Conference Call

Sanofi-aventis will hold a call for investors and analysts today at 8 a.m. ET / 2 p.m. CET to discuss the transaction. Those wishing to listen and participate should dial one of the following numbers:

France:

+33 (1) 72 00 09 91 UK: +44 203 367 9457 U.S.: +1 (866) 907-5925

An audio replay will be available until May 16, 2011 at the following numbers:

France: +33 (0) 1 72 00 15 01 UK: +44 (0) 203 367 9460 U.S.: +1 (877) 642-3018 Access code: 272484#

About sanofi-aventis

Sanofi-aventis, a leading global pharmaceutical company, discovers, develops and distributes therapeutic solutions to improve the lives of everyone. Sanofi-aventis is listed in Paris (EURONEXT:SAN - News) and in New York (NYSE:SNY - News).

About Genzyme

One of the world's leading biotechnology companies, Genzyme is dedicated to making a major positive impact on the lives of people with serious diseases. Since 1981, the company has grown from a small start-up to a diversified enterprise with approximately 10,000 employees in locations spanning the globe.

With many established products and services helping patients in approximately 100 countries, Genzyme is a leader in the effort to develop and apply the most advanced technologies in the life sciences. The company's products and services are focused on rare inherited disorders, kidney disease, orthopaedics, cancer, transplant and immune disease. Genzyme's commitment to innovation continues today with a substantial development program focused on these fields, as well as cardiovascular disease, neurodegenerative diseases, and other areas of unmet medical need.

Additional information

The CVRs will be deemed contingent consideration under the revised standard IFRS 3 (business combinations), applicable to all transactions undertaken January 1, 2010 or thereafter. As a result, the fair value of the CVR at the date of change of control will be included in the price of acquisition and set off by a financial liability the amount of which will reflect the obligation to pay the potential price adjustments in cash. Future changes in the fair value of the CVR tied to post-acquisition events will be recognized in the income statement. Because the CVR will be exchange traded, the fair value will be determined using the mark-to-market method.

Important Information about this Transaction

This communication is neither an offer to purchase nor a solicitation of any offer to sell any securities. In connection with the proposed transaction, sanofi-aventis will file an amended tender offer statement and a registration statement on Form F-4 to register certain securities and certain related documents and Genzyme will file a Solicitation/Recommendation Statement with respect to the exchange offer with the U.S. Securities and Exchange Commission (the "SEC"). Genzyme shareholders are urged to read the registration statement and exchange offer documents when they become available because they will contain important information that shareholders should consider before making any decision regarding tendering their shares. These documents will be mailed to all Genzyme shareholders of record. These documents, as they may be amended from time to time, contain important information about the proposed transaction and Genzyme shareholders are urged to read them carefully and in their entirety before any decision is made with respect to the proposed transaction. When available, documentation relating to the transaction may be obtained at no charge at the website maintained by the SEC at www.sec.gov and may also be obtained at no charge by directing a request by mail to MacKenzie Partners, Inc., 105 Madison Avenue, New York, New York 10016, or by calling toll-free at (800) 322-2885. Free copies of the Solicitation/Recommendation Statement will be made available by Genzyme by directing a request to Genzyme at 500 Kendall Street, Cambridge, MA 02142, Attention: Shareholder Relations Department, or by calling 617-252-7500 and asking for the Shareholder Relations Department.

This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of the U.S. Securities Act of 1933, as amended, or an exemption therefrom.

Cautionary Statement Regarding Forward-Looking Statements

Any statements made in this communication that are not statements of historical fact, including statements about sanofi-aventis' and Genzyme's beliefs and expectations and statements about the acquisition of Genzyme, are forward-looking statements and should be evaluated as such. Such forwarding-looking statements regarding the proposed acquisition by sanofi-aventis of Genzyme include the expected timing for completing the transaction, future financial and operating results, benefits and synergies of the transaction, Genzyme's and sanofi-aventis' plans, objectives, strategies, goals, future events, future revenues or performance, and other information that is not historical information. These statements are subject to risks and uncertainties that may cause actual results to differ materially. These risks and uncertainties include, among others: that the acquisition of Genzyme may not be consummated for reasons including that the conditions to sanofi-aventis' offer to purchase all outstanding shares of Genzyme common stock, including the condition that a minimum number of shares be tendered and not withdrawn, are not satisfied or waived by sanofi-aventis; the possibility that the expected benefits from the proposed transaction will not be realized, or will not be realized within the anticipated time period; the risk that sanofi-aventis' and Genzyme's businesses will not be integrated successfully; the risk that any cost savings or other synergies expected from the transaction may not be fully realized; that possible disruption may be caused by the transaction to relationships with customers, employees and other third parties; risks associated with any actions taken by either of the companies, including but not limited to, restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions) and the risks and uncertainties described in sanofi-aventis' and Genzyme's reports filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, including the factors discussed under the caption "Risk Factors" in sanofi-aventis' Annual Report on Form 20-F for the year ended December 31, 2009 and Genzyme's Quarterly Report on Form 10-Q for the quarter ended September 30, 2010. Sanofi-aventis and Genzyme caution investors not to place substantial reliance on the forward-looking statements contained in this press release. These statements speak only as of the date of this press release and sanofi-aventis and Genzyme do not undertake and expressly disclaim any obligation to update or revise them except as otherwise required by law.

Sanofi-aventis Genzyme Media Contact : Media Contact : Jean-Marc Podvin

Bo Piela +33 1 53 77 44 50 617-768-6579

508-308-9783 Investor Contact : Investor Contact : Sebastien Martel Patrick Flanigan +33 1 53 77 45 45 617-768-6563 617-816-9521

1. Based on 272.5 million Genzyme shares on a diluted basis.

2. Net income attributable to equity holders of sanofi-aventis excluding amortization of intangible assets, impairment of intangible assets, other impacts associated with acquisitions (including impacts of acquisitions on associates), restructuring costs , gains and losses on disposals of non-current assets, costs or provisions associated with litigation, tax effects related to the items listed above as well as effects of major tax disputes

3. Assuming an exchange rate of $1.3 USD/euro 1

4. Details are defined by the Merger Agreement to be filed with the SEC

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