Alkermes Plc · NASDAQ:ALKS

Alkermes — Proxy Contest (June 2023)

41 slides from Alkermes's proxy contest presentation, Jun 15, 2023

  1. Slide 1: Alkermes Presentation

    Alkermes Presentation June 15, 2023

  2. Slide 2: Vote the universal card to upgrade Alkermes

    VOTE THE [sj&8}5 UNIVERSAL CARD TO UPGRADE ALKERMES ONLY VOTE 1 CARD. DISCARD THE WHITE PROXY CARD > Vote “FOR” the election of Sarissa Nominees > Vote “AGAINST” the compensation of the Company’s named executive officers > Vote “FOR” all other proposals in our proxy statement We urge all shareholder

  3. Slide 3: Alkermes has underperformed the market for >30 years with Pops at the helm

    Alkermes has underperformed the market for >30 years with Pops at the helm Honesty is the first chapter in the book of wisdom. — Thomas Jefferson 2750% 2250% —ALKS ——NBI NBI: +1,971.6% 1750% Ss 1 i 0, 1 1250% etree ote 750% y ALKS: +566% 250% % t () % % % -250% % eas on %, & %y, S X 2 2 2 S se Be %,

  4. Slide 4: Pops has made Alkermes into a fundamentally inefficient hodgepodge of subscale businesses

    Pops has made Alkermes into a fundamentally inefficient and hodgepodge of subscale businesses licensed Alkermes . royalties burned Rovallilas tite ches wiki Billions of cheap free cash flows from technology addiction and mental . , . competing against pharma giants Commercial products for . p Bloate

  5. Slide 5: Alkermes touts revenue growth but continues to operate at a loss

    Alkermes touts recent revenue growth but with years of revenues exceeding $1 Bn, Alkermes continues to operate at a loss Alkermes Revenue vs Operating Loss mRevenue Operating Loss $1400 »—_=—-—-—-—-—--------------------- $1,200 1 $1,094 sii7i $1i74 $4,112 ! Revenue > $1 Bn 1 _ Su 039 $1,000 = --- $8

  6. Slide 6: Even 2023 commercial revenue growth comes at a steep cost

    Even 2023 commercial revenue growth comes at a steep cost and barely overcomes SG&A growth Alkermes GAAP SG&A $950 $750 +18% $900 +17.2% = $700 = = & $850 S rr & 3 < $650 % $800 3 3 a 2 $750 $600 $700 $550 2022 2023 Guidance (midpoint) 2022 2023 Guidance (midpoint) Sources: Alkerme: s re 4 = Commerc

  7. Slide 7: Expenses are greater than revenues, leaving shareholders a net loss

    In the end, expenses are greater than revenues > costs are out of control, leaving shareholders a net loss 2018 2019 2020 2021 2022 Seuss Expenses “@. Revenues — CAPITAL MANAGEMENT LP

  8. Slide 8: As a result, the stock market has weighed in with poor performance

    As a result, the stock market has weighed in with poor performance SARISSA CAPITAL MANAGEMENT LP

  9. Slide 9: Only after years and shareholder pressure did Alkermes consider shareholders

    Only after 30 years and shareholder pressure did Alkermes consider shareholders (Alkermes Continued Board Refreshment SARISSA CAPITAL Shareholder ANAGEMENT LP pressure ELLIOTT pd +Othershareholders 0 SI IISSSIE eiSi0- ge y SARISSA CARTTAL

  10. Slide 10: Alkermes touts disingenuous future profitability targets

    Alkermes touts disingenuous future profitability targets after shareholder pressure A\ SARISSA CAPITAL MANAGEMENT LP

  11. Slide 11: The profitability commitments are on non-GAAP and vague metrics

    The profitability commitments are on non-GAAP and vague metrics, giving the board plenty of “adjusting” room to obfuscate poor performance Alkermes Press Release December 2020 3h 1 2 bf 20% of ee ! a om) total revenués « FY 2024 non. revenues 25% of total share-based compensation expenses SARISSA CA

  12. Slide 12: Alkermes' profitability targets are squishy, with the bar set low

    Alkermes’ profitability targets are squishy, with the bar set low and do not seek to maximize shareholder value « p maximizing shareholder value What Alkermes provides: low bar of “non-GAAP” net income targets that also allow the company to “adjust” numbers to meet/exceed its targets *NGNI: Non-GAAP

  13. Slide 13: Profitability targets include royalties from drugs sold by third parties

    Profitability targets include royalties from drugs sold by third parties which are independent from Alkermes’ operating performance Year Ended December 31, 2022 (i thousands) Manufacturing Revenue Royalty Revenue ong-acting INVEGA products(!) — 115,655 VUN 4 32,493 RISPERDAL CONSTA 42,670 Other 37,2

  14. Slide 14: Pops controls director nomination process with Sarissa

    After 30 years at the helm, Pops controls director nomination process with Sarissa IB conversations with Pops i Il Conversations with independent directors =< businesswire ith CEO P. Alkermes governance among worst hat Sarissa has seen the benefits of shareholder Nh presence on the Boa Only after Bw

  15. Slide 15: Alkermes' argument that Sarissa did not ask to speak to independent directors is not true

    Alkermes’ argument that Sarissa did not ask to speak to independent directors is simply not true a latianch; ith Richard Pops and did Alex Denner had al Pd ip iF ry 4 el ‘ho FR. I Becnll oi hoon A ‘hoe RB di, 2022 oD ovchininnrs proxy statement “Dr. Denner never asked to speak with independent di ti

  16. Slide 16: Sarissa filed proxy materials yet no independent directors reached out

    Fact: Sarissa in 2021 and 2022 filed proxy materials and yet no independent directors reached out to Sarissa and/or its candidates even before rejecting them Two possible explanations: A) Pops did not notify independent directors of our nominations or B) Independent directors blindly allowed Pops to

  17. Slide 17: Alkermes' directors blatantly abdicated their fiduciary duties

    Alkermes’ directors blatantly abdicated their fiduciary duties Why aren’t you é ay Ee = complying with your (Alkermes.. | fiduciary duty to vet ; director candidates? Even before rejecting them? Because no one asked me to... Gross corporate governance malfeasance at Alkermes suggests issues may run

  18. Slide 18: After years, Alkermes is asking for more time

    After 30 years, Alkermes (Pops) is asking for more time to now start running the company for shareholders $100 $80 %, % & % Ze 2, % 2 © Ms z Zz z 2 a So, %y %, es & “The definition of insanity is doing the same thing over and over and expecting different results” - misattributed to Albert Einstein S

  19. Slide 19: Shareholders need to be added to the board

    Shareholders need to be added to the board to provide accountability and oversight MANAGEMENT LP

  20. Slide 20: Sarissa has a great track record of creating value for shareholders

    Sarissa has a great track record of creating value for shareholders in the healthcare space The a 1 = . 8 Medicines ba Idenix RIAD Bioverativ = Company Acquired 2014, $3.85 Bn Acquired 2017, $5.2 Bn Acquired 2018, $11.6 Bn Acquired 2020, $9.7 Bn * Position initiated 2013 * Position initiated 2013 *

  21. Slide 21: Alkermes refuses to add Sarissa, one of its largest shareholders, to the board

    It is disappointing that Alkermes refuses to add Sarissa, one of its largest shareholders, to the board We are your 3" largest shareholder, and the largest non-index fund holder ty, ar) , ; ¥ 7 ar =_ You can’t come in bx us MANAGEMENT LP

  22. Slide 22: Argument to exclude Alex Denner because of Biogen directorship is now moot

    Alkermes’ argument to exclude Alex Denner’s candidacy because of his Biogen directorship is now moot Biogen Announces Changes to Its Board of Directors JUNE 12,2023 »« NEWS RELEASE Source: Biogen Press Release (6/12/2023) SARISSA CAPITAL

  23. Slide 23: Alkermes ignored that it previously cleared a different Biogen director

    Alkermes conveniently ignored that it previously cleared a different Biogen director to become a director candidate Alkermes email Alkermes email Mark, ms that Richard and Alex had a good c Itseer To summarize our discussion, we agreed: 1 /een Oct. 30 and Dec. 31, 2021, | /select a director right. G

  24. Slide 24: Alkermes' disputes with Biogen center around Vumerity manufacturing

    Alkermes admits that its disputes with Biogen center around Alkermes’ issues with manufacturing Vumerity The Company’s agr ith April 2021, over two years ago Ss Since 2021, Alkermes’ iP Parties invoking te aispute L VUMERFI manufacturing ) y AL ey re re les of VUMERITY. VUMERIT i $ Y on Q1 2023 LTM

  25. Slide 25: Vumerity manufacturing issues negatively impacted commercialization and royalties

    Alkermes’ issues with manufacturing Vumerity negatively impacted its commercialization and potential royalties to Alkermes Alkermes 10-Q for 3Q22 We receive a 15% r Idwid i di d and packaged t , Subject to increase: VUMERITY We al: i: i VUMERITY at cost plus _ upon release of bulk batches of VUMERIT

  26. Slide 26: Alkermes' manufacturing is subscale, not a core competency

    As we've previously noted, Alkermes’ manufacturing is subscale, not a core competency and likely not profitable SARISSA CAPITAL MANAGEMENT LP

  27. Slide 27: Alkermes previously approved Sarah Schlesinger to join the board

    Contrary to what Alkermes now says, Alkermes previously approved Sarah Schlesinger to join the board Alkermes email Alkermes email Alex, Mark, Thank you for such a productive call. To summarize our discussion, we agreed: © summarize our discussion, we agreed It seems that Richard and Alex had a good

  28. Slide 28: Alkermes attempts to smear Alex Denner and Sarissa

    Alkermes attempts to smear Alex Denner and Sarissa with a frivolous Bioverativ strike suit despite strike suits arising after virtually every M&A transaction ~ fA SARISSA CAPITAL

  29. Slide 29: Alkermes uses a baseless Bioverativ strike suit to misdirect shareholders

    Alkermes and their lawyers shamelessly use a baseless Bioverativ strike suit to misdirect shareholders Alkermes cites a decision against a motion to dismiss where the judge MUST ASSUME ALL FACTS presented by the plaintiff are TRUE. This is erroneous, roved tnat many of the facts the plaintiff allege

  30. Slide 30: Alkermes wants to tarnish Alex Denner for standing on his principles

    Alkermes wants to tarnish Alex Denner for standing on his principles American legal system allows lawyers to reap huge profits from filing baseless lawsuits irrespective of facts y Lawyers know that indemnification of directors by large corporations encourages settlements As is typical, Alex Denner

  31. Slide 31: Lead independent director Nancy Wysenski accused in securities fraud suit

    Ironically, Alkermes lead independent director Nancy Wysenski was accused in a securities fraud and insider trading suit of overstating clinical trial results and then profiting by selling ~S22 M worth of stock * May 7, 2012, Vertex issued a press release announcing interim clinical trial results th

  32. Slide 32: Sarissa's three qualified nominees

    Sarissa’s three qualified nominees are dedicated to unlocking shareholder value at Alkermes -fe- Gp: ; _ SARISSA CAPITAL Biogen \/ Ironwood Bioverativ= ONWOOD PHARMACEUTICALS ARIAD Alex Denner, Ph.D. SARISSA CAPITAL AMARIN | Arbatet capitat(\) MANAGEMENT UP ane ‘ee rantnens Ridgefield Capital Ea Pat

  33. Slide 33: Do not re-elect Richard Pops

    |DO NOT RE-ELECT RICHARD POPS|> Despite poor performance since 1991, one thing has been a constant: CEO Pops at the helm of Alkermes $120 $100 Perpetual CEO/Chairman “The definition of insanity is doing the same thing over and over and expecting different results” - misattributed to Albert Einstein

  34. Slide 34: Do not re-elect Richard Gaynor

    |DO NOT RE-ELECT RICHARD GAYNOR|> a cancer specialist is no longer needed on the board as Alkermes refocuses on neuroscience Cancer doctor Alkermes definitive proxy statement — June 2023 Qualifications and Skills: Dr. Gaynor brings to our Board a deep background in the field of | dicine; conducted e

  35. Slide 35: Do not re-elect Shane Cooke

    IDO NOT RE-ELECT SHANE COOKE| > Alkermes needs a fresh perspective and not another long-term member of Alkermes’ management on its board Pops’ prior President Mr. Cooke served as President of Alk 2011 until hi i in March 2018. He became a Director of Alkermes upon his retirement. Mr. Cooke is Chairm

  36. Slide 36: Vote the universal card to upgrade Alkermes

    VOTE THE [sj&8}5 UNIVERSAL CARD TO UPGRADE ALKERMES ONLY VOTE 1 CARD. DISCARD THE WHITE PROXY CARD > Vote “FOR” the election of Sarissa Nominees > Vote “AGAINST” the compensation of the Company’s named executive officers > Vote “FOR” all other proposals in our proxy statement We urge all shareholder

  37. Slide 37: Shareholders are strongly encouraged to submit their votes today

    Shareholders are strongly encouraged to submit their votes today or risk having their votes not counted Shareholders can vote in one of three easy ways: * Voting by Internet — Visit www.cesvote.com. You will be prompted to provide the unique control number featured on your BLUE universal proxy card.

  38. Slide 38: Questions regarding your proxy card

    If you have any questions regarding your [s]MU8 proxy card or need assistance in executing your proxy card, please contact: D.F. King & Co., Inc. 48 Wall Street New York, New York 10005 Shareholders call toll-free: (866) 207-3648 Banks and Brokers call: (212) 493-6952 By Email: ALKS@dfking.com VOTE

  39. Slide 39: Disclosures

    Disclosures GENERAL CONSIDERATIONS The views expre: in thi i own shares of Alkermes plc (the “Company”! -apit ilable i “Sarissa”), which beneficially Commission (“SEC’ i filings have any liability fc nerally accepte party reports. Nei i regulatory filing or third party repo i i IFRS GAAP and IFRS y

  40. Slide 40: Disclosures

    Disclosures NOT AN OFFER TO SELL OR BUY ity. This trading i holding: or trade in options, puts, call: presentation changes, except as required by law. and the words “anticipate,” “believe,” “expect,” “potential,” “could,” “opportunity,” “estimate,” “plan, all of which are foregoing involve judg diff

  41. Slide 41: Disclosures

    Disclosures CONCERNING INTELLECTUAL PROPERTY and Sarissa’ ADDITIONAL INFORMATION Sarissa Capital Management! LP (“Sarissa Capital”), tog y sta the 2023 annual gen: it ‘Annual Meeting”) al Meeti in ii information. WWw.seC.gOv. le at no havte at www.upgradealkermes.com or roy directing a req led ilabl

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