Jazz Pharmaceuticals Plc · NASDAQ:JAZZ
Jazz Pharmaceuticals — Merger or Acquisition (October 2011)
42 slides from Jazz Pharmaceuticals's merger presentation, Oct 19, 2011
Slide 1: Introduction to Jazz Pharmaceuticals
Introduction to Jazz Pharmaceuticals Bruce Cozadd Chairman and CEO October 18, 2011
Slide 2: Forward-Looking Statements
Forward-Looking Statements This presentation contains forward-looking statements, including, but not limited to, statements related to the anticipated consummation of the business combination transaction between Jazz Pharmaceuticals and Azur Pharma and the timing and benefits thereof, the combined c
Slide 3: Additional Information
Additional Information In connection with the proposed business combination transaction described in this presentation, Jazz Pharmaceuticals and Azur Pharma will be filing documents with the SEC, including the filing by Jazz Pharmaceuticals of a preliminary and definitive proxy statement/prospectus
Slide 4: Building Shareholder Value by Focusing on Patient Needs
Building Shareholder Value by Focusing on Patient Needs Jazz Pharmaceuticals’ mission is to improve patients’ lives by identifying, developing and commercializing valuable pharmaceutical products in focused therapeutic areas
Slide 5: Strategy to Build Shareholder Value
Pursue lower risk development of specialty products Invest percentage of sales longer-term Strategy to Build Shareholder Value Grow Xyrem sales in current indications Increased focus on achieving full potential Acquire additional marketed or close to approval products Leverage our expertise and infr
Slide 6: Current Business and Financial Overview
Current Business and Financial Overview
Slide 7: Xyrem - Strong Sales Growth
Xyrem - Strong Sales Growth 8% $39 $54 $97 $215-225 2011G $143 2011 Guidance $215M-$225M $0 $25 $50 $75 $100 $175 $200 $125 $150 $225 $250 1. Based on guidance provided on July 28, 2011. The company is not updating the prior guidance and actual results may differ.
Slide 8: Xyrem is a Standard of Care in Narcolepsy
Xyrem is a Standard of Care in Narcolepsy • Only FDA-approved product for both cataplexy and excessive daytime sleepiness in patients with narcolepsy – Marketed in U.S. since 2002 – Marketed in major European countries by UCB and in Canada by Valeant • Currently marketed in U.S. by 110-person specia
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Slide 10: The Burden of Narcolepsy
The Burden of Narcolepsy • Affects 1 in 2000 in US – multiple sclerosis and Parkinson's disease – > cystic fibrosis • Although narcolepsy is thought to affect between 125,000 and 200,000 Americans, only about 50,000 are diagnosed • Key symptoms can be debilitating – Cataplexy occurs in 60%-100% of p
Slide 11: Xyrem has Demonstrated Effect on Two Key Symptoms of Narcolepsy
Xyrem has Demonstrated Effect on Two Key Symptoms of Narcolepsy -40 -30 -20 -10 XYREM 6 g/night (n=58) XYREM 9 g/night (n=47) Placebo (n=59) –16% * –37% * –3% Improvement in Epworth Sleepiness Scale Week 2 Week 4 Baseline Reduction in Weekly Cataplexy Attacks *p<0.001 vs placebo *p<0.05 vs placebo +
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Slide 13: Most Common Adverse Events in Controlled Studies of Xyrem
Most Common Adverse Events in Controlled Studies of Xyrem Adverse Event % of Patients (N=655) Placebo Xyrem 1 2 3 Nausea Dizziness Headache Vomiting Somnolence Urinary incontinence <1 Nasopharyngitis Label includes boxed warning that sodium oxybate is a central nervous system depressant with abuse p
Slide 14: Strong Sodium Oxybate Patent Coverage
Strong Sodium Oxybate Patent Coverage Number Issue Date Expiration Date * Listed in FDA Orange Book Distribution system patent* 7,765,106 7/27/2010 6/16/2024 Distribution system patent* 7,765,107 7/27/2010 6/16/2024 Distribution system patent 7,797,171 9/14/2010 6/16/2024 Distribution system patent*
Slide 15: Overview of Manufacturing and Distribution
Overview of Manufacturing and Distribution • DEA drug quota needed to manufacture controlled “Schedule I” API • Exclusive relationships with API supplier and finished goods manufacturer • Unique proprietary distribution system uses exclusive single pharmacy • Risk management program and unique produ
Slide 16: Current Xyrem Patient Coverage Distribution
Current Xyrem Patient Coverage Distribution* 79% 8% 3% 9% • Approximately 90% of insured patients have access • Relatively low rates of required prior authorizations • Low monthly out-of-pocket (OOP) expenses – Over 70% of patients have monthly OOP of $50 1% * Company data and MediMedia Formulary Co
Slide 17: Xyrem Growth Initiatives Improve Market Penetration Over Time
• New narcolepsy physician targets • Xyrem Success Program education • Patient services - Nursing program - Xyrem Patient Connection - Patient assistance programs Increased Marketing Investment Xyrem Growth Initiatives Improve Market Penetration Over Time Current Patients = ~ 8,700 Approximately 17%
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Slide 19: Luvox CR – Continued Sales Growth
Luvox CR – Continued Sales Growth 2011 Guidance $32M-$35M $30 $6 $32-35 2011G $0 $5 $10 $15 $20 $25 $18 $35 $40 $27 1. Based on guidance provided on July 28, 2011. The company is not updating the prior guidance and actual results may differ. 2. Includes $2.0 million of revenue recorded as a result o
Slide 20: 2011 Guidance Reflects High Operating Leverage
2011 Guidance Reflects High Operating Leverage 2010- A 2011- G 1 1. Based on guidance provided on July 28, 2011. The company is not updating the prior guidance and actual results may differ. 2. Adjusted net income and adjusted EPS are non-GAAP financial measures that exclude certain items from GAAP
Slide 21: Investment Rationale
Investment Rationale • High sales and earnings growth rates • High margins and high operating leverage • Significant potential to increase Xyrem sales • Strong Xyrem exclusivity position including patents extending to • Potential to leverage existing commercial capabilities with new products • Disci
Slide 22: Strategic Transaction with Azur Pharma
Strategic Transaction with Azur Pharma
Slide 23: Compelling Strategic and Financial Benefits
Diversified portfolio of CNS and women’s health products Increased scale and platform for growth Resources to invest in future pipeline and strong franchise management opportunities Stronger, enhanced management team Accretive transaction 1 Revenues >$475M and cash flow >$200M in first 12 months ~$2
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Slide 26: Azur Pharma – Compelling Fit With Jazz Pharmaceuticals
Azur Pharma – Compelling Fit With Jazz Pharmaceuticals $0 $20 $40 $60 $80 $100 CNS Women’s Health Net Sales (Millions) • Strong commercial focus and expertise in CNS and women’s health • Key products present new growth opportunities • Lower risk pipeline of line extensions for clozapine franchise an
Slide 27: A Growing, Diversified Product Portfolio
A Growing, Diversified Product Portfolio Xyrem 87% Xyrem 63% 2011 Estimated Revenues Stand Alone Jazz Pharmaceuticals, Inc. Pro forma Jazz Pharmaceuticals plc Luvox CR 13% Luvox CR 9% Prialt 6% Women’s Health 10% Other CNS 1% FazaClo LD 8% FazaClo HD 3%
Slide 28: Benefits of New Corporate Structure
Benefits of New Corporate Structure Access to international capital markets and business development opportunities Enhanced management capabilities Additional locations (Philadelphia, Dublin) Parent company in Ireland expected to license, develop and acquire existing and new products • Sourcing of n
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Slide 35: Next Steps
Next Steps File preliminary proxy statement and S-4 Expected to close 1Q12 Transaction is subject to customary closing conditions and regulatory approvals, including: • SEC effectiveness of S-4 • Jazz Pharmaceuticals, Inc. stockholder approval • Azur approval of other necessary actions • Antitrust c
Slide 36: Compelling Strategic and Financial Benefits
Diversified portfolio of CNS and women’s health products Increased scale and platform for growth Resources to invest in future pipeline and strong franchise management opportunities Stronger, enhanced management team Accretive transaction Revenues >$475M and cash flow >$200M in first 12 months ~$250
Slide 37: Jazz Pharmaceuticals: Innovation that performs
Jazz Pharmaceuticals Innovation that performs
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Slide 39: Reconciliation of GAAP Net Income and EPS to Adjusted Net Income and EPS
FY 2011G FY 2010 Reconciliation of GAAP Net Income and EPS to Adjusted Net Income and EPS in Financial Results and Guidance 1 (In millions, except per share amounts) GAAP net income Add: Intangible asset amortization Stock-based compensation expense Non-cash interest expense Loss on extinguishment o
Slide 40: Xyrem (sodium oxybate) Boxed Warning
Xyrem (sodium oxybate) Boxed Warning Sodium oxybate is GHB, a known drug of abuse. Abuse has been associated with some important central nervous system (CNS) adverse events (including death). Even at recommended doses, use has been associated with confusion, depression and other neuropsychiatric eve
Slide 41: Luvox CR (fluvoxamine maleate) Boxed Warning
Luvox CR (fluvoxamine maleate) Boxed Warning LUVOX CR (fluvoxamine maleate ) PI Suicidality and Antidepressant Drugs Antidepressants increased the risk compared to placebo of suicidal thinking and behavior (suicidality) in children, adolescents, and young adults in short-term studies of major depres
Slide 42: Jazz Pharmaceuticals
Jazz Pharmaceuticals Innovation that performs
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