Vertex Reports Fourth Quarter and Full Year Financial 2022 Results

On February 8, 2023 Vertex Pharmaceuticals Incorporated (Nasdaq: VRTX) reported its consolidated financial results for the fourth quarter and full year ended December 31, 2022 and provided full year 2023 financial guidance (Press release, Vertex Pharmaceuticals, FEB 7, 2023, View Source [SID1234626968]).

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"Outstanding execution across the company resulted in another year of strong revenue growth as well as acceleration of both the research and clinical-stage pipeline," said Reshma Kewalramani, M.D., Chief Executive Officer and President of Vertex. "Our progress in 2022 lays the foundation for treating more people with cystic fibrosis, launching multiple new therapies in the near term, achieving important clinical milestones, and driving continued significant growth for many years to come."
Fourth Quarter and Full Year 2022 Financial Highlights
Three Months Ended December 31, % Twelve Months Ended December 31, %
2022 2021 Change 2022 2021 Change
(in millions, except per share amounts)
Product revenues, net $ 2,303 $ 2,073 11% $ 8,931 $ 7,573 18%
TRIKAFTA/KAFTRIO $ 2,022 $ 1,693 $ 7,687 $ 5,697
SYMDEKO/SYMKEVI $ 34 $ 80 $ 180 $ 420
ORKAMBI $ 111 $ 147 $ 511 $ 772
KALYDECO $ 136 $ 152 $ 553 $ 684
GAAP operating income $ 1,034 $ 878 18% $ 4,307 $ 2,782 55%
Non-GAAP operating income* $ 1,150 $ 997 15% $ 4,793 $ 3,232 48%
GAAP net income $ 819 $ 770 6% $ 3,322 $ 2,342 42%
Non-GAAP net income* $ 978 $ 777 26% $ 3,855 $ 2,513 53%
GAAP net income per share – diluted $ 3.15 $ 3.00 5% $ 12.82 $ 9.01 42%
Non-GAAP net income per share – diluted* $ 3.76 $ 3.02 25% $ 14.88 $ 9.67 54%
*Starting in the first quarter of 2022, Vertex no longer excludes research and development charges resulting from upfront or contingent milestone payments in connection with collaborations, asset acquisitions and/or licensing of third-party intellectual property rights from its Non-GAAP financial measures. Non-GAAP financial measures for the three and twelve months ended December 31, 2021 have been recast to reflect this change.

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Full Year 2022 Results
Product revenue increased 18% to $8.93 billion compared to 2021, primarily driven by the rapid uptake of TRIKAFTA/KAFTRIO in multiple countries internationally and the continued performance of TRIKAFTA in the U.S. Net product revenue in 2022 increased 8% to $5.70 billion in the U.S. and increased 41% to $3.23 billion outside the U.S., compared to 2021.
GAAP and Non-GAAP net income increased by 42% and 53%, respectively, compared to 2021, primarily due to strong product revenue growth and lower acquired in-process research and development expenses ("Acquired IPR&D"). Increased revenues were partially offset by increased investments in our mid- and late-stage clinical pipeline, the costs to support the launches of Vertex’s therapies globally, and higher income taxes. Acquired IPR&D in 2021 included a one-time $900 million payment Vertex made in connection with the amendment of the collaboration with CRISPR Therapeutics in the second quarter of 2021.
Cash, cash equivalents and marketable securities as of December 31, 2022 were $10.8 billion, compared to $7.5 billion as of December 31, 2021. The increase was primarily driven by strong revenue growth and operating cash flow, partially offset by income tax payments and our acquisition of ViaCyte.

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Full Year 2022 Expenses
Twelve Months Ended December 31,
2022 2021
(in millions)
Combined GAAP R&D, Acquired IPR&D and SG&A expenses $ 3,601 $ 3,891
Combined Non-GAAP R&D, Acquired IPR&D and SG&A expenses* $ 3,067 $ 3,445
GAAP R&D expenses $ 2,540 $ 1,938
Non-GAAP R&D expense* $ 2,205 $ 1,658
Acquired IPR&D* $ 116 $ 1,113
GAAP SG&A expenses $ 945 $ 840
Non-GAAP SG&A expense
$ 747 $ 673
GAAP income taxes (1) $ 910 $ 388
Non-GAAP income taxes* $ 1,012 $ 650
GAAP effective tax rate (1) 21.5 % 14.2 %
Non-GAAP effective tax rate 20.8 % 20.6 %
*Starting in the first quarter of 2022, Vertex no longer excludes research and development charges resulting from upfront or contingent milestone payments in connection with collaborations, asset acquisitions and/or licensing of third-party intellectual property rights from its Non-GAAP financial measures. Non-GAAP financial measures for 2021 have been recast to reflect this change.

Combined GAAP and Non-GAAP R&D, Acquired IPR&D and SG&A expenses decreased compared to 2021, primarily due to lower Acquired IPR&D as a result of the one-time $900 million payment to CRISPR in the second quarter of 2021, partially offset by increased investment in support of multiple programs that have advanced in mid- and late-stage clinical development and the costs to support launches of Vertex’s therapies globally.
GAAP and Non-GAAP income taxes increased compared to 2021, primarily due to Vertex’s increased pre-tax income resulting from strong product revenue growth and lower expenses, as a result of the $900 million payment to CRISPR in the second quarter of 2021. GAAP income taxes also included the impact of discrete tax items in both 2022 and 2021. Please refer to Note 1 for further details.

Fourth Quarter 2022 Results
Product revenue increased 11% to $2.30 billion compared to the fourth quarter of 2021, primarily driven by the strong uptake of TRIKAFTA/KAFTRIO in multiple countries internationally and continued performance of TRIKAFTA in the U.S. Net product revenue in the fourth quarter of 2022 increased 5% to
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$1.46 billion in the U.S. and increased 24% to $842 million outside the U.S., compared to the fourth quarter of 2021.
GAAP and Non-GAAP net income increased by 6% and 26%, respectively, compared to the fourth quarter of 2021, primarily driven by strong revenue growth and lower Acquired IPR&D, partially offset by increased investment in our mid- and late-stage clinical pipeline, the costs to support launches of Vertex’s therapies globally, and higher income taxes.
Fourth Quarter 2022 Expenses
Three Months Ended December 31,
2022 2021
(in millions)
Combined GAAP R&D, Acquired IPR&D and SG&A expenses $ 984 $ 950
Combined Non-GAAP R&D, Acquired IPR&D and SG&A expenses* $ 872 $ 830
GAAP R&D expenses $ 694 $ 568
Non-GAAP R&D expenses* $ 623 $ 493
Acquired IPR&D* $ 23 $ 127
GAAP SG&A expenses $ 267 $ 255
Non-GAAP SG&A expenses $ 226 $ 210
GAAP income taxes (1) $ 258 $ 101
Non-GAAP income taxes* $ 222 $ 202
GAAP effective tax rate (1) 24.0 % 11.6 %
Non-GAAP effective tax rate 18.5 % 20.6 %
*Starting in the first quarter of 2022, Vertex no longer excludes research and development charges resulting from upfront or contingent milestone payments in connection with collaborations, asset acquisitions and/or licensing of third-party intellectual property rights from its Non-GAAP financial measures. These charges are included as "Acquired in-process research and development expenses," and were previously included in "Research and development expenses," in Vertex’s consolidated statements of operations. Non-GAAP financial measures for the fourth quarter of 2021 have been recast to reflect this change.

Combined GAAP and Non-GAAP R&D, Acquired IPR&D and SG&A expenses increased compared to the fourth quarter of 2021, due to increased investment in support of multiple programs that have advanced in mid- and late-stage clinical development and the costs to support launches of Vertex’s therapies globally.
GAAP and Non-GAAP income taxes increased compared to the fourth quarter of 2021, primarily due to Vertex’s increased pre-tax income. GAAP income taxes also included the impact of discrete tax items in the fourth quarters of 2022 and 2021. Please refer to Note 1 for further details.
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Share Repurchase Program
On February 1, Vertex’s Board of Directors approved a new share repurchase program, authorizing the repurchase of up to $3.0 billion of our common stock. The program does not have an expiration date and can be discontinued at any time. Please refer to Note 2 for further details.

Full Year 2023 Financial Guidance
Vertex today provided full year 2023 financial guidance. Vertex’s CF product revenue guidance includes expectations in the U.S. for continued performance of TRIKAFTA in ages 6+ and approval and launch of TRIKAFTA in the 2-5 age group, as well as continued uptake of KAFTRIO/TRIKAFTA in ages 6+ in countries outside the U.S., including those with recent reimbursement agreements. This guidance includes an approximately 150-basis-point negative impact from changes in foreign currency rates, inclusive of our foreign exchange risk management program. Vertex’s combined Non-GAAP R&D, Acquired IPR&D and SG&A expense guidance includes expectations for continued investment in our multiple mid- and late-stage clinical development programs, commercial and manufacturing capabilities, and approximately $300 million of upfront and milestone payments from existing collaborations and our anticipated transaction with Entrada Therapeutics.
Vertex’s guidance is summarized below:
FY 2023
CF product revenues $9.55 to $9.7 billion
Combined GAAP R&D, Acquired IPR&D and SG&A expenses (3) $4.35 to $4.6 billion
Combined Non-GAAP R&D, Acquired IPR&D and SG&A expenses (3) $3.9 to $4.0 billion
Non-GAAP effective tax rate 21% to 22%

Key Business Highlights
Cystic Fibrosis (CF) Marketed Products
Vertex anticipates the number of CF patients taking our medicines will continue to grow, including through new approvals for the treatment of younger patients. Recent progress includes:
•Updated estimates of the number of people living with cystic fibrosis from 83,000 to 88,000 people in the U.S., Europe, Australia and Canada.
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•Filed a Supplemental New Drug Application (sNDA) with the U.S. Food and Drug Administration (FDA) and a Marketing Authorization Application (MAA) with both the European Medicines Agency (EMA) and the Medicines and Healthcare products Regulatory Agency (MHRA) in the United Kingdom for the use of TRIKAFTA/KAFTRIO in children 2 to 5 years of age. The FDA granted Priority Review designation and assigned a Prescription Drug User Fee Act (PDUFA) date of April 28, 2023.
•Filed an sNDA with the FDA and an MAA with the EMA for the use of KALYDECO in children from 1 month to <4 months of age. The FDA granted Priority Review designation and assigned a PDUFA date of May 3, 2023.
Potential Near-Term Launch Opportunities
Vertex is preparing for the following potential near-term new product commercial launches:
•Exagamglogene autotemcel (exa-cel), formerly known as CTX001, in severe sickle cell disease (SCD) and transfusion-dependent beta thalassemia (TDT): In December 2022, Vertex completed regulatory submissions for exa-cel with the EMA and MHRA in the EU and the U.K., respectively. Both the EMA and the MHRA have validated the Marketing Authorization Application (MAA), indicating acceptance of the marketing applications and initiation of the review. Exa-cel has been granted Priority Medicines (PRIME) designation in the EU and Orphan Drug designation in the EU and the U.K. Vertex initiated the rolling submission of its biologics licensing application (BLA) in the U.S. in November 2022 and expects to complete the submission by the end of Q1 2023. In the U.S., exa-cel has been granted Fast Track, Regenerative Medicine Advanced Therapy (RMAT), Orphan Drug and Rare Pediatric Disease designations.
•VX-548 in acute pain: Vertex continues to enroll the Phase 3 pivotal program for its lead compound, VX-548, for the treatment of moderate to severe acute pain and expects to complete the pivotal program in late 2023 or early 2024. VX-548 has been granted Breakthrough Therapy and Fast Track designations in the U.S. for moderate to severe acute pain.
•Vanzacaftor/tezacaftor/deutivacaftor, the next-in-class triple combination, in cystic fibrosis: Vertex completed enrollment in the pivotal SKYLINE 102 and SKYLINE 103 trials, which will evaluate the efficacy and safety of vanzacaftor/tezacaftor/deutivacaftor relative to TRIKAFTA in patients with CF 12 years of age and older. Vertex expects to complete the SKYLINE studies by
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the end of 2023. In parallel, Vertex has also initiated a study of vanzacaftor/tezacaftor/deutivacaftor in children with CF 6 to 11 years of age, known as the RIDGELINE study.
R&D Pipeline
Vertex is delivering on a diversified pipeline of potentially transformative small molecule, mRNA, cell and genetic therapies aimed at serious diseases. Recent and anticipated progress for programs in clinical development is summarized below.
Cystic Fibrosis
Vertex continues to pursue next-in-class, small molecule CFTR modulator therapies as well as an mRNA therapy for the approximately 5,000 patients who cannot benefit from CFTR modulators alone.
•In December, the FDA cleared the Investigational New Drug (IND) application for VX-522, a CFTR mRNA therapeutic, which Vertex is developing in collaboration with Moderna. The goal of this therapy is to treat the underlying cause of CF by programming cells in the lungs to produce functional CFTR protein, and it is aimed at the treatment of the approximately 5,000 people with CF who do not produce any CFTR protein. Vertex has initiated a single ascending dose (SAD) clinical trial for VX-522 in people with CF, which is active and enrolling patients. Vertex expects to complete the SAD and initiate the multiple ascending dose (MAD) study in 2023. In the U.S., the FDA has granted Fast Track designation for VX-522.
Beta Thalassemia and Sickle Cell Disease
Exa-cel is a non-viral ex vivo CRISPR gene-editing therapy, which is being developed as a potential functional cure for TDT and SCD. Vertex is developing exa-cel in collaboration with CRISPR Therapeutics.
•The Phase 1/2/3 CLIMB-111 and CLIMB-121 studies and the CLIMB-131 long-term follow-up study are ongoing in patients 12 years of age and older.
•Two additional Phase 3 studies of exa-cel in pediatric patients with TDT and SCD continue to enroll patients.
Neuropathic Pain (NaV1.8)
Vertex has discovered multiple selective small molecule inhibitors of NaV1.8 with the objective of creating a new class of pain medicines that have the potential to provide effective pain relief, without the limitations of opioids and other currently available medicines.
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•In the fourth quarter, Vertex initiated a Phase 2 dose-ranging study of VX-548 in patients with diabetic peripheral neuropathy, a common form of peripheral neuropathic pain.
APOL1-Mediated Kidney Disease (AMKD)
Vertex has discovered multiple oral, small molecule inhibitors of APOL1 function, pioneering a new class of medicines that target an underlying genetic driver of kidney disease.
•Vertex continues to enroll the pivotal program for its lead compound, inaxaplin, in a single Phase 2/3 clinical trial in patients with AMKD and expects to complete the Phase 2B dose-ranging portion of the study in 2023.
•Inaxaplin was granted Breakthrough Therapy designation by the FDA for APOL1-mediated focal segmental glomerulosclerosis (FSGS), as well as Orphan Drug and PRIME designations by the EMA for AMKD.
Type 1 Diabetes (T1D)
Vertex is evaluating cell therapies using stem cell-derived islet cells to replace the endogenous insulin-producing islet cells that are destroyed in people with T1D, with the goal of developing a potential functional cure for this disease.
•Vertex completed enrollment in Part B of the Phase 1/2 study of VX-880 and expects to present updated clinical data from the VX-880 study at a scientific congress in 2023. After Part B of the study is complete, Vertex intends to begin Part C of the study, with concurrent dosing, in 2023.
•In December 2022, Vertex submitted an IND in the U.S. and a Clinical Trial Application (CTA) in Canada, for VX-264, the cells plus device program. The CTA has been cleared, and Vertex plans to begin screening, enrollment and dosing in Canada in the coming months. In the U.S., the IND has not cleared, and the program is on hold.
•In September 2022, Vertex closed the acquisition of ViaCyte, a regenerative medicine company focused on delivering novel stem cell-derived cell replacement therapies as a potential functional cure for T1D. A Phase 1/2 study of VCTX-211, a hypoimmune cell program that Vertex is developing in partnership with CRISPR Therapeutics, is active and enrolling patients.
Alpha-1 Antitrypsin Deficiency
Vertex is working to address the underlying genetic cause of alpha-1 antitrypsin (AAT) deficiency by developing novel small molecule correctors of Z-AAT protein folding, with a goal of increasing the
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secretion of functional AAT into the blood and addressing both the lung and the liver aspects of AAT deficiency.
•Vertex initiated a 48-week Phase 2 study of VX-864, a first-generation AAT corrector, to assess the impact of longer-term treatment on polymer clearance from the liver, as well as the resultant levels of functional AAT (fAAT) in the plasma.
•Additionally, Vertex continues to enroll a first-in-human clinical trial for VX-634, a small molecule AAT corrector in healthy volunteers. VX-634 is the first in a series of next-wave investigational molecules with significantly improved potency and drug-like properties compared to previous Vertex AAT correctors, allowing potential exploration of the full dose response.
Other Internal Innovation and Pre-Clinical Development
Consistent with its overall strategy, Vertex takes a portfolio approach to all of its programs, with additional assets in CF, SCD, TDT, AMKD, T1D, pain and AATD in earlier stages of development.
Vertex is also bringing forward preclinical assets in new disease areas, such as Duchenne muscular dystrophy (DMD) and myotonic dystrophy type 1 (DM1). Additionally, Vertex is working on preclinical molecules with the potential to expand our leadership in existing disease areas, including assets targeting gentler conditioning for exa-cel and NaV1.7 in pain.
Investments in External Innovation
Consistent with its strategy to develop transformative medicines for serious diseases, Vertex previously announced a global research collaboration with Entrada Therapeutics focused on therapeutics for DM1. The collaboration includes Entrada’s program for DM1, ENTR-701, which is in late preclinical development. Under the terms of the agreement, upon closing, which is anticipated to occur this month, Vertex will make an upfront payment of approximately $224 million to Entrada, as well as an equity investment of approximately $26 million.

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Non-GAAP Financial Measures
In this press release, Vertex’s financial results and financial guidance are provided in accordance with accounting principles generally accepted in the United States (GAAP) and using certain non-GAAP financial measures. In particular, non-GAAP financial results and guidance exclude from Vertex’s pre-tax income (i) stock-based compensation expense, (ii) gains or losses related to the fair value of the company’s strategic investments, (iii) increases or decreases in the fair value of contingent consideration, (iv) acquisition-related costs, (v) an intangible asset impairment charge and (vi) other adjustments. The company’s non-GAAP financial results also exclude from its provision for income taxes the estimated tax impact related to its non-GAAP adjustments to pre-tax income described above and certain discrete items. These results should not be viewed as a substitute for the company’s GAAP results and are provided as a complement to results provided in accordance with GAAP. Management believes these non-GAAP financial measures help indicate underlying trends in the company’s business, are important in comparing current results with prior period results and provide additional information regarding the company’s financial position that the company believes is helpful to an understanding of its ongoing business. Management also uses these non-GAAP financial measures to establish budgets and operational goals that are communicated internally and externally, to manage the company’s business and to evaluate its performance. The company’s calculation of non-GAAP financial measures likely differs from the calculations used by other companies. A reconciliation of the GAAP financial results to non-GAAP financial results is included in the attached financial information.
The company provides guidance regarding combined R&D, Acquired IPR&D and SG&A expenses and effective tax rate on a non-GAAP basis. Unless otherwise noted, the guidance regarding combined GAAP and non-GAAP R&D, Acquired IPR&D and SG&A expenses does not include estimates associated with any potential future business development transactions, including collaborations, asset acquisitions and/or licensing of third-party intellectual property rights. The company does not provide guidance regarding its GAAP effective tax rate because it is unable to forecast with reasonable certainty the impact of excess tax benefits related to stock-based compensation and the possibility of certain discrete items, which could be material.
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Vertex Pharmaceuticals Incorporated
Consolidated Statements of Operations
(in millions, except per share amounts)
(unaudited)

Three Months Ended December 31, Twelve Months Ended December 31,
2022 2021 2022 2021
Revenues:
Product revenues, net $ 2,302.7 $ 2,072.6 $ 8,930.7 $ 7,573.4
Other revenues — — — 1.0
Total revenues 2,302.7 2,072.6 8,930.7 7,574.4
Costs and expenses:
Cost of sales 283.3 247.4 1,080.3 904.2
Research and development expenses 694.1 567.8 2,540.3 1,937.8
Acquired in-process research and development expenses (3) 22.6 126.5 115.5 1,113.3
Selling, general and administrative expenses 267.4 255.2 944.7 840.1
Change in fair value of contingent consideration 1.8 (2.0) (57.5) (3.1)
Total costs and expenses 1,269.2 1,194.9 4,623.3 4,792.3
Income from operations 1,033.5 877.7 4,307.4 2,782.1
Interest income 86.0 1.2 144.6 4.9
Interest expense (11.6) (15.1) (54.8) (61.5)
Other (expense) income, net (31.1) 7.1 (164.8) 4.9
Income before provision for income taxes 1,076.8 870.9 4,232.4 2,730.4
Provision for income taxes 257.9 100.8 910.4 388.3
Net income $ 818.9 $ 770.1 $ 3,322.0 $ 2,342.1
Net income per common share:
Basic $ 3.19 $ 3.02 $ 12.97 $ 9.09
Diluted $ 3.15 $ 3.00 $ 12.82 $ 9.01
Shares used in per share calculations:
Basic 256.9 254.6 256.1 257.7
Diluted 260.3 257.0 259.1 259.9

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Vertex Pharmaceuticals Incorporated
Reconciliation of GAAP to Non-GAAP Net Income and Operating Income
(in millions, except per share amounts)
(unaudited)

Three Months Ended December 31, Twelve Months Ended December 31,
2022 2021 2022 2021
GAAP net income $ 818.9 $ 770.1 $ 3,322.0 $ 2,342.1
Stock-based compensation expense 111.5 118.6 491.3 441.4
Decrease (increase) in fair value of strategic investments(5) 6.0 (12.1) 149.1 (17.1)
Increase (decrease) in fair value of contingent consideration (6) 1.8 (2.0) (57.5) (3.1)
Intangible asset impairment charge (6) — — 13.0 —
Acquisition-related costs (7) 3.5 2.8 38.8 11.3
Total non-GAAP adjustments to pre-tax income * 122.8 107.3 634.7 432.5
Tax adjustments (1) * 36.3 (100.8) (101.7) (261.9)
Non-GAAP net income * $ 978.0 $ 776.6 $ 3,855.0 $ 2,512.7
Net income per diluted common share:
GAAP $ 3.15 $ 3.00 $ 12.82 $ 9.01
Non-GAAP * $ 3.76 $ 3.02 $ 14.88 $ 9.67
Shares used in diluted per share calculations:
GAAP and Non-GAAP 260.3 257.0 259.1 259.9
Three Months Ended December 31, Twelve Months Ended December 31,
2022 2021 2022 2021
GAAP operating income $ 1,033.5 $ 877.7 $ 4,307.4 $ 2,782.1
Stock-based compensation expense 111.5 118.6 491.3 441.4
Increase (decrease) in fair value of contingent consideration (6) 1.8 (2.0) (57.5) (3.1)
Intangible asset impairment charge (6) — — 13.0 —
Acquisition-related costs (7) 3.5 2.8 38.8 11.3
Non-GAAP operating income * $ 1,150.3 $ 997.1 $ 4,793.0 $ 3,231.7

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Vertex Pharmaceuticals Incorporated
Reconciliation of GAAP to Non-GAAP Expenses
(in millions, except percentages)
(unaudited)

Three Months Ended December 31, Twelve Months Ended December 31,
2022 2021 2022 2021
GAAP cost of sales
$ 283.3 $ 247.4 $ 1,080.3 $ 904.2
Stock-based compensation expense (2.4) (1.7) (9.4) (6.3)
Non-GAAP cost of sales
$ 280.9 $ 245.7 $ 1,070.9 $ 897.9
GAAP research and development expenses $ 694.1 $ 567.8 $ 2,540.3 $ 1,937.8
Stock-based compensation expense (68.0) (71.9) (297.9) (268.3)
Intangible asset impairment charge (6) — — (13.0) —
Acquisition-related costs (7) (2.8) (2.8) (24.9) (11.3)
Non-GAAP research and development expenses * $ 623.3 $ 493.1 $ 2,204.5 $ 1,658.2
Acquired in-process research and development expenses * $ 22.6 $ 126.5 $ 115.5 $ 1,113.3
GAAP selling, general and administrative expenses $ 267.4 $ 255.2 $ 944.7 $ 840.1
Stock-based compensation expense (41.1) (45.0) (184.0) (166.8)
Acquisition-related costs (6) (0.7) — (13.9) —
Non-GAAP selling, general and administrative expenses $ 225.6 $ 210.2 $ 746.8 $ 673.3
Combined non-GAAP R&D, Acquired IPR&D and SG&A expenses * $ 871.5 $ 829.8 $ 3,066.8 $ 3,444.8
GAAP other (expense) income, net $ (31.1) $ 7.1 $ (164.8) $ 4.9
Decrease (increase) in fair value of strategic investments(5) 6.0 (12.1) 149.1 (17.1)
Non-GAAP other expense, net $ (25.1) $ (5.0) $ (15.7) $ (12.2)
GAAP provision for income taxes $ 257.9 $ 100.8 $ 910.4 $ 388.3
Tax adjustments (1) * (36.3) 100.8 101.7 261.9
Non-GAAP provision for income taxes * $ 221.6 $ 201.6 $ 1,012.1 $ 650.2

GAAP effective tax rate 24.0 % 11.6 % 21.5 % 14.2 %
Non-GAAP effective tax rate 18.5 % 20.6 % 20.8 % 20.6 %
*Starting in the first quarter of 2022, Vertex no longer excludes research and development charges resulting from upfront or contingent milestone payments in connection with collaborations, asset acquisitions and/or licensing of third-party intellectual property rights from its Non-GAAP financial measures. These charges are included as "Acquired in-process research and development expenses," and were previously included in "Research and development expenses," in Vertex’s consolidated statements of operations. Non-GAAP financial measures for the three and twelve months ended December 31, 2021 have been recast to reflect this change.

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Vertex Pharmaceuticals Incorporated
Condensed Consolidated Balance Sheets
(in millions)
(unaudited)

December 31, 2022 December 31, 2021
Assets
Cash, cash equivalents and marketable securities $ 10,778.5 $ 7,524.9
Accounts receivable, net 1,442.2 1,136.8
Inventories 460.6 353.1
Property and equipment, net 1,108.4 1,094.1
Goodwill and intangible assets 1,691.6 1,402.2
Deferred tax assets 1,246.9 934.5
Other assets 1,422.7 986.9
Total assets $ 18,150.9 $ 13,432.5
Liabilities and Shareholders’ Equity
Accounts payable and accrued expenses $ 2,430.6 $ 1,873.6
Finance lease liabilities 471.6 556.7
Contingent consideration 129.0 186.5
Other liabilities 1,207.0 715.7
Shareholders’ equity 13,912.7 10,100.0
Total liabilities and shareholders’ equity $ 18,150.9 $ 13,432.5
Common shares outstanding 257.0 254.5

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Notes and Explanations

1: In the three and twelve months ended December 31, 2022 and 2021, "Tax adjustments" included the estimated income taxes related to non-GAAP adjustments to the company’s pre-tax income and excess tax benefits related to stock-based compensation. "Tax adjustments" in the three and twelve months ended December 31, 2022 also included $60 million of net discrete tax expense related to our uncertain tax positions associated with intercompany transfer pricing matters partially offset by changes in our estimated prior-year tax liabilities. "Tax adjustments" in the three and twelve months ended December 31, 2021 included a $44 million discrete benefit resulting from the conclusion of an R&D tax credit study. The twelve months ended December 31, 2021 also included a $95 million discrete tax benefit related to an increase in the U.K.’s corporate tax rate from 19% to 25%, which was enacted in June 2021 and will become effective in April 2023.

2: Under our share repurchase program, the company may repurchase stock from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans.

3: The difference between the company’s full year 2023 combined GAAP R&D, Acquired IPR&D and SG&A expenses and combined non-GAAP R&D, Acquired IPR&D and SG&A expenses guidance relates primarily to $440 million to $575 million of stock-based compensation expense. Unless otherwise noted, the guidance regarding combined GAAP and non-GAAP R&D, Acquired IPR&D and SG&A expenses does not include estimates associated with any potential future business development transactions, including collaborations, asset acquisitions and/or licensing of third-party intellectual property rights.

4: Vertex classifies upfront, contingent milestone, and other payments pursuant to its business development transactions, including collaborations, licenses of third-party technologies, and asset acquisitions as "Acquired in-process research and development expenses" in its consolidated statements of operations in cases where such acquired assets do not have an alternative future use. These amounts were previously classified as "Research and development expenses." To conform prior periods to current presentation, the company reclassified $127 million and $1.1 billion from "Research and development expenses" to "Acquired in-process research and development expenses" for the three and twelve months ended December 31, 2021, respectively. In the twelve months ended December 31, 2021, "Acquired in-process research and development expenses" primarily related to the $900 million upfront payment to CRISPR.

5: "Other (expense) income, net" includes net gains and losses related to changes in the fair value of the company’s strategic investments.

6: In June 2022, the company revised the scope of certain acquired programs, resulting in a $13 million "Intangible asset impairment charge" and a decrease in the associated fair value of contingent consideration.

7: "Acquisition-related costs" in the three and twelve months ended December 31, 2022 and 2021 related to costs associated with the company’s acquisitions of Exonics and ViaCyte.

Neurocrine Biosciences to Present at the SVB Securities Global Biopharma Conference

On February 7, 2023 Neurocrine Biosciences, Inc. (Nasdaq: NBIX) reported that it will present at the virtual SVB Securities Global Biopharma Conference at 12:00 p.m. Eastern Time on Tuesday, February 14, 2023 (Press release, Neurocrine Biosciences, FEB 7, 2023, View Source [SID1234626960]). Kevin Gorman, Chief Executive Officer, and Matt Abernethy, Chief Financial Officer, will present at the conference.

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The live presentation will be webcast and may be accessed on the Company’s website under Investors at www.neurocrine.com. A replay of the presentation will be available on the website approximately one hour after the conclusion of the event and will be archived for approximately one month.

Cellectis Announces Closing of Global Offering and Exercise of Underwriters’ Option to Purchase Additional Shares

On February 7, 2023 Cellectis S.A. ("Cellectis" or the "Company") (Euronext Growth: ALCLS – NASDAQ: CLLS), a clinical-stage biotechnology company using its pioneering gene-editing platform to develop life-saving cell and gene therapies, reported (Press release, Cellectis, FEB 7, 2023, View Source [SID1234626956]):

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the initial closing on February 7, 2023 of the previously announced underwritten global offering by way of a capital increase of 8,800,000 American Depositary Shares (the "ADSs"), each representing the right to receive one ordinary share of Cellectis, nominal value €0.05 per share (the "Global Offering"), which launched on February 2, 2023; and

the exercise by the underwriters, Jefferies LLC and Barclays Capital Inc., of their option (the "Option") to purchase an additional 1,107,800 ordinary shares (the "Additional Ordinary Shares") of the Company to be delivered in the form of an aggregate of 1,107,800 ADSs (the "Additional ADSs").

The Additional ADSs will be listed on the Nasdaq Global Market under the symbol "CLLS", and the Company’s Additional Ordinary Shares will be listed on Euronext Growth in Paris under the symbol "ALCLS". The closing of the Option is expected to occur on February 8, 2023, subject to customary closing conditions.

Following the Global Offering and Option exercise, the total number of ordinary shares issued in the form of ADSs amounts to 9,907,800, bringing the gross proceeds of the Global Offering and Option to the Company to approximately $24,769,500 (€22,695,162.18) and the aggregate net proceeds to the Company, after deducting underwriting commissions and estimated offering expenses, to approximately $22,783,330 (€20,875,325.27).

Jefferies LLC and Barclays Capital Inc. acted as joint book-running managers for the Global Offering.

The Company plans to use (i) approximately $17.0 million (€15.6 million) of the net proceeds of the Global Offering to fund the continued clinical development of UCART 123, UCART22, UCART20x22, and UCARTCS1, and (ii) any remainder for working capital and other general corporate purposes.

Based on the planned use of proceeds from the Global Offering and Option, Cellectis believes that its cash and cash equivalents and cash flow from operations (including payments it expects to receive pursuant to collaboration agreements and anticipated government funding of research programs, but excluding any potential borrowings under the Company’s finance contract with European Investment Bank) will be sufficient to fund Cellectis’ operations into Q2 2024.

The offering price of $2.50 per Additional ADS, corresponding to an offering price of €2.29 per Additional Ordinary Share (based on an exchange rate of €1.00 = $1.0914 as published by Bloomberg on February 2, 2023), was equal to the volume weighted average price of Cellectis’ ordinary shares on Euronext Growth in Paris over the last three trading sessions preceding the pricing of the Global Offering (i.e., January 31 and February 1 and 2, 2023), minus a discount of 20%, and was determined by Cellectis pursuant to the 17th resolution of Cellectis, which was approved at the combined meeting of the Company’s shareholders held on June 28, 2022.

The partial exercise of the Option is part of stabilization activities carried out since the announcement of Cellectis’ Global Offering. The stabilization period is now closed.

The ADSs and the Additional ADSs are being offered pursuant to an effective shelf registration statement on Form F-3 (Registration No. 333-265826) relating to the securities to be issued in the Global Offering (including the Option), which was filed with the Securities and Exchange Commission (SEC) on June 24, 2022 and subsequently declared effective on July 7, 2022.

The Global Offering and the Option were made only by means of a prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and a final preliminary prospectus relating to the Global Offering and the Option were filed with the SEC on February 2, 2023 and are available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement (and accompanying prospectus) relating to the Global Offering may be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022 or by telephone at (877) 821-7388 or by email at [email protected]; or Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone (888) 603-5847 or by email at [email protected]. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

Garuda Therapeutics Secures $62 Million Series B Financing to Advance Off-the-Shelf Blood Stem Cell Technology Platform

On February 07, 2023 Garuda Therapeutics (Garuda), a company creating off-the-shelf, durable blood stem cell-based cellular therapies, reported a $62 million Series B financing led by Northpond Ventures, OrbiMed Advisors, Cormorant Asset Management, and Aisling Capital, along with participation from Sectoral Asset Management, Mass General Brigham Ventures, Alexandria Venture Investments, and other elite investors and individuals (Press release, garudatxcom, FEB 7, 2023, View Source [SID1234626949]). This brings the ​​total amount of funding for the company to $134 million. The company also announced the appointment of Raymond J. Kelleher, M.D., Ph.D., Managing Director at Cormorant Asset Management, to its Board of Directors.

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Like bone marrow transplants, Garuda’s technology has the potential to address, and possibly cure, more than 120 diseases for a diverse population of patients with unmet medical need. Proceeds from the financing will be used to further advance the development of Garuda’s platform for generation of off-the-shelf, self-renewing blood stem cells towards the clinic as potential treatment for patients with hematological diseases. The Series B funding will also enable Garuda to continue the advancement of its proprietary HSC-derived off-the-shelf, durable immune cell program for treating patients with oncologic disorders. The funding will also further advance Garuda’s continued development of HLA-matched pluripotent stem cells greatly broadening the eligibility of patients and increasing access to blood and other cellular therapies in regenerative medicine.

"Garuda is built upon the foundation of what we consider to be the most de-risked and highly validated blood stem cell-based cell therapy approach, and has the potential to overcome challenges to the current standard of care, including lack of consistency, scalability, durability, affordability, and availability of suitable healthy donors. We are grateful for the continued strong financial support from our elite institutional investors that will help enable us to bring our off-the-shelf durable blood stem cell and immune cell programs to patients in need," said Dhvanit Shah, Ph.D., Co-Founder and CEO of Garuda. "Garuda’s Series B investment translates directly into the advancement of two lead programs for hematology and oncology indications. This funding milestone is another crucial step to delivering life-changing cellular therapeutics to patients around the world afflicted by treatable, and often curable, diseases."

TILT Biotherapeutics Announces Final Close of €22 Million Financing Round to Advance to Phase II Oncology Immunotherapy Trials

On February 7, 2023 TILT Biotherapeutics (TILT), a clinical-stage biotechnology company developing cancer immunotherapies, reported the final close of its EUR 22 million (approximately USD 23.8 million) round (Press release, TILT Biotherapeutics, FEB 7, 2023, View Source [SID1234626948]). This follows on from the first close of EUR 10 million in June 2022. The financing was led by Finland’s Lifeline Ventures, an early-stage venture capital firm founded by serial entrepreneurs.

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The funding will be used to advance to Phase II the company’s combination trials which use oncolytic immunotherapies synergistically with checkpoint inhibitors.

This final close of €12 million includes €5.9 million equity from the European Innovation Council (EIC) Fund as well as a €2.1 million grant from EIC’s Accelerator programme, as well as investments from Stephen Industries Inc Oy and ACME Investments SPF Sàrl. The EIC Fund is TILT’s first significant international investor. The EIC investment decision followed a due diligence process by the European Investment Bank, which supports the EIC Fund as Investment Advisor.

TILT Biotherapeutics’ founder and CEO, Akseli Hemminki, a cancer clinician who has personally treated hundreds of cancer patients with oncolytic viruses, said, "We’re pleased to have achieved this round of €22 million to advance our promising pipeline of armed oncolytic viruses. Our trials are progressing well through Phase I, and this new funding will support us in progressing them into Phase II, another key step for these new therapies to reach patients in a range of cancers".

Timo Ahopelto, Founding Partner of Lifeline Ventures, said, "We invest in future category-leading companies with strong founders, and support them through their growth. We saw the potential in TILT’s cancer immunotherapies early on and continue to build on that potential in Europe as well as the U.S market with this funding round."

Hermann Hauser, member of the EIC Fund Board said, "Combining grants and equity is unique to the European Innovation Council. It bridges the funding gap for highly innovative companies, unlocks additional private investments and enables them to scale up in Europe."

The heart of TILT’s innovative approach revolves around the use of armed oncolytic adenoviruses, using cytokines and other molecules to boost the patient’s immune response to better enable it to find and destroy cancer cells. The company is advancing its pipeline of programs including its lead asset TILT-123, in further clinical trials, including in combination with immune checkpoint inhibitors.