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Shire plc : 3rd Quarter Results

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Shire reports strong earnings growth in Q3 2017; reiterates full year guidance

Product sales increased 7%, mainly driven by rapid growth in Immunology franchise                          

Generated $1.1 billion operating cash flow; remain on-track to achieve our year-end debt target

On track to file a NDA for SHP555 in chronic constipation in Q4 2017 and a BLA for SHP643 in hereditary angioedema by late 2017 or early 2018

Completed manufacturing review and identified more than $100 million in projected additional annual savings beginning in 2019 and expected to increase to $300 million annually by 2023

October 27, 2017 - Shire plc (Shire) (LSE: SHP, NASDAQ: SHPG) announces unaudited results for the three months ended September 30, 2017.

Flemming Ornskov, M.D., M.P.H., Shire Chief Executive Officer, commented:

"We delivered strong growth this quarter with product sales up 7% to $3.5 billion despite a CINRYZE supply shortage and a LIALDA generic entry. The Immunology franchise grew by 32%, and we saw significant contributions across our broad and diverse portfolio, evidencing our continued focus on commercial execution. We delivered strong Non GAAP EPS growth of 20%, and operating cash flow more than doubled to $1.1 billion, which enabled us to further reduce our debt.

"We experienced a product shortage of CINRYZE during the quarter due to a manufacturing interruption at a third-party manufacturer. The issue has been addressed and production of CINRYZE has resumed. Product was shipped to customers in early October. To enhance reliability of supply, we plan to start in-house production of CINRYZE by Q1 2018, subject to FDA approval, as sustainable and unconstrained CINRYZE supply is a top priority.


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"We are reiterating our 2017 full year guidance, and I look forward to updating you on the Neuroscience strategic review by year end. I continue to be highly confident in the strength and durability of our business."


Financial Highlights

  Q3 2017(1) Growth(1) Non GAAP CER(1)(2)
Product sales $3,534 million +7% +6%
Total revenues $3,698 million +7% +6%
       
Operating income from continuing operations $709 million N/M  
Non GAAP operating income(2) $1,498 million +19% +18%
       
Net income margin(3)(4) 15% 26ppc  
Non GAAP EBITDA margin(2)(4) 44% 5ppc  
       
Net income $551 million N/M  
Non GAAP net income(2) $1,158 million +20%  
       
Diluted earnings per ADS(5) $1.81 N/M  
Non GAAP diluted earnings per ADS(2)(5) $3.81 +20% +19%
       
Net cash provided by operating activities $1,055 million +101%  
Non GAAP free cash flow(2) $901 million +128%  

(1) Results include Baxalta Inc. (Baxalta) (acquired on June 3, 2016), unless otherwise noted. Percentages compare to equivalent 2016 period. (2) The Non GAAP financial measures included within this release are explained on pages 27 - 28, and are reconciled to the most directly comparable financial measures prepared in accordance with US GAAP on pages 21 - 23. (3) US GAAP net income as a percentage of total revenues. (4) Percentage point change (ppc). (5) Diluted weighted average number of ordinary shares of 912 million.

Product sales growth
·     Delivered product sales growth of 7%, including robust demand for our Immunology franchise, up 32%.
·     Successful early trajectory of MYDAYIS since U.S. launch on August 28, 2017, with over 3,000 physicians prescribing to over 11,000 patients as of October 17, 2017.
·       Genetic Diseases was impacted by lower product sales for CINRYZE due to a product shortage resulting from a manufacturing interruption. The manufacturing issue has been addressed and production of CINRYZE resumed. Approximately $100 million of product was shipped to customers in early October.
·       Increasing demand for XIIDRA; 9% script growth since Q2 2017.

Earnings growth

  • Generated Non GAAP earnings per ADS of $3.81, underscoring continued focus on commercial excellence and operating efficiency.
  • Reported Non GAAP EBITDA margin of 44% for the quarter; on-track to achieve at least $700 million in synergies by Year 3 as we continued to progress the Baxalta integration.
  • Completed manufacturing network review; identified more than $100 million in projected additional annual savings beginning in 2019. Expected to increase to $300 million annually by 2023.

Strong cash flow

  • Strong operating cash flow enabled $920 million reduction in Non GAAP net debt since June 30, 2017; remain on-track to achieve our year-end debt target.

Product and Pipeline Highlights

Regulatory updates
·       Submitted an application to the U.S. Food and Drug Administration (FDA) to enable a second source of CINRYZE production at an in-house manufacturing facility to enhance reliability of supply.
·       Submitted lifitegrast Marketing Authorization Application for treatment of dry eye disease in Europe; Canadian approval anticipated by Q1 2018.
·       Received FDA Fast Track Designation for SHP607 for the prevention of chronic lung disease in extremely premature infants.
·       Positive opinion from Committee for Medicinal Products for Human Use (CHMP) of the European Medicines Agency (EMA) recommending the marketing authorization for lyophilized ONCASPAR (pegaspargase), as a component of antineoplastic combination therapy in acute lymphoblastic leukemia (ALL) in all ages.
·      Received FDA Orphan Drug Designation and Investigational New Drug (IND) status for SHP654 for the treatment of hemophilia A.
·      Granted a label extension for FIRAZYR in Europe by the European Commission (EC), broadening its use to the treatment of acute attacks of HAE in adolescents and children aged 2 years and older.
·      On track to file a Biologics License Application (BLA) for SHP643 in late 2017 or early 2018.
·      On track to file a New Drug Application (NDA) for SHP555 in late Q4 2017.

Clinical and business development updates
·      Strategic review of Neuroscience franchise on track; update planned for year end.
·      Reported positive topline Phase 3 results for subcutaneous SHP616 Liquid in patients 12 years of age or older with symptomatic Hereditary Angioedema (HAE).
·      Reported positive topline results for INTUNIV in Japan, evaluated in Phase 3 clinical trial in adults with ADHD.


FINANCIAL SUMMARY - THIRD QUARTER 2017 COMPARED TO THIRD QUARTER 2016

Revenues

  • Product sales increased 7% to $3,534 million (Q3 2016: $3,315 million), primarily due to strong growth from our Immunology franchise, up 32%, Neuroscience franchise, up 12% and our Hematology franchise, up 4%. Product sales also benefited from a full quarter of Ophthalmics product sales. Growth was held back by the launch of generic competition for LIALDA and a supply constraint related to CINRYZE, which negatively impacted our Internal Medicine and Genetic Diseases franchises, down 24% and 7%, respectively.
     
  • Royalties and other revenues increased 20% to $164 million, primarily due to an increase in royalty streams acquired with Dyax and SENSIPAR royalties.

Operating results

  • Operating income was $709 million (Q3 2016: operating loss of $406 million). The increase was primarily due to lower expense relating to the unwind of inventory fair value adjustments and costs related to licensing arrangements, combined with higher revenues, partially offset by higher amortization of acquired intangible assets.
     
  • Non GAAP operating income increased 19% to $1,498 million (Q3 2016: $1,254 million), primarily due to higher revenues and lower expenses as a percentage of total revenues driven by operating efficiencies which were impacted by the realization of Baxalta operating expense synergies.
     
  • Non GAAP EBITDA margin as a percentage of total revenues increased to 44% (Q3 2016: 39%), primarily due to higher revenues and lower expenses as a percentage of total revenues, driven by operating efficiencies which were impacted by the realization of Baxalta operating expense synergies.

Earnings per share (EPS)

  • Diluted earnings per American Depositary Shares (ADS) were $1.81 (Q3 2016: diluted losses per ADS of $1.29). The increase is primarily due to higher operating income from lower expenses relating to the unwind of inventory fair value adjustments and costs related to licensing arrangements, combined with higher revenues.
     
  • Non GAAP diluted earnings per ADS increased 20% to $3.81 (Q3 2016: $3.17), due to higher Non GAAP operating income primarily related to higher revenues and higher gross margin.

Cash flows

  • Net cash provided by operating activities increased 101% to $1,055 million (Q3 2016: $526 million), primarily due to strong cash receipts from higher sales and operating profitability, and lower Baxalta acquisition and integration payments. Also, Q3 2016 net cash provided by operating activities was negatively impacted by a payment associated with the termination of a biosimilar collaboration acquired with Baxalta.
     
  • Non GAAP free cash flow increased 128% to $901 million (Q3 2016: $395 million), driven by the growth in net cash provided by operating activities noted above, combined with a decrease in capital expenditures of $46 million.

Debt

  • Non GAAP net debt at September 30, 2017 decreased $2,063 million since December 31, 2016, to $20,376 million (December 31, 2016: $22,439 million). The decrease was primarily due to a $2,403 million net cash repayment of debt, partially offset by a lower cash balance. Non GAAP net debt represents aggregate long and short term borrowings of $20,236 million, and capital leases of $349 million, partially offset by cash and cash equivalents of $209 million.

OUTLOOK

We are reiterating our guidance from Q2 2017.

The guidance incorporates accelerated synergy capture as well as the impact of LIALDA generic competition. Our depreciation estimate for the year is $450 - $500 million, and we anticipate capital expenditures of $800 - $900 million.

The diluted earnings per ADS forecast assumes a weighted average number of 914 million fully diluted ordinary shares outstanding for 2017.

Full Year 2017 US GAAP Outlook Non GAAP Outlook(1)
Total product sales $14.3 - $14.6 billion $14.3 - $14.6 billion
Royalties & other revenues $600 - $700 million $600 - $700 million
Gross margin as a percentage of total revenue(2) 67.5% - 69.5% 74.5% - 76.5%
Combined R&D and SG&A $5.3 - $5.5 billion $4.9 - $5.1 billion
Net interest/other $500 - $600 million $500 - $600 million
Effective tax rate ~7% 16% - 17%
Diluted earnings per ADS(3) $5.65 - $6.05 $14.80 - $15.20

(1) For a list of items excluded from Non GAAP Outlook, refer to pages 27 - 28 of this release.
(2) Gross margin as a percentage of total revenues excludes amortization of acquired intangible assets.
(3) See page 23 for a reconciliation between US GAAP diluted earnings per ADS and Non GAAP diluted earnings per ADS.


RECENT DEVELOPMENTS

Products

FIRAZYR for the treatment of HAE in Europe
·         On October 26, 2017, Shire announced that the EC has approved a label extension for FIRAZYR, broadening its use to the treatment of acute attacks of HAE in adolescents and children aged 2 years and older.

INTUNIV for the treatment of attention deficit hyperactivity disorder (ADHD) in Japan

  • On September 20, 2017, Shire and its partner in Japan, Shionogi & Co., Ltd, announced positive topline results for a Phase 3 study evaluating INTUNIV in adult patients with ADHD in Japan.

MYDAYIS for the treatment of ADHD

  • On August 28, 2017, Shire announced that MYDAYIS was available by prescription in the United States. The FDA approved MYDAYIS on June 20, 2017 for patients 13 years and older with ADHD.

Lifitegrast for the treatment of dry eye disease (DED) in Europe

  • On August 15, 2017, Shire announced that the Marketing Authorization Application for lifitegrast, submitted on August 7, 2017, was validated by the UK as the Reference Member State involved in the Decentralized Procedure.

Pipeline

SHP654 for the treatment of hemophilia A

  • On October 25, 2017, Shire announced that the FDA awarded Orphan Drug Designation to SHP654 (also designated as BAX 888), an investigational factor VIII (FVIII) gene therapy for the treatment of hemophilia A. The FDA also granted Shire IND status for SHP654.

SHP674 (ONCASPAR) for the treatment of acute lymphoblastic leukemia

  • On October 12, 2017, Shire received a positive opinion from the CHMP recommending marketing authorization for Lyophilized ONCASPAR for use as a component of antineoplastic combination therapy in acute lymphoblastic leukemia (ALL) in all ages.

SHP607 for the treatment of complications of prematurity

  • On September 12, 2017, Shire announced that the FDA has granted Fast Track designation for SHP607 for the prevention of chronic lung disease in extremely premature infants. SHP607 is currently in Phase 2 clinical development.

SHP616 for the treatment of HAE

  • On September 11, 2017, Shire announced positive topline Phase 3 results for the SAHARA study that evaluated the efficacy and safety of subcutaneously administered C1 esterase inhibitor [human] Liquid for Injection in patients 12 years of age or older with symptomatic HAE.

Board Changes

On August 21, 2017, Shire announced that Jeff Poulton, Chief Financial Officer, will be leaving Shire. The Board has commenced a formal search for a successor and Jeff will continue to serve in his current role as this search progresses. During this transition period, Jeff will remain on the Executive Committee and on the Board of Directors of Shire plc until the end of the year.

In addition, and following the announcement that Dominic Blakemore will be appointed Group Chief Executive of Compass Group PLC on April 1, 2018, the Board has approved the appointment of Sara Mathew as Chair of the Audit Compliance & Risk Committee to take place with immediate effect. Dominic Blakemore will remain a member of the Audit Compliance & Risk Committee.


ADDITIONAL INFORMATION

The following additional information is included in this press release:

  Page
   
Overview of Third Quarter 2017 Financial Results 8
   
Financial Information 13
   
Non GAAP Reconciliations 21
   
Notes to Editors 24
   
Forward-Looking Statements 25
   
Non GAAP Measures 27
   
Trademarks 28

For further information please contact:

Investor Relations    
  Ian Karp ikarp@shire.com +1 781 482 9018
  Robert Coates rcoates@shire.com +44 203 549 0874
       
Media    
  Lisa Adler lisa.adler@shire.com +1 617 588 8607
  Katie Joyce kjoyce@shire.com +1 781 482 2779

Dial in details for the live conference call for investors at 14:00 BST / 9:00 EDT on October 27, 2017:

UK dial in: 0808 237 0030 or 020 3139 4830
US dial in: 1 866 928 7517 or 1 718 873 9077
International Access Numbers: Click here
Password/Conf ID: 31097524#
Live Webcast: Click here

The quarterly earnings presentation will be available today at 13:00 BST / 8:00 EDT on:

- Shire.com Investors section

- Shire's IR Briefcase in the iTunes Store


OVERVIEW OF THIRD QUARTER 2017 FINANCIAL RESULTS COMPARED TO THIRD QUARTER 2016

  1. Product sales

Product sales increased 7% to $3,534 million (Q3 2016: $3,315 million).

(in millions)               Total Sales
Year on year growth
Product sales by franchise   U.S. Sales   International Sales   Total Sales   Reported Non GAAP CER
                   
HEMOPHILIA   $ 357.5     $ 367.8     $ 725.3     +3 % +3 %
INHIBITOR THERAPIES   70.6     120.1     190.7     +5 % +4 %
Hematology   428.1     487.9     916.0     +4 % +3 %
                   
IMMUNOGLOBULIN THERAPIES   486.6     118.5     605.1     +28 % +28 %
BIO THERAPEUTICS   86.3     110.3     196.6     +47 % +45 %
Immunology   572.9     228.8     801.7     +32 % +32 %
                   
VYVANSE   476.8     61.6     538.4     +5 % +5 %
ADDERALL XR   99.4     6.6     106.0     +32 % +32 %
MYDAYIS   10.2     -     10.2     N/A N/A
Other Neuroscience   6.7     29.8     36.5     +56 % +53 %
Neuroscience   593.1     98.0     691.1     +12 % +12 %
                   
FIRAZYR   173.6     21.9     195.5     +34 % +33 %
ELAPRASE   41.4     111.5     152.9     +4 % +1 %
REPLAGAL   -     117.2     117.2     -1 % -4 %
VPRIV   37.5     52.1     89.6     +2 % +1 %
CINRYZE   46.2     10.7     56.9     -66 % -66 %
KALBITOR   16.0     -     16.0     +44 % +44 %
Genetic Diseases   314.7     313.4     628.1     -7 % -8 %
                   
LIALDA/MEZAVANT   61.4     25.3     86.7     -58 % -59 %
GATTEX/REVESTIVE   72.6     12.3     84.9     +46 % +45 %
PENTASA   72.1     -     72.1     -16 % -16 %
NATPARA   39.1     -     39.1     +68 % +68 %
Other Internal Medicine   12.0     56.2     68.2     -22 % -24 %
Internal Medicine   257.2     93.8     351.0     -24 % -25 %
                   
Ophthalmics   77.4     -     77.4     N/M N/M
                   
Oncology   47.2     21.3     68.5     +24 % +22 %
                   
Total product sales   $ 2,290.6     $ 1,243.2     $ 3,533.8     +7 % +6 %
                   

Hematology
Hematology product sales increased 4%, with growth in both our hemophilia and inhibitor therapies products.

Growth across the portfolio was driven by underlying demand in our international markets, which also benefited from the timing of large orders. U.S. sales were flat year over year, as increased demand, primarily related to our FVIII products, was offset by the impact of destocking in Q3 2017 compared to stocking in Q3 2016.

Immunology
Immunology product sales increased 32% with strong growth from both our immunoglobulin therapies and bio therapeutics products.

The U.S. benefited from growth in demand and stocking for GAMMAGARD liquid, and increasing demand for our subcutaneous portfolio. International growth was primarily due to the timing of large orders and strong underlying performance in all regions.

Neuroscience
Neuroscience product sales increased 12%, primarily driven by VYVANSE and ADDERALL XR.

VYVANSE sales increased 5%, primarily due to the benefit of a price increase taken since Q3 2016, increased demand resulting from U.S. ADHD market growth and solid performance in our international markets. ADDERALL XR sales increased 32%, primarily due to stocking in Q3 2017 compared to destocking in the prior year.

MYDAYIS, which was made available to patients on August 28, 2017, contributed $10 million of product sales.

Genetic Diseases
Genetic Diseases product sales decreased 7%, primarily due to the impact of a CINRYZE supply constraint, which was partially offset by FIRAZYR growth.

CINRYZE sales decreased 66% due to supply constraints caused by a manufacturing interruption that was experienced during the quarter. The issue has been addressed, and production has resumed. Approximately $100 million of product was shipped to customers in early October. We continue to work to stabilize CINRYZE manufacturing, however supply constraints may continue until we secure a second source of production.  Subject to FDA approval, we expect to add CINRYZE in-house production capabilities in early Q1 2018.

FIRAZYR sales increased 34%, due to increased patient demand and stocking, in part due to the CINRYZE supply constraints.

Internal Medicine
Internal Medicine product sales decreased 24%, as the impact of LIALDA generic competition was partially offset by growth from GATTEX/REVESTIVE and NATPARA.

LIALDA/MEZAVANT sales decreased 58%, due to the impact of generic competition in Q3 2017. An authorized generic was launched in the second half of Q3 2017.

GATTEX/REVESTIVE and NATPARA continued to perform well with sales increasing 46% and 68%, respectively, primarily due to an increase in the numbers of patients on therapy.

Ophthalmics
Ophthalmics product sales relate to XIIDRA, which was made available to patients starting on August 29, 2016. XIIDRA contributed $77 million of product sales with 9% prescription growth since Q2 2017.

Oncology
Oncology product sales increased 24%. Growth was driven by sales of ONCASPAR and ONIVYDE, the latter of which was approved in the EU on October 18, 2016.

  1. Royalties and other revenues
(in millions)       Year on year growth
    Revenue   Reported Non GAAP CER
SENSIPAR royalties   $ 42.8     +11 % +11 %
3TC and ZEFFIX royalties   16.1     -1 % -1 %
FOSRENOL royalties   14.3     +4 % +12 %
ADDERALL XR royalties   7.7     +64 % +64 %
Other royalties and revenues   82.9     +31 % +28 %
Total royalties and other revenues   $ 163.8     +20 % +19 %
           

Royalties and other Revenues increased 20%, primarily due to an increase in royalty streams acquired with Dyax and SENSIPAR royalties.

  1. Financial details

Cost of sales

(in millions)   Q3 2017   % of total revenues   Q3 2016   % of total revenues
Cost of sales (US GAAP)   $ 1,001.4     27 %   $ 1,736.2     50 %
Expense related to the unwind of inventory fair value adjustments   (63.3 )       (803.8 )    
Inventory write-down relating to the closure of a  facility   -         (11.6 )    
Depreciation   (70.1 )       (54.5 )    
Non GAAP cost of sales   $ 868.0     23 %   $ 866.3     25 %
                 

Cost of sales as a percentage of total revenues decreased to 27%, primarily due to lower expense related to the unwind of inventory fair value adjustments.

Non GAAP cost of sales as a percentage of total revenues decreased to 23%, primarily driven by operating efficiencies and the realization of synergies from the acquisition of Baxalta.

R&D

(in millions)   Q3 2017   % of total revenues   Q3 2016   % of total revenues
R&D (US GAAP)   $ 402.8     11 %   $ 511.1     15 %
Costs relating to license arrangements   -         (110.0 )    
Depreciation   (10.8 )       (9.0 )    
Non GAAP R&D   $ 392.0     11 %   $ 392.1     11 %
                 

R&D expenditure decreased by $108 million, or 21%, primarily due to lower costs relating to license arrangements.

Non GAAP R&D expenditure, and expense as a percentage of total revenues, remained consistent with Q3 2016, as an increase in costs relating to our late stage pipeline was offset by savings on discontinued programs.
SG&A

(in millions)   Q3 2017   % of total revenues   Q3 2016   % of total revenues
SG&A (US GAAP)   $ 859.7     23 %   $ 875.6     25 %
Legal and litigation costs   (1.0 )       0.5      
Depreciation   (39.0 )       (29.6 )    
Non GAAP SG&A   $ 819.7     22 %   $ 846.5     25 %
                 

SG&A expenditure decreased by $16 million, or 2%, primarily due to the realization of synergies from the acquisition of Baxalta and lower XIIDRA marketing spend, which was partially offset by MYDAYIS launch costs and increased depreciation expense.

Non GAAP SG&A expenditure decreased by $27 million, or 3%, primarily due to the realization of synergies from the acquisition of Baxalta and lower XIIDRA marketing spend, which was partially offset by MYDAYIS launch costs. Non GAAP SG&A as a percentage of total revenues decreased 3 percentage points.

Amortization of acquired intangible assets

Shire recorded amortization of acquired intangible assets of $482 million (Q3 2016: $355 million), primarily related to intangible assets acquired with Baxalta and the acceleration of CINRYZE amortization following positive SHP643 Phase 3 results.

Integration and acquisition costs

In Q3 2017, Shire recorded integration and acquisition costs of $237 million, primarily relating to the Baxalta transaction. Costs included asset impairment charges, employee severance, the acceleration of stock compensation, third-party professional fees and expenses associated with facility consolidations.

In Q3 2016, Shire recorded integration and acquisition costs of $285 million, primarily relating to the Baxalta and Dyax transactions. Costs included employee severance, the acceleration of stock compensation, third-party professional fees, contract terminations and other transaction-related fees.

Reorganization costs

In Q3 2017, Shire recorded reorganization costs of $5 million. In Q3 2016, Shire recorded reorganization costs of $101 million, primarily related to the closure of a facility at the Los Angeles manufacturing site.

Other expense, net

(in millions)   Q3 2017       Q3 2016    
Other expense, net (US GAAP)   $ (140.5 )       $ (191.3 )    
Amortization of one-time upfront borrowing costs for Baxalta and Dyax   1.9         47.4      
Loss on sale of long term investments   4.3         -      
Non GAAP Other expense, net   $ (134.3 )       $ (143.9 )    
                 

Other expense, net decreased by $51 million, primarily due to lower amortization of one-time upfront borrowing costs for Baxalta and Dyax.

Non GAAP Other expense, net decreased by $10 million.

Taxation

(in millions)       Effective
tax rate
      Effective
tax rate
    Q3 2017   Q3 2016  
Income tax expense (US GAAP)   $ (13.5 )   2 %   $ 229.6     (38 %)
Non GAAP tax adjustments   (189.0 )       (377.3 )    
Non GAAP Income tax expense   $ (202.5 )   15 %   $ (147.7 )   13 %
                 

The effective tax rate on US GAAP income in Q3 2017 was 2% (Q3 2016: -38%) and on a Non GAAP basis was 15% (Q3 2016: 13%).

The effective rate in Q3 2017 on US GAAP income from continuing operations is low, primarily due to the combined impact of the relative quantum of profit before tax for the period by jurisdiction as well as significant acquisition and integration costs. Additionally, certain discrete events occurred during Q3 2017 which contributed to the low effective tax rate, including a tax benefit associated with filing of the US tax returns and the reversal of prior period income tax reserves.

Discontinued operations

The loss from discontinued operations in Q3 2017 was less than $1 million, net of taxes. The loss in Q3 2016 was $18 million, net of taxes, primarily due to the establishment of legal contingencies related to the divested DERMAGRAFT business.


FINANCIAL INFORMATION

TABLE OF CONTENTS

  Page
   
Unaudited US GAAP Consolidated Balance Sheets 14
   
Unaudited US GAAP Consolidated Statements of Operations 15
   
Unaudited US GAAP Consolidated Statements of Cash Flows 17
   
Selected Notes to the Unaudited US GAAP Financial Statements  
(1) Earnings per share 19
(2) Analysis of revenues 20
   
Non GAAP reconciliations 21

Unaudited US GAAP Consolidated Balance Sheets
(in millions, except par value of shares)

  September 30, 2017   December 31, 2016
ASSETS      
Current assets:      
Cash and cash equivalents $ 209.3     $ 528.8  
Restricted cash 34.3     25.6  
Accounts receivable, net 2,840.7     2,616.5  
Inventories 3,427.3     3,562.3  
Prepaid expenses and other current assets 779.9     806.3  
Total current assets 7,291.5     7,539.5  
       
Non-current assets:      
Investments 199.7     191.6  
Property, plant and equipment (PP&E), net 6,579.5     6,469.6  
Goodwill 19,718.4     17,888.2  
Intangible assets, net 33,350.3     34,697.5  
Deferred tax asset 94.6     96.7  
Other non-current assets 242.5     152.3  
       
Total assets $ 67,476.5     $ 67,035.4  
       
LIABILITIES AND EQUITY      
Current liabilities:      
Accounts payable and accrued expenses $ 3,870.5     $ 4,312.4  
Short term borrowings and capital leases 2,629.2     3,068.0  
Other current liabilities 961.4     362.9  
Total current liabilities 7,461.1     7,743.3  
       
Non-current liabilities:      
Long term borrowings and capital leases 17,956.0     19,899.8  
Deferred tax liability 7,681.7     8,322.7  
Other non-current liabilities 1,723.1     2,121.6  
       
Total liabilities 34,821.9     38,087.4  
       
Equity:      
Common stock of 5p par value; 1,500 shares authorized; and 915.9 shares issued and outstanding (2016: 1,500 shares authorized; and 912.2 shares issued and outstanding) 81.5     81.3  
Additional paid-in capital 25,020.9     24,740.9  
Treasury stock: 8.4 shares (2016: 9.1 shares) (283.0 )   (301.9 )
Accumulated other comprehensive income/(loss) 969.1     (1,497.6 )
Retained earnings 6,866.1     5,925.3  
Total equity 32,654.6     28,948.0  
       
Total liabilities and equity $ 67,476.5     $ 67,035.4  

Unaudited US GAAP Consolidated Statements of Operations
(in millions)

  3 months ended September 30,   9 months ended September 30,
  2017   2016   2017   2016
               
Revenues:              
Product sales $ 3,533.8     $ 3,315.4     $ 10,537.9     $ 7,264.8  
Royalties & other revenues 163.8     136.7     477.8     325.7  
Total revenues 3,697.6     3,452.1     11,015.7     7,590.5  
               
Costs and expenses:              
Cost of sales 1,001.4     1,736.2     3,437.3     2,762.9  
Research and development 402.8     511.1     1,324.5     1,023.0  
Selling, general and administrative 859.7     875.6     2,647.7     2,025.8  
Amortization of acquired intangible assets 482.4     354.9     1,280.5     702.5  
Integration and acquisition costs 237.0     284.5     696.7     738.6  
Reorganization costs 5.4     101.4     24.5     115.7  
Loss/(gain) on sale of product rights 0.3     (5.7 )   (0.4 )   (12.2 )
Total operating expenses 2,989.0     3,858.0     9,410.8     7,356.3  
               
Operating income/(loss) from continuing operations 708.6     (405.9 )   1,604.9     234.2  
               
Interest income 1.5     9.3     5.7     11.9  
Interest expense (141.8 )   (186.9 )   (425.4 )   (318.8 )
Other (expense)/income, net (0.2 )   (13.7 )   6.8     (16.2 )
Total other expense, net (140.5 )   (191.3 )   (412.9 )   (323.1 )
               
Income/(loss) from continuing operations before income taxes and equity in (losses)/earnings of equity method investees 568.1     (597.2 )   1,192.0     (88.9 )
Income taxes (13.5 )   229.6     (44.6 )   218.4  
Equity in (losses)/earnings of equity method investees, net of taxes (3.4 )   (0.9 )   0.1     (1.9 )
Income/(loss) from continuing operations, net of taxes 551.2     (368.5 )   1,147.5     127.6  
               
(Loss)/gain from discontinued operations, net of taxes (0.4 )   (18.3 )   18.6     (257.5 )
               
Net income/(loss) $ 550.8     $ (386.8 )   $ 1,166.1     $ (129.9 )

Unaudited US GAAP Consolidated Statements of Operations (continued)
(in millions, except per share amounts)

  3 months ended September 30,   9 months ended September 30,
  2017   2016   2017   2016
Earnings/(loss) per Ordinary Share - basic              
Earnings/(loss) from continuing operations $ 0.61     $ (0.41 )   $ 1.27     $ 0.18  
(Loss)/gain from discontinued operations (0.00 )   (0.02 )   0.02     (0.36 )
Earnings/(loss) per Ordinary Share - basic $ 0.61     $ (0.43 )   $ 1.29     $ (0.18 )
Earnings/(loss) per ADS - basic $ 1.82     $ (1.29 )   $ 3.86     $ (0.54 )
               
Earnings/(loss) per Ordinary Share - diluted              
Earnings/(loss) from continuing operations $ 0.60     $ (0.41 )   $ 1.26     $ 0.18  
(Loss)/earnings from discontinued operations (0.00 )   (0.02 )   0.02     (0.36 )
Earnings/(loss) per Ordinary Share - diluted $ 0.60     $ (0.43 )   $ 1.28     $ (0.18 )
Earnings/(loss) per ADS - diluted $ 1.81     $ (1.29 )   $ 3.84     $ (0.54 )
               
Weighted average number of shares:              
Basic 907.2     900.2     905.9     725.5  
Diluted 911.6     900.2     912.1     725.5  

Unaudited US GAAP Consolidated Statements of Cash Flows
(in millions)

  3 months ended September 30,   9 months ended September 30,
  2017   2016   2017   2016
CASH FLOWS FROM OPERATING ACTIVITIES:              
Net income/(loss) $ 550.8     $ (386.8 )   $ 1,166.1     $ (129.9 )
Adjustments to reconcile net income/(loss) to net cash provided by operating activities:              
Depreciation and amortization 602.3     448.0     1,644.0     877.8  
Share based compensation 53.3     74.8     159.7     269.6  
Amortization of deferred financing fees 4.1     71.6     10.9     121.7  
Expense related to the unwind of inventory fair value adjustments 63.3     803.8     688.7     1,097.3  
Change in deferred taxes (99.1 )   (217.7 )   (392.4 )   (546.9 )
Change in fair value of contingent consideration (3.4 )   10.2     144.3     (34.8 )
Impairment of PP&E and intangible assets 114.0     89.2     167.6     98.1  
Other, net 73.5     52.9     88.3     35.3  
Changes in operating assets and liabilities:              
Increase in accounts receivable (120.0 )   (230.2 )   (301.5 )   (411.2 )
Increase in sales deduction accrual 36.9     41.8     94.0     108.2  
Increase in inventory (73.6 )   (111.6 )   (245.2 )   (228.0 )
(Increase)/decrease in prepayments and other assets (34.2 )   (92.9 )   70.4     (66.4 )
(Decrease)/increase in accounts payable and other liabilities (112.7 )   (27.5 )   (557.8 )   315.2  
Net cash provided by operating activities 1,055.2     525.6     2,737.1     1,506.0  
               
CASH FLOWS FROM INVESTING ACTIVITIES:              
Purchases of PP&E and long term investments (174.4 )   (223.4 )   (565.5 )   (402.5 )
Purchases of businesses, net of cash acquired -     -     -     (17,476.2 )
Proceeds from sale of investments 7.5     0.6     48.1     0.6  
Movements in restricted cash -     1.1     (8.6 )   68.3  
Other, net 31.6     (4.8 )   34.8     (1.5 )
Net cash used in investing activities (135.3 )   (226.5 )   (491.2 )   (17,811.3 )

Unaudited US GAAP Consolidated Statements of Cash Flows (continued)
(in millions)

  3 months ended September 30,   9 months ended September 30,
  2017   2016   2017   2016
CASH FLOWS FROM FINANCING ACTIVITIES:              
Proceeds from revolving line of credit, long term and short term borrowings 1,149.7     12,847.3     3,261.6     31,742.3  
Repayment of revolving line of credit, long term and short term borrowings (2,136.6 )   (13,132.6 )   (5,664.5 )   (14,632.9 )
Payment of dividend -     -     (234.7 )   (130.2 )
Debt issuance costs -     (58.7 )   -     (171.0 )
Proceeds from exercise of options 12.7     137.1     92.2     137.2  
Other, net (2.2 )   (56.7 )   (26.2 )   (44.8 )
Net cash (used in)/provided by financing activities (976.4 )   (263.6 )   (2,571.6 )   16,900.6  
               
Effect of foreign exchange rate changes on cash and cash equivalents 2.1     (0.3 )   6.2     (2.2 )
               
Net (decrease)/increase in cash and cash equivalents (54.4 )   35.2     (319.5 )   593.1  
Cash and cash equivalents at beginning of period 263.7     693.4     528.8     135.5  
Cash and cash equivalents at end of period $ 209.3     $ 728.6     $ 209.3     $ 728.6  

Selected Notes to the Unaudited US GAAP Financial Statements

  1. Earnings Per Share (EPS)

(in millions)

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