MorphoSys AG Reports First Quarter 2024 Financial Results
– Entered into Business Combination Agreement to be acquired by Novartis for € 68.00 per share in cash, representing a total equity value of € 2.7 billion
– Received all mandatory antitrust approvals for the proposed acquisition by Novartis
– Shareholder acceptance period for the Novartis offer has commenced and will end on
– Sold all tafasitamab rights worldwide to Incyte
– € 631.9 million in cash and other financial assets as of
PLANEGG/
“The proposed acquisition by Novartis is advancing steadily, and we continue to anticipate its closure in the first half of 2024. The acceptance period for the acquisition is currently underway, and both our Management Board and Supervisory Board unanimously recommend that our shareholders accept the offer and tender their shares given the highly attractive and equitable offer price,” said
Novartis’ Public Takeover Offer Highlights:
On
On
On
Medical Conferences Highlights:
On
Financial Results for the First Quarter of 2024 (IFRS):
The financial results presented for the first quarter of 2024 relate to continuing business operations of
Group Revenues: Group revenues from continued operations amounted to € 27.5 million (3M 2023: € 24.3 million). Group revenues mainly included revenues from royalties in the amount of € 27.0 million (3M 2023: € 20.9 million),
Cost of Sales: Cost of sales in the first quarter of 2024 amounted to € 2.8 million (3M 2023: € 1.0 million). The year-on-year increase is mainly attributable to higher personnel costs.
Research and Development (R&D) Expenses: In the first quarter 2024, R&D expenses were € 85.2 million (Q1 2023: € 65.4 million). The increase consists mainly in personnel expenses resulting from probable effects of both an accelerated vesting of certain share-based compensation programs and the recognition of remuneration-related provisions following the proposed acquisition by Novartis.
Selling, General and Administrative (SG&A) Expenses: Selling expenses in the first quarter 2024 were € 18.5 million (Q1 2023: € 3.4 million). The increase in selling expenses is mainly due to the probable effects of accelerated vesting of certain share-based payment programs and the recognition of remuneration-related provisions following the proposed acquisition by Novartis. General and administrative (G&A) expenses amounted to € 185.5 million (Q1 2023: € 10.6 million). The increase in general and administrative expenses is mainly due to the probable effects of accelerated vesting of certain share-based payment programs and the recognition of remuneration-related provisions following the proposed acquisition by Novartis. Expenses resulting from external services mainly increased due to the expected transaction costs in connection with the proposed acquisition by Novartis.
Operating Loss: Operating loss amounted to € 264.4 million in the first quarter 2024 (Q1 2023: operating loss of € 56.1 million).
Consolidated Net Loss: For the first quarter 2024, consolidated net loss was € 311.0 million (Q1 2023: consolidated net loss of € 32.2 million).
Monjuvi/Minjuvi ® Update (Discontinued Operations):
On
Monjuvi (tafasitamab-cxix)
Minjuvi royalty revenue of € 0.6 million for sales outside of the
Since
Full Year 2024 Financial Guidance:
As a consequence of the sale and transfer of tafasitamab to Incyte on
For 2024,
Operational Outlook:
The following activity is planned for 2024:
-
Following the anticipated close of the proposed acquisition by Novartis in the first half of 2024, submit a New Drug Application for pelabresib in combination with ruxolitinib in myelofibrosis to the
U.S. Food and Drug Administration (FDA) and a Marketing Authorization Application to theEuropean Medicines Agency in the second half of 2024.
MorphoSys Group |
|||||||||
in € million |
|
Q1 2024 |
|
Q1 2023 |
|
Δ |
|||
Revenues |
|
27.5 |
|
|
24.3 |
|
|
13 |
% |
Royalties |
|
27.0 |
|
|
20.9 |
|
|
29 |
% |
Licenses, Milestones and Other |
|
0.5 |
|
|
3.5 |
|
|
(86 |
)% |
Cost of Sales |
|
(2.8 |
) |
|
(1.0 |
) |
|
>100% |
|
Gross Profit |
|
24.7 |
|
|
23.3 |
|
|
6 |
% |
Total Operating Expenses |
|
(289.1 |
) |
|
(79.4 |
) |
|
>100% |
|
Research and Development |
|
(85.2 |
) |
|
(65.4 |
) |
|
30 |
% |
Selling |
|
(18.5 |
) |
|
(3.4 |
) |
|
>100% |
|
General and Administrative |
|
(185.5 |
) |
|
(10.6 |
) |
|
>100% |
|
Operating Profit / (Loss) |
|
(264.4 |
) |
|
(56.1 |
) |
|
>100% |
|
Other Income |
|
0.8 |
|
|
2.1 |
|
|
(62 |
)% |
Other Expenses |
|
(0.4 |
) |
|
(1.8 |
) |
|
(78 |
)% |
Finance Income |
|
9.6 |
|
|
50.8 |
|
|
(81 |
)% |
Finance Expenses |
|
(56.8 |
) |
|
(25.2 |
) |
|
>100% |
|
Income from Reversals of Impairment Losses / (Impairment Losses) on Financial Assets |
|
0.1 |
|
|
0.5 |
|
|
(80 |
)% |
Share of Loss of Associates accounted for using the Equity Method |
|
(1.5 |
) |
|
(2.5 |
) |
|
(40 |
)% |
Income Tax Benefit / (Expenses) |
|
1.6 |
|
|
0.0 |
|
|
n/a |
|
Consolidated Net Profit / (Loss) from Continued Operations |
|
(311.0 |
) |
|
(32.2 |
) |
|
>100% |
|
Consolidated Net Profit / (Loss) from Discontinued Operations |
|
(3.9 |
) |
|
(12.2 |
) |
|
(68 |
)% |
Earnings per Share, Basic and Diluted (in €) from continued operations |
|
(8.27 |
) |
|
(0.94 |
) |
|
>100% |
|
Cash and other financial assets (end of period) |
|
631.9 |
|
|
680.5 * |
|
(7 |
)% |
|
|
|
|
|
|
|
|
|||
* Value as of |
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Conference call
Due to the pending acquisition of
About
At
About Pelabresib
Pelabresib (CPI-0610) is an investigational selective small molecule designed to promote anti-tumor activity by inhibiting the function of bromodomain and extra-terminal domain (BET) proteins to decrease the expression of abnormally expressed genes in cancer. Pelabresib is being investigated as a treatment for myelofibrosis and has not been approved by any regulatory authorities. Its safety and efficacy have not been established.
The development of pelabresib was funded in part by The Leukemia and Lymphoma Society®.
About MANIFEST-2
MANIFEST-2 (NCT04603495) is a global, double-blind, Phase 3 clinical trial that randomized 430 JAK inhibitor-naïve adult patients with myelofibrosis 1:1 to receive pelabresib in combination with ruxolitinib or placebo plus ruxolitinib. The primary endpoint of the study is a 35% or greater reduction in spleen volume (SVR35) from baseline at 24 weeks. The key secondary endpoints of the study are the absolute change in total symptom score (TSS) from baseline at 24 weeks and the proportion of patients achieving a 50% or greater improvement in total symptom score (TSS50) from baseline at 24 weeks. TSS is measured using the myelofibrosis self-assessment form (MFSAF) v4.0, which asks patients to report the severity of seven common symptoms, rating each of them on a scale from 0 (absent) to 10 (worst imaginable).
Additional secondary endpoints include progression-free survival, overall survival, duration of the splenic and total symptom score response, hemoglobin response rate and improvement in bone marrow fibrosis, among others.
About Tulmimetostat
Tulmimetostat (CPI-0209) is an investigational compound designed to exert anti-tumor activity by inhibiting the function of enhancer of zeste homolog 1 and 2 (EZH1 and EZH2) proteins to reactivate tumor suppressor genes or silencing the oncogenic pathways. Tulmimetostat is being tested as a once-daily oral treatment in a Phase 1/2 trial (NCT04104776) in patients with advanced solid tumors or lymphomas, including ARID1A-mutated ovarian clear cell carcinoma and endometrial carcinoma, diffuse large B-cell lymphoma, peripheral T-cell lymphoma, BAP1-mutated mesothelioma and castration-resistant prostate cancer. The primary objectives of the trial include determining the maximum tolerated dose and/or recommended Phase 2 dose and evaluating antitumor activity of tulmimetostat monotherapy. The safety and efficacy of tulmimetostat have not been established.
About Tafasitamab
Tafasitamab is a humanized Fc-modified CD19 targeting immunotherapy. In 2010,
In
In
Tafasitamab is being clinically investigated as a therapeutic option in B-cell malignancies in several ongoing combination trials. Its safety and efficacy for these investigational uses have not been established in pivotal trials.
Monjuvi® and Minjuvi® are registered trademarks of Incyte. Tafasitamab is marketed under the brand name Monjuvi® in the
XmAb® is a registered trademark of Xencor, Inc.
Additional Information and Where to Find It
This communication is neither an offer to purchase nor a solicitation of an offer to sell shares of
In addition to the Takeover Offer Documents and the Recommendation Statements, the Company files other information with the
In order to reconcile certain areas where German law and
Acceptance of the Takeover Offer by stockholders residing outside
Forward Looking Statements
This communication contains certain forward-looking statements concerning the Company, the Bidder and the Takeover Offer that involve substantial risks and uncertainties. Forward-looking statements include any statements containing the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “goal,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue” and similar expressions. In this communication, the Company’s forward-looking statements include statements about the parties’ ability to satisfy the conditions to the consummation of the Takeover Offer; statements about the expected timetable for the consummation of the Takeover Offer; the Company’s plans, objectives, expectations and intentions; and the financial condition, results of operations and business of the Company and Novartis AG.
The forward-looking statements contained in this communication represent the judgment of the Company as of the date of this communication and involve known and unknown risks and uncertainties, which might cause the actual results, financial condition and liquidity, performance or achievements of the Company, or industry results, to be materially different from any historic or future results, financial conditions and liquidity, performance or achievements expressed or implied by such forward-looking statements. In addition, even if the Company's results, performance, financial condition and liquidity, and the development of the industry in which it operates are consistent with such forward-looking statements, they may not be predictive of results or developments in future periods. Those risks and uncertainties that could cause the actual results to differ from expectations contemplated by forward-looking statements include, among other things: uncertainties as to how many of the Company’s stockholders will tender their stock in the Takeover Offer; the possibility that competing offers will be made; the possibility that various conditions for the Takeover Offer may not be satisfied or waived; the effects of the Takeover Offer on relationships with employees, other business partners or governmental entities; that the
View source version on businesswire.com: https://www.businesswire.com/news/home/20240429848432/en/
Media Contacts:
Thomas Biegi
Senior Vice President, Corporate Affairs
Tel.: +49 (0)89 / 899 27 26079
thomas.biegi@morphosys.com
Senior Director,
Tel: +1 617-548-9271
eamonn.nolan@morphosys.com
Investor Contact:
Dr.
Vice President, Global Investor Relations
Tel: +49 (0)89 / 899 27 179
julia.neugebauer@morphosys.com
Source: