PROVIDES 2016 FINANCIAL GUIDANCE
- Fourth-Quarter 2015 Reported
Revenues(1) of $14.0 Billion, Reflecting 14% Operational Growth
Driven by 22% Operational Growth from the Innovative Products
Business
- Full-Year 2015 Reported Revenues(1) of
$48.9 Billion, Reflecting 6% Operational Growth Driven by 19%
Operational Growth from the Innovative Products Business
- Fourth-Quarter 2015 Adjusted Diluted
EPS(2) of $0.53 and Reported Diluted EPS(1) of $0.10; Full-Year
2015 Adjusted Diluted EPS(2) of $2.20 and Reported Diluted EPS(1)
of $1.24
- Provides 2016 Financial Guidance
Pfizer Inc. (NYSE:PFE) reported financial results for
fourth-quarter and full-year 2015 and provided 2016 financial
guidance.
On September 3, 2015, Pfizer acquired Hospira, Inc. (Hospira).
Consequently, and in accordance with Pfizer's domestic and
international reporting periods(3), full-year financial results for
the year ended December 31, 2015 reflect four months of legacy
Hospira U.S. operations and three months of legacy Hospira
international operations, while financial results from
fourth-quarter 2014 and full-year 2014 do not include any
contribution from legacy Hospira operations. Fourth-quarter 2015
includes three months of legacy Hospira global operations.
The Company manages its commercial operations through two
distinct businesses: an Innovative Products business and an
Established Products business. The Innovative Products business is
composed of two operating segments: the Global Innovative
Pharmaceutical segment (GIP)(4) and the Global Vaccines,
Oncology and Consumer Healthcare segment (VOC)(4). The
Established Products business consists of the Global Established
Pharmaceutical segment (GEP)(4), which includes all legacy
Hospira commercial operations. Financial results for each of these
segments are presented in the Operating Segment Information
section.
Some amounts in this press release may not add due to rounding.
All percentages have been calculated using unrounded amounts.
Results for fourth-quarter and full-year 2015 and 2014 are
summarized below.
OVERALL RESULTS ($ in millions, except
per share amounts)
Fourth-Quarter Full-Year
2015 2014 Change 2015 2014 Change
Reported Revenues(1) $ 14,047 $ 13,118 7% $ 48,851
$ 49,605 (2%) Adjusted Income(2) 3,306 3,441 (4%)
13,755 14,530 (5%) Adjusted Diluted EPS(2) 0.53 0.54 (2%) 2.20 2.26
(3%) Reported Net Income(1) 613 1,228 (50%) 7,745 9,135 (15%)
Reported Diluted EPS(1) 0.10
0.19 (47%) 1.24
1.42 (13%)
REVENUES
($ in millions) Fourth-Quarter Full-Year 2015
2014 % Change 2015 2014 % Change
Total Oper. Total
Oper.
Innovative Products $ 7,637 $
6,628 15% 22% $ 26,758 $
24,005 11% 19% GIP(4) 3,862 3,748
3% 10% 13,954 13,861 1% 9% Global Vaccines(4) 1,917 1,318 45% 53%
6,454 4,480 44% 51% Consumer Healthcare(4) 930 953 (2%) 4% 3,395
3,446 (1%) 5% Global Oncology(4) 928 609
52% 61% 2,954
2,218 33% 43%
Established
Products $ 6,264 $ 6,407 (2%) 5%
$ 21,587 $ 25,149 (14%) (7%) GEP(4)
Standalone 5,082 6,407 (21%) (14%) 20,075 25,149 (20%) (13%) Legacy
Hospira 1,182 — *
* 1,513 — * *
Other(5) 146 83 75%
98% 506 451 12%
20%
Total Company $ 14,047
$ 13,118 7%
14% $ 48,851 $ 49,605
(2%) 6%
Pfizer Excluding Legacy
Hospira
$ 12,865 $
13,118 (2%) 5%
$ 47,339 $ 49,605
(5%) 3%
* Indicates calculation not
meaningful.
SELECTED TOTAL COMPANY ADJUSTED COSTS AND
EXPENSES(2) ($ in millions)
(Favorable)/Unfavorable
Fourth-Quarter Full-Year 2015 2014 % Change 2015 2014
% Change Total Oper.
Total Oper. Cost of Sales(2) $ 2,983 $
2,584 15% 22% $ 9,021 $ 9,134 (1%) 10% Percent of Revenues(1) 21.2
% 19.7
%
N/A N/A 18.5 % 18.4
%
N/A N/A SI&A Expenses(2) 4,598 3,916 17% 24% 14,324 13,721 4%
11% R&D Expenses(2) 2,318 2,039
14% 16% 7,653
7,153 7% 9%
Total $
9,900 $ 8,539
16% 21% $ 30,998
$ 30,007 3%
10% Effective Tax Rate(2) 19.6 %
26.2
%
24.0 %
26.5
%
2016 FINANCIAL GUIDANCE(6)
A reconciliation of Pfizer's full-year 2015 financial results to
certain components of its 2016 financial guidance is below. For
2016, the financial guidance includes the estimated significant
negative currency impact related to Venezuela and excludes any
impact from the pending combination with Allergan plc
(Allergan).
Impact of Mid-
January 2016 FX
2016 Financial
Rates Compared
Currency Impact
Full-Year
Guidance at 2015
to 2015 FX Rates
Related to
2016 Financial
2015 Results
FX Rates
(Ex Venezuela)
Venezuela
Guidance
Reported Revenues(1) $48.9
billion $51.3 to $53.3 billion ($1.5
billion) ($0.8 billion) $49.0 to $51.0
billion Reported Diluted EPS(1) $1.24
$1.70 to $1.83
($0.09) ($0.07) $1.54 to
$1.67 Adjusted Diluted EPS(2) $2.20
$2.36 to $2.46
($0.09) ($0.07) $2.20 to
$2.30
Pfizer's complete 2016 financial guidance is summarized
below.
Reported Revenues(1) $49.0 to $51.0
billion Adjusted Cost of Sales(2) as a Percentage of Reported
Revenues(1) 21.0% to 22.0% Adjusted SI&A
Expenses(2) $13.2 to $14.2 billion Adjusted
R&D Expenses(2) $7.3 to $7.8 billion
Adjusted Other (Income)/Deductions(2)
Approximately ($300 million) of income Effective Tax Rate on
Adjusted Income(2) Approximately 24.0%
Reported Diluted EPS(1) $1.54 to $1.67
Adjusted Diluted EPS(2) $2.20 to $2.30
EXECUTIVE COMMENTARY
Ian Read, Chairman and Chief Executive Officer, stated, “The
just completed year was very productive in terms of business
momentum, pipeline advancement and business development activity. I
am particularly pleased with the performance of our Prevnar 13
adult and Ibrance launches in the U.S. In addition,
Eliquis, Xeljanz and the Hospira portfolio, among other
assets, along with operational growth in emerging markets,
meaningfully enhanced the strength of our businesses.
“I believe that we are well positioned to deliver another strong
year in 2016 as we expect that our key in-line products will
continue to perform well while we expect to advance our product
pipeline, notably our potential registrational programs in key
therapeutic areas such as oncology, vaccines, cardiovascular and
metabolic diseases, inflammation and rare diseases.”
Mr. Read continued, “The integration of Hospira is well underway
and we now look forward to completing the combination with
Allergan, which we still expect to occur during the second half of
this year. We see this transaction as a very effective driver of
accelerating the growth potential of our Innovative
business, strengthening our Established business and more
efficiently allocating our capital globally, all factors which
remain consistent with our overarching strategy of value
creation.
“I want to thank our colleagues for their continued tireless
work in an environment, that while challenging, continues to be
very rewarding for our stakeholders,” Mr. Read concluded.
Frank D’Amelio, Chief Financial Officer, stated, “2015 was a
truly transformational year for Pfizer. In addition to our strong
financial performance, we completed the Hospira acquisition,
announced the pending combination with Allergan and continued to
deliver shareholder value through prudent capital allocation.
Regarding our financial performance, we exceeded our 2015 financial
guidance for reported revenue(1) and met the top end of our 2015
financial guidance range for adjusted diluted EPS(2) despite an
operating environment that remains challenging. Importantly,
Pfizer-standalone revenues increased 3% operationally, marking
Pfizer's first year of operational revenue growth since entering a
period of significant product losses of exclusivity. We believe the
completion of the Hospira acquisition and the pending Allergan
combination will strengthen our core businesses and better position
the Company for sustainable revenue growth in the future.
“Today we are also providing our 2016 financial guidance,
including ranges for reported revenues(1) of $49.0 to $51.0 billion
and for adjusted diluted EPS(2) of $2.20 to $2.30. Our guidance for
reported revenues(1) reflects anticipated mid-to-high-single digit
operational revenue growth on an enterprise basis offset by the
anticipated negative impact of $2.3 billion due to generic
competition for products that recently lost or are expected to soon
lose marketing exclusivity as well as $2.3 billion as a result of
adverse changes in foreign exchange rates relative to the U.S.
dollar compared to foreign exchange rates from last year, including
$0.8 billion due to the estimated significant currency impact
related to Venezuela. Our 2016 financial guidance excludes any
impact from the pending combination with Allergan. Finally, our
guidance for reported(1) and adjusted(2) diluted EPS also reflects
anticipated share repurchases totaling $5 billion this year,
consisting of our previously-announced plans to enter into a $5
billion accelerated share repurchase agreement that we expect to
execute in the first half of 2016. These planned repurchases are
expected to more than offset the potential dilution related to
employee compensation programs,” Mr. D'Amelio concluded.
QUARTERLY FINANCIAL HIGHLIGHTS (Fourth-Quarter 2015 vs.
Fourth-Quarter 2014)
Reported revenues(1) totaled $14.0 billion, an increase of $930
million, or 7%, which reflects operational growth of $1.9 billion,
or 14%, partially offset by the unfavorable impact of foreign
exchange of $934 million, or 7%. Excluding the impact of legacy
Hospira operations of $1.2 billion, foreign exchange and, to a
lesser extent, the vaccines acquired from Baxter International Inc.
(Baxter) of $35 million, Pfizer-standalone revenues increased by
$646 million operationally, or 5%.
Operational revenue growth in developed markets was driven
primarily by the inclusion of $1.1 billion of revenues from legacy
Hospira operations and continued strong performance of several key
products, notably Prevnar 13 in adults and Ibrance in the U.S.,
Eliquis globally as well as Xeljanz and Lyrica primarily in the
U.S. In emerging markets, revenues increased 5% operationally,
favorably impacted by the addition of legacy Hospira operations,
which contributed $73 million, as well as the performance of
Prevenar 13 and certain other products.
Operational revenue growth was partially offset primarily by the
loss of exclusivity and associated generic competition for Celebrex
in the U.S. and certain other developed markets, Lyrica in certain
developed Europe markets and Zyvox in the U.S.
Innovative Products Business Highlights
Revenues for the Innovative Products business increased 22%
operationally, reflecting the following:
- GIP(4) revenues increased 10%
operationally, primarily due to the strong operational performance
of Eliquis globally, Lyrica in the U.S. and Japan as well as
Xeljanz primarily in the U.S.
- VOC(4) revenues increased 38%
operationally, reflecting the following:
- Global Vaccines(4) revenues increased
53% operationally, driven by 102% growth of Prevnar 13 in the U.S.,
reflecting continued strong uptake among adults due to the
continued success of commercial programs and increased demand
during the flu season as well as by the timing of government
purchases for the pediatric indication compared to the year-ago
quarter.
- Global Oncology(4) revenues increased
61% operationally, primarily driven by continued strong momentum
following the February 2015 U.S. launch of Ibrance for advanced
breast cancer and, to a lesser extent, stronger demand for Sutent
and Xalkori globally.
- Consumer Healthcare(4) revenues
increased 4% operationally, primarily due to Nexium 24HR in the
U.S., driven by strong demand following increased promotion and
lower revenues in fourth-quarter 2014 as retailers reduced initial
stocking levels following the May 2014 launch.
Established Products Business Highlights
- GEP(4) revenues increased 5%
operationally due to the inclusion of legacy Hospira operations,
which contributed $1.2 billion, partially offset by the loss of
exclusivity and associated generic competition for Celebrex in the
U.S. and certain other developed markets, Lyrica in certain
developed Europe markets and Zyvox in the U.S. Emerging markets
revenues were flat operationally, driven by the inclusion of legacy
Hospira operations and continued strong growth in China offset by
declines in certain Middle East markets.
Income Statement Highlights
- Adjusted cost of sales(2), adjusted
SI&A expenses(2) and adjusted R&D expenses(2) in the
aggregate increased $1.8 billion operationally, or 21%, reflecting
the inclusion of legacy Hospira operations in fourth-quarter 2015
and the following Pfizer-standalone operational factors:
- slightly lower adjusted cost of
sales(2);
- higher adjusted SI&A expense(2),
primarily reflecting increased investments to support recently
launched products, other in-line biopharmaceutical products and
certain Consumer Healthcare brands; and
- higher adjusted R&D expense(2),
primarily due to incremental investments in certain late-stage
pipeline programs.
- The effective tax rate on adjusted
income(2) declined 6.6 percentage points to 19.6% from 26.2%. This
decline was primarily due to a favorable change in the
jurisdictional mix of earnings as well as an increase in tax
benefits associated with the resolution of certain tax positions
pertaining to prior years primarily with various foreign tax
authorities.
- The diluted weighted-average shares
outstanding declined by 125 million shares compared to the
prior-year quarter due to Pfizer’s share repurchase program,
including the impact of the $5 billion accelerated share repurchase
agreement executed in February 2015 and completed in July
2015.
- In addition to the aforementioned
factors, fourth-quarter 2015 reported earnings were primarily
impacted by the following:Unfavorable impacts:
- foreign currency losses related to
Venezuela;
- higher purchase accounting adjustments,
acquisition-related costs, restructuring charges and asset
impairment charges in fourth-quarter 2015 compared with the prior
year quarter; and
- non-recurring charges related to
pension settlements.
Favorable impacts:
- the non-recurrence of a charge
associated with a collaborative arrangement with Merck KGaA,
Darmstadt, Germany (Merck KGaA), announced in November 2014, to
jointly develop and commercialize avelumab(7);
- lower charges for certain legal
matters, primarily the non-recurrence of a charge to resolve a
securities class action in New York federal court that was incurred
in the prior year quarter; and
- a lower effective tax rate, primarily
due to the aforementioned factors impacting the fourth-quarter 2015
effective tax rate on adjusted income(2) as well as benefits
associated with certain tax initiatives, partially offset by the
non-tax deductible charge for the aforementioned foreign currency
losses related to Venezuela.
FULL-YEAR FINANCIAL HIGHLIGHTS (Full-Year 2015 vs. Full-Year
2014)
Reported revenues(1) decreased $754 million, or 2%, which
reflects operational growth of $3.0 billion, or 6%, more than
offset by the unfavorable impact of foreign exchange of $3.8
billion, or 8%. Excluding the impact of legacy Hospira operations
of $1.5 billion, foreign exchange and, to a lesser extent, the
vaccines acquired from Baxter of $178 million, Pfizer-standalone
revenues increased by $1.3 billion operationally, or 3%, which
reflects operational revenue growth from certain key products
partially offset by product losses of exclusivity and co-promotion
expirations that negatively impacted 2015 reported revenues(1) by
$3.2 billion operationally.
Income Statement Highlights
- Adjusted cost of sales(2), adjusted
SI&A expenses(2) and adjusted R&D expenses(2) in the
aggregate increased $3.0 billion operationally, or 10%, reflecting
the inclusion of legacy Hospira operations from September 2015 and
the following Pfizer-standalone operational factors:
- higher adjusted cost of sales(2),
primarily reflecting an increase in sales volume, partially offset
by manufacturing efficiencies and a decrease in royalty expense
associated with products that recently lost marketing
exclusivity;
- higher adjusted SI&A expense(2),
primarily reflecting increased investments to support recently
launched products, other in-line biopharmaceutical products and
certain Consumer Healthcare brands, partially offset by lower
expenses associated with certain products that have recently lost
marketing exclusivity, continued benefits from cost-reduction and
productivity initiatives as well as a lower cost for the Branded
Prescription Drug Fee compared to the prior year; and
- higher adjusted R&D expense(2),
primarily due to higher clinical trial spend for certain oncology
and GIP(4) pipeline programs, an upfront payment to OPKO Health,
Inc. in first-quarter 2015 associated with a worldwide development
and commercialization agreement and increased investment in
biosimilar and sterile injectable development programs, partially
offset by the non-recurrence of upfront payments associated with
certain agreements entered into during third-quarter 2014.
- The full-year 2015 effective tax rate
on adjusted income(2) declined 2.5 percentage points to 24.0% from
26.5% in 2014. This decline was primarily due to a favorable change
in the jurisdictional mix of earnings.
- The diluted weighted-average shares
outstanding declined by 167 million shares compared to the
prior-year, primarily due to Pfizer’s share repurchase program,
including the impact of the $5 billion accelerated share repurchase
agreement executed in February 2015 and completed in July
2015.
- In addition to the aforementioned
full-year 2015 factors and the factors impacting fourth-quarter
2015 reported earnings, full-year 2015 reported earnings were
primarily impacted by the following:Unfavorable impacts:
- higher acquisition-related costs,
purchase accounting adjustments and restructuring charges, all
primarily associated with the acquisition of Hospira in
third-quarter 2015;
- higher asset impairment charges,
including an impairment loss related to Pfizer's 49%-owned
equity-method investment with Zhejiang Hisun Pharmaceuticals Co.,
Ltd. (Hisun) in China recorded in third-quarter 2015; and
- higher charges incurred during 2015 for
business and legal entity alignment activities.
Favorable impacts:
- lower legal charges, primarily as a
result of the non-recurrence of the aforementioned charge to
resolve a securities class action recorded in fourth-quarter 2014
and the non-recurrence of a charge to resolve Neurontin-related
matters recorded in first-quarter 2014;
- lower implementation costs associated
with restructuring activities and amortization expense related to
intangible assets;
- the non-recurrence of a charge incurred
in third-quarter 2014 for an additional year of the Branded
Prescription Drug Fee in accordance with final regulations issued
in third-quarter 2014 by the U.S. Internal Revenue Service;
and
- a lower effective tax rate, primarily
due to the aforementioned factors impacting the fourth-quarter and
full-year 2015 effective tax rate as well as the non-recurrence in
2015 of the non-tax deductible charge for the aforementioned
additional year of the Branded Prescription Drug Fee incurred in
third-quarter 2014.
RECENT NOTABLE DEVELOPMENTS
Product Developments
- Eliquis (apixaban)
- Bristol-Myers Squibb Company (BMS) and
Pfizer announced in December 2015 results from a post-hoc early
time course subanalysis of the Phase 3 AMPLIFY (Apixaban for the
Initial Management of Pulmonary Embolism and Deep Vein Thrombosis
as First-Line Therapy) trial. The subanalysis demonstrated Eliquis
was comparable to conventional therapy (subcutaneous enoxaparin
overlapped and followed by oral warfarin dose-adjusted to an
international normalized ratio of 2.0 to 3.0) in recurrent venous
thromboembolism (VTE) and VTE-related death with significantly less
major bleeding during the first 7, 21 and 90 days after starting
treatment. The results of the subanalyses at each pre-specified
time interval were consistent with the overall results of the
AMPLIFY trial at six months.
- In November 2015, BMS and Pfizer
presented 22 abstracts at the American Heart Association (AHA)
Scientific Sessions 2015. The new data, including four oral
presentations, contribute to the BMS and Pfizer Alliance’s research
in nonvalvular atrial fibrillation and VTE in patients treated with
Eliquis. Abstracts included new data analyses from the pivotal
Phase 3 study, ARISTOTLE, as well as a number of real-world data
analyses.
- Ibrance (palbociclib) -- Pfizer
announced in December 2015 that the U.S. Food and Drug
Administration (FDA) has accepted for filing and granted Priority
Review for a supplemental New Drug Application (sNDA) for Ibrance.
If approved, the sNDA would expand the approved use of Ibrance to
reflect findings from the Phase 3 PALOMA-3 trial, which evaluated
Ibrance in combination with fulvestrant versus fulvestrant plus
placebo in women with hormone receptor-positive, human epidermal
growth factor receptor 2-negative metastatic breast cancer,
regardless of menopausal status, whose disease progressed after
endocrine therapy, including those with and without prior treatment
for their metastatic disease. The Prescription Drug User Fee Act
(PDUFA) goal date for a decision by the FDA is April 2016.
- Lyrica (pregabalin) -- Pfizer
announced in November 2015 top-line results of a Phase 3 study
evaluating the efficacy and safety of Lyrica Capsules CV in adults
with chronic post-traumatic peripheral neuropathic pain. The study
did not meet its primary efficacy endpoint. The study was conducted
as a 15-week, double-blind, placebo-controlled, parallel group
study with a primary objective to evaluate the efficacy of
pregabalin in the treatment of chronic post-traumatic peripheral
neuropathic pain. The primary efficacy endpoint was mean pain
reduction from baseline compared with placebo based on pain scores
from patients’ daily pain diaries. The safety profile observed in
this study was consistent with that known for pregabalin. The most
common adverse events with pregabalin in this study were dizziness,
somnolence, nausea and fatigue. There is currently no treatment
approved by the FDA for post-traumatic neuropathic pain.
- Xalkori (crizotinib)
- In December 2015, the FDA accepted and
granted Priority Review for a sNDA for Xalkori for the treatment of
patients with metastatic non-small cell lung cancer (NSCLC) whose
tumors are ROS1-positive. In April 2015, Xalkori received
Breakthrough Therapy designation by the FDA for this potential
indication. If approved, Xalkori would be the first FDA-approved
biomarker-driven therapy for the treatment of ROS1-positive
metastatic NSCLC. Xalkori is currently indicated in the U.S. for
patients with metastatic NSCLC whose tumors are anaplastic lymphoma
kinase (ALK)-positive as detected by an FDA-approved test. The
PDUFA goal date for a decision by the FDA is April 2016.
- Pfizer announced in November 2015 that
the European Commission (EC) approved a label update to expand use
of Xalkori to first-line treatment of adults with ALK-positive
advanced NSCLC. The Summary of Product Characteristics also has
been updated to include efficacy data from PROFILE 1014, which
demonstrated that Xalkori significantly prolonged progression-free
survival (PFS) in previously untreated patients with ALK-positive
advanced nonsquamous NSCLC when compared to standard platinum-based
chemotherapy regimens.
- In November 2015, Pfizer announced that
PROFILE 1029, a Phase 3 study of Xalkori met its primary objective
of significantly prolonging PFS in previously untreated East Asian
patients with ALK-positive advanced NSCLC when compared to a
standard chemotherapy doublet. In this study, Xalkori was used as
the first systemic therapy for patients with advanced ALK-positive
NSCLC, and patients could have received therapy and/or surgery for
early stage disease before they were diagnosed with metastatic
disease. The adverse events observed with Xalkori in the study were
generally consistent with findings from previous trials. No
unexpected adverse events were observed. Efficacy and safety data
from PROFILE 1029 will be submitted for presentation at a future
medical meeting.
- Xeljanz (tofacitinib citrate) --
Pfizer presented in November 2015 26 new scientific abstracts,
including 20 presentations for Xeljanz in rheumatoid arthritis (RA)
at the American College of Rheumatology/Association of Rheumatology
Health Professionals Annual Meeting. The new data continue to
characterize the safety and efficacy of Xeljanz in the treatment of
RA.
Pipeline Developments
A comprehensive update of Pfizer's development pipeline was
published today and is now available at www.pfizer.com/pipeline. It
includes an overview of Pfizer's research and a list of compounds
in development with targeted indication and phase of development,
as well as mechanism of action for candidates from Phase 2 through
registration.
- ALO-02 (oxycodone hydrochloride and
naltrexone hydrochloride) -- The FDA has not taken action on
Pfizer’s New Drug Application (NDA) for ALO-02, which had a PDUFA
date in January 2016. The delay is not related to anything specific
in the ALO-02 NDA, and no additional data analyses or data
requests have been identified by the FDA. Pfizer is continuing
discussions with the FDA to finalize the label. Pfizer cannot
speculate on timing for the FDA decision.
- Avelumab(7)
(MSB0010718C)
- Merck KGaA and Pfizer announced during
fourth-quarter 2015 the initiation of five Phase 3 trials of
avelumab(7), an investigational fully human anti-PD-L1 IgG1
monoclonal antibody, in various cancers, including:
- JAVELIN Lung 100 is designed to assess
the safety and efficacy of avelumab(7), compared with
platinum-based doublet chemotherapy, in patients with late-stage
NSCLC who have not previously received any treatment for their
systemic lung cancer.
- JAVELIN Gastric 100 is designed to
compare the switch from first-line chemotherapy to maintenance
therapy with avelumab(7) versus continuation of chemotherapy in
patients with unresectable, locally advanced or metastatic
gastric/gastro-esophageal junction cancers whose disease has not
progressed with first-line platinum-based chemotherapy.
- JAVELIN Gastric 300 is designed to
evaluate the superiority (based on overall survival) of avelumab(7)
in patients with unresectable, recurrent or metastatic
gastric/gastro-esophageal junction cancers, compared with
investigator’s choice of chemotherapy from a pre-specified list of
therapeutic options.
- JAVELIN Ovarian 200 is designed to
evaluate the superiority of avelumab(7) as a monotherapy or in
combination with pegylated liposomal doxorubicin (PLD), compared
with PLD alone, in treating patients with
platinum-resistant/refractory ovarian cancer. The JAVELIN Ovarian
200 trial is the first Phase 3 study of a PD-L1 inhibitor
investigated in this setting.
- JAVELIN Bladder 100 is designed to
evaluate the safety and efficacy of avelumab(7) plus best
supportive care (BSC) as a maintenance treatment, compared with BSC
alone, in patients with unresectable, locally advanced or
metastatic urothelial cancer whose disease did not progress on (or
following) completion of first-line treatment with a
platinum-containing chemotherapy.
- Merck KGaA and Pfizer announced in
November 2015 that the European Medicines Agency’s Committee for
Orphan Medicinal Products issued a positive opinion for Orphan Drug
designation for avelumab(7) for the treatment of patients with
Merkel cell carcinoma (MCC), a rare and aggressive type of skin
cancer. An official decision by the EC was granted in December
2015.
- Merck KGaA and Pfizer announced in
November 2015 that the FDA granted Breakthrough Therapy designation
for avelumab(7) for the treatment of patients with metastatic MCC
who have progressed after at least one previous chemotherapy
regimen.
- Merck KGaA and Pfizer announced in
October 2015 that the FDA granted avelumab(7) Fast Track
designation for the treatment of metastatic MCC.
- Bococizumab (PF-04950615, RN316)
-- In January 2016, Pfizer received positive top-line results from
the first of six Phase 3 studies evaluating the low-density
lipoprotein cholesterol (LDL-C) reduction activity of bococizumab.
The SPIRE-SI study evaluated the efficacy, safety, and tolerability
of bococizumab in adults with dyslipidemia who are intolerant to
statins. A total of 184 patients were randomized to receive either
150 mg of bococizumab every two weeks by subcutaneous injection,
atorvastatin 40 mg once-daily or placebo once-daily for 12 weeks.
The trial met its primary endpoint, as measured by the percent
change in baseline LDL-C level at 12 weeks. No new or unexpected
safety findings for bococizumab were observed in the study.
Complete study results of the SPIRE-SI trial will be presented at
an upcoming scientific congress. Results from other Phase 3 studies
evaluating LDL-C reduction are expected throughout 2016.
Corporate Developments
- BMS and Pfizer announced in February
2016 that the companies have entered into a collaboration agreement
with Portola Pharmaceuticals Inc. (Portola) to develop and
commercialize the investigational agent andexanet alfa in Japan.
Andexanet alfa, which is in Phase 3 clinical development in the
U.S. and Europe, is designed to reverse the anticoagulant activity
of Factor Xa inhibitors, including Eliquis.
- Pfizer announced in January 2016 an
expansion of its R&D investment strategy to include early-stage
companies on the leading edge of scientific innovation, providing
them with both equity and access to resources for research in
promising areas aligned with Pfizer’s core interests. The first
four investments of the newly focused initiative include $46
million in financing to companies at early stages of the discovery
process that are actively exploring Conditionally Active Biologics,
immuno-oncology, neurodegenerative technologies and gene therapy.
Additional opportunities will continue to be identified by Pfizer’s
scientific leadership through their active involvement, and Pfizer
will help recipient companies fully explore their platforms in the
hopes of advancing new therapeutic pathways.
- Pfizer and Adaptive Biotechnologies
Corporation (Adaptive) announced in January 2016 that they have
entered into a translational research collaboration to leverage
next generation sequencing of the adaptive immune system to advance
Pfizer’s growing immuno-oncology franchise. Under the terms of the
agreement, Pfizer and Adaptive will seek to combine drug
development and platform technology biomarker expertise to identify
patients who may preferentially benefit from immunotherapy.
- Merck KGaA, Pfizer and Syndax
Pharmaceuticals, Inc. (Syndax) announced in January 2016 that they
have entered into a collaboration agreement to evaluate avelumab(7)
in combination with Syndax’s entinostat, an investigational oral
small molecule that targets immune regulatory cells
(myeloid-derived suppressor cells and regulatory T-cells), in
patients with heavily pre-treated, recurrent ovarian cancer. This
is an exclusive agreement between the Merck KGaA-Pfizer alliance
and Syndax to study the combination of these two investigational
agents in ovarian cancer. Syndax will be responsible for conducting
the Phase 1b/2 clinical trial.
- In December 2015, Pfizer announced that
its Board of Directors declared a 30-cent first-quarter 2016
dividend on the Company’s common stock, payable March 2, 2016, to
shareholders of record at the close of business on February 5,
2016. This represents an increase of 7% in the quarterly dividend
per share, compared to 28 cents per share in first-quarter
2015.
- In December 2015, the Board of
Directors authorized a new $11 billion share repurchase program to
be utilized over time. In November 2015, Pfizer announced that,
consistent with 2015, it expects to execute an approximately $5
billion accelerated share repurchase program in the first half of
2016. As of December 31, 2015, Pfizer had $16.4 billion in
aggregate remaining under its share repurchase authorizations.
- In November 2015, Pfizer announced that
it entered into a definitive merger agreement with Allergan, a
global pharmaceutical company incorporated in Ireland, under which
Pfizer agreed to combine with Allergan in a stock transaction
valued at $363.63 per Allergan share, for a total enterprise value
of approximately $160 billion, based on the closing price of Pfizer
common stock of $32.18 on November 20, 2015 (the last trading day
prior to the announcement). Allergan shareholders will receive 11.3
shares of the combined company for each of their Allergan shares by
virtue of a share split, and Pfizer stockholders will have the
option of receiving one share of the combined company for some or
all of their Pfizer shares or to receive cash instead of shares of
the combined company for some or all of their Pfizer shares,
provided that the aggregate amount of cash to be paid in the merger
will not be less than $6 billion or greater than $12
billion. In the event that elections to receive cash and shares in
the merger would otherwise result in an aggregate of less
than $6 billion or greater than $12 billion of cash
being paid out in the merger, then the share elections and cash
elections will be subject to proration. The completion of the
transaction, which is expected in the second half of 2016, is
subject to certain conditions, including receipt of regulatory
approval in certain jurisdictions, including the U.S. and EU,
the receipt of necessary approvals from both Pfizer
and Allergan shareholders, and the completion of
Allergan’s pending divestiture of its generics business
to Teva Pharmaceuticals Industries Ltd. The merger agreement
also provides that the businesses of Pfizer
and Allergan will be combined under the existing
Allergan entity, which, subject to approval by Allergan
shareholders, will be renamed “Pfizer plc.”
- In response to the ongoing challenges
patients face in paying their out-of-pocket costs for their
prescription medicines, Pfizer announced in November 2015 that it
has doubled the allowable income level for its patient assistance
program, so that even more patients in need could be eligible to
receive their Pfizer medicines for free. With this change, more
than 40 medicines offered for free through the program are now
available to eligible patients earning up to four times the Federal
Poverty Level adjusted for family size ($47,080 for a single
person; $97,000 for a family of four). Through the Pfizer
RxPathways program, Pfizer offers patients, including those with
health insurance and those without, a range of individual services
to help them gain access to Pfizer medicines. From 2010 to 2014,
Pfizer has helped nearly 2.5 million uninsured and underinsured
patients get access to more than 30 million Pfizer prescriptions,
making it the most comprehensive program of its kind.
Please find Pfizer’s press release and associated financial
tables, including reconciliations of certain GAAP reported to
non-GAAP adjusted information, at the following hyperlink:
http://www.pfizer.com/system/files/presentation/Q4_2015_PFE_Earnings_Press_Release_asdkfsdaf.pdf
(Note: If clicking on the above link does not open up a new web
page, you may need to cut and paste the above URL into your
browser's address bar.)
For additional details, see the associated financial
schedules and product revenue tables attached to the press release
located at the hyperlink referred to above and the attached
disclosure notice.
(1) Reported revenues is defined as revenues in accordance
with U.S. generally accepted accounting principles (GAAP). Reported
net income is defined as net income attributable to Pfizer Inc. in
accordance with U.S. GAAP. Reported diluted earnings per share
(EPS) is defined as reported diluted EPS attributable to Pfizer
Inc. common shareholders in accordance with U.S. GAAP.
(2)
Adjusted income and its components and
Adjusted diluted EPS are defined as reported U.S. GAAP net
income(1) and its components and reported diluted EPS(1) excluding
purchase accounting adjustments, acquisition-related costs,
discontinued operations and certain significant items. Adjusted
revenue, Adjusted cost of sales, Adjusted selling, informational
and administrative (SI&A) expenses, Adjusted research and
development (R&D) expenses and Adjusted other
(income)/deductions are income statement line items prepared on the
same basis as, and therefore components of, the overall Adjusted
income measure. As described under Adjusted income in the
Management’s Discussion and Analysis of Financial Condition and
Results of Operations section of Pfizer’s Quarterly Report on Form
10-Q for the fiscal quarter ended September 27, 2015, management
uses Adjusted income, among other factors, to set performance goals
and to measure the performance of the overall company. We believe
that investors’ understanding of our performance is enhanced by
disclosing this measure. See the accompanying reconciliations of
certain GAAP Reported to non-GAAP Adjusted information for the
fourth quarter and twelve months ended 2015 and 2014, as well as
reconciliations of full-year 2016 guidance for Adjusted income and
Adjusted diluted EPS to full-year 2016 guidance for Reported net
income(1) and Reported diluted EPS(1). The Adjusted income and its
components and Adjusted diluted EPS measures are not, and should
not be viewed as, substitutes for U.S. GAAP net income and its
components and diluted EPS.
(3) Pfizer's fiscal year-end for international subsidiaries
was November 30, 2015, and Pfizer's fiscal year-end for U.S.
subsidiaries was December 31, 2015. (4)
For a description of the revenues in each
business, see the “Our Strategy––Commercial Operations” sub-section
in the Overview of Our Performance, Operating Environment, Strategy
and Outlook section of Pfizer's Quarterly Report on Form 10-Q for
the fiscal quarter ended September 27, 2015.
(5) Other includes revenues from Pfizer CentreSource, our
contract manufacturing and bulk pharmaceutical chemical sales
organization, and revenues related to our manufacturing and supply
agreements with Zoetis Inc. (6) The 2016 financial guidance
reflects the following:
- Does not assume the completion of any
business development transactions not completed as of
December 31, 2015, including any one-time upfront payments
associated with such transactions. 2016 financial guidance excludes
any impact from the pending combination with Allergan. The
transaction is expected to close during the second half of
2016.
- Excludes the potential effects of the
resolution of litigation-related matters not substantially resolved
as of December 31, 2015.
- Exchange rates assumed are as of
mid-January 2016.
- Guidance for 2016 reported revenues(1)
reflects the anticipated negative impact of $2.3 billion due to
recent and expected generic competition for certain products that
have recently lost or are anticipated to soon lose patent
protection.
- Guidance for 2016 reported revenues(1)
also reflects the anticipated negative impact of $2.3 billion as a
result of unfavorable changes in foreign exchange rates relative to
the U.S. dollar compared to foreign exchange rates from 2015,
including $0.8 billion due to the estimated significant negative
currency impact related to Venezuela. The anticipated negative
impact on reported(1) and adjusted(2) diluted EPS resulting from
unfavorable changes in foreign exchange rates compared to foreign
exchange rates from 2015 is approximately $0.16, including $0.07
due to the estimated significant negative currency impact related
to Venezuela.
- Guidance for reported(1) and adjusted
diluted EPS(2) assumes diluted weighted-average shares outstanding
of approximately 6.2 billion shares.
- Reconciliation of the 2016 Adjusted
income(2) and Adjusted diluted EPS(2) guidance to the 2016 Reported
net income attributable to Pfizer Inc.(1) and Reported diluted EPS
attributable to Pfizer Inc.(1) common shareholders guidance:
($ in billions, except per share amounts)
Income/(Expense)
Net Income Diluted EPS Adjusted income/diluted
EPS(2) guidance $13.6 - $14.2 $2.20 - $2.30 Purchase accounting
impacts of transactions completed as of December 31, 2015 (2.8)
(0.46) Restructuring, implementation and other acquisition-related
costs (0.7) - (0.9) (0.11) - (0.14) Business and legal entity
alignment costs (0.4)
(0.06) Reported net income attributable to Pfizer Inc./diluted
EPS(1) guidance $9.5 - $10.3
$1.54 - $1.67 (7) Avelumab is the proposed
International Nonproprietary Name for the anti-PD-L1 monoclonal
antibody, MSB0010718C.
DISCLOSURE NOTICE: The information contained in this earnings
release and the attachments is as of February 2, 2016. We
assume no obligation to update forward-looking statements contained
in this earnings release and the attachments as a result of new
information or future events or developments.
This earnings release and the attachments contain
forward-looking statements about our anticipated future operating
and financial performance, business plans and prospects, in-line
products and product candidates, strategic reviews, capital
allocation, business-development plans, the benefits expected from
our recent acquisition of Hospira, the pending combination with
Allergan and plans relating to share repurchases and dividends,
among other things, that involve substantial risks and
uncertainties. You can identify these statements by the fact
that they use future dates or use words such as “will,” “may,”
“could,” “likely,” “ongoing,” “anticipate,” “estimate,” “expect,”
“project,” “intend,” “plan,” “believe,” “target,” “forecast,”
“goal,” “objective,” “aim” and other words and terms of similar
meaning. Among the factors that could cause actual results to
differ materially from past results and future plans and projected
future results are the following:
- the outcome of research and development
activities, including, without limitation, the ability to meet
anticipated pre-clinical and clinical trial commencement and
completion dates, regulatory submission and approval dates, and
launch dates for product candidates, as well as the possibility of
unfavorable clinical trial results, including unfavorable new
clinical data and additional analyses of existing clinical
data;
- decisions by regulatory authorities
regarding whether and when to approve our drug applications, which
will depend on the assessment by such regulatory authorities of the
benefit-risk profile suggested by the totality of the efficacy and
safety information submitted; decisions by regulatory authorities
regarding labeling, ingredients and other matters that could affect
the availability or commercial potential of our products; and
uncertainties regarding our ability to address the comments in
complete response letters received by us with respect to certain of
our drug applications to the satisfaction of the FDA;
- the speed with which regulatory
authorizations, pricing approvals and product launches may be
achieved;
- the outcome of post-approval clinical
trials, which could result in the loss of marketing approval for a
product or changes in the labeling for, and/or increased or new
concerns about the safety or efficacy of, a product that could
affect its availability or commercial potential;
- risks associated with interim data,
including the risk that final results of studies for which interim
data have been provided and/or additional clinical trials may be
different from (including less favorable than) the interim data
results and may not support further clinical development of the
applicable product candidate or indication;
- the success of external
business-development activities, including the ability to satisfy
the conditions to closing of announced transactions in the
anticipated timeframe or at all;
- competitive developments, including the
impact on our competitive position of new product entrants, in-line
branded products, generic products, private label products and
product candidates that treat diseases and conditions similar to
those treated by our in-line drugs and drug candidates;
- the implementation by the FDA and
regulatory authorities in certain other countries of an abbreviated
legal pathway to approve biosimilar products, which could subject
our biologic products to competition from biosimilar products, with
attendant competitive pressures, after the expiration of any
applicable exclusivity period and patent rights;
- the ability to meet generic and branded
competition after the loss of patent protection for our products or
competitor products;
- the ability to successfully market both
new and existing products domestically and internationally;
- difficulties or delays in
manufacturing;
- trade buying patterns;
- the impact of existing and future
legislation and regulatory provisions on product exclusivity;
- trends toward managed care and
healthcare cost containment;
- the impact of any significant spending
reductions or cost controls affecting Medicare, Medicaid or other
publicly funded or subsidized health programs or changes in the tax
treatment of employer-sponsored health insurance that may be
implemented, and/or any significant additional taxes or fees that
may be imposed on the pharmaceutical industry as part of any broad
deficit-reduction effort;
- the impact of U.S. healthcare
legislation enacted in 2010—the Patient Protection and Affordable
Care Act, as amended by the Health Care and Education
Reconciliation Act—and of any modification, repeal or invalidation
of any of the provisions thereof;
- U.S. federal or state legislation or
regulatory action affecting, among other things, pharmaceutical
product pricing, reimbursement or access, including under Medicaid,
Medicare and other publicly funded or subsidized health programs;
the importation of prescription drugs from outside the U.S. at
prices that are regulated by governments of various foreign
countries; restrictions on direct-to-consumer advertising;
limitations on interactions with healthcare professionals; or the
use of comparative effectiveness methodologies that could be
implemented in a manner that focuses primarily on the cost
differences and minimizes the therapeutic differences among
pharmaceutical products and restricts access to innovative
medicines; as well as pricing pressures for our products as a
result of highly competitive insurance markets;
- legislation or regulatory action in
markets outside the U.S. affecting pharmaceutical product pricing,
reimbursement or access, including, in particular, continued
government-mandated reductions in prices and access restrictions
for certain biopharmaceutical products to control costs in those
markets;
- the exposure of our operations outside
the U.S. to possible capital and exchange controls, expropriation
and other restrictive government actions, changes in intellectual
property legal protections and remedies, as well as political
unrest,unstable governments and legal systems and
inter-governmental disputes;
- contingencies related to actual or
alleged environmental contamination;
- claims and concerns that may arise
regarding the safety or efficacy of in-line products and product
candidates;
- any significant breakdown, infiltration
or interruption of our information technology systems and
infrastructure;
- legal defense costs, insurance
expenses, settlement costs, the risk of an adverse decision or
settlement and the adequacy of reserves related to product
liability, patent protection, government investigations, consumer,
commercial, securities, antitrust, environmental and tax issues,
ongoing efforts to explore various means for resolving asbestos
litigation, and other legal proceedings;
- our ability to protect our patents and
other intellectual property, both domestically and
internationally;
- interest rate and foreign currency
exchange rate fluctuations, including the impact of possible
currency devaluations in countries experiencing high inflation
rates;
- governmental laws and regulations
affecting domestic and foreign operations, including, without
limitation, tax obligations and changes affecting the tax treatment
by the U.S. of income earned outside the U.S. that may result from
pending and possible future proposals;
- any significant issues involving our
largest wholesaler customers, which account for a substantial
portion of our revenues;
- the possible impact of the increased
presence of counterfeit medicines in the pharmaceutical supply
chain on our revenues and on patient confidence in the integrity of
our medicines;
- any significant issues that may arise
related to the outsourcing of certain operational and staff
functions to third parties, including with regard to quality,
timeliness and compliance with applicable legal requirements and
industry standards;
- any significant issues that may arise
related to our joint ventures and other third-party business
arrangements;
- changes in U.S. generally accepted
accounting principles;
- uncertainties related to general
economic, political, business, industry, regulatory and market
conditions including, without limitation, uncertainties related to
the impact on us, our customers, suppliers and lenders and
counterparties to our foreign-exchange and interest-rate agreements
of challenging global economic conditions and recent and possible
future changes in global financial markets; and the related risk
that our allowance for doubtful accounts may not be adequate;
- any changes in business, political and
economic conditions due to actual or threatened terrorist activity
in the U.S. and other parts of the world, and related U.S. military
action overseas;
- growth in costs and expenses;
- changes in our product, segment and
geographic mix;
- the impact of purchase accounting
adjustments, acquisition-related costs, discontinued operations and
certain significant items;
- the impact of acquisitions,
divestitures, restructurings, internal reorganizations, product
recalls, withdrawals and other unusual items, including our ability
to realize the projected benefits of our cost-reduction and
productivity initiatives, including those related to our research
and development organization, and of the internal separation of our
commercial operations into our current operating structure;
- risks and uncertainties related to our
recent acquisition of Hospira, including, among other things, the
ability to realize the anticipated benefits of the acquisition of
Hospira, including the possibility that expected synergies and
accretion will not be realized or will not be realized within the
expected time frame; the risk that the businesses will not be
integrated successfully; disruption from the transaction making it
more difficult to maintain business and operational relationships;
significant transaction costs; and unknown liabilities; and
- risks and uncertainties related to our
pending combination with Allergan, including, without limitation,
the failure to obtain necessary regulatory approvals (and the risk
that such approvals may result in the imposition of conditions that
could adversely affect the combined company or the expected
benefits of the transaction) and shareholder approvals or to
satisfy any of the other conditions to the transaction on a timely
basis or at all, the occurrence of events that may give rise to a
right of one or both of the parties to terminate the merger
agreement, adverse effects on the market price of Pfizer’s common
stock and on Pfizer’s operating results because of a failure to
complete the transaction in the anticipated time frame or at all,
failure to realize the expected benefits and synergies of the
transaction, restructuring in connection with the transaction and
subsequent integration of Pfizer and Allergan, negative effects of
the announcement or the consummation of the transaction on the
market price of Pfizer’s common stock and on Pfizer’s operating
results, risks relating to the value of the Allergan shares to be
issued in the transaction, significant transaction costs and/or
unknown liabilities, the risk of litigation and/or regulatory
actions, the loss of key senior management or scientific staff,
general economic and business conditions that affect the companies
following the transaction, changes in global, political, economic,
business, competitive, market and regulatory forces, future
exchange and interest rates, changes in tax and other laws,
regulations, rates and policies, future business combinations or
disposals, competitive developments and the uncertainties inherent
in research and development.
A further list and description of risks, uncertainties and other
matters can be found in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2014 and in our subsequent
reports on Form 10-Q, in each case including in the sections
thereof captioned “Forward-Looking Information and Factors That May
Affect Future Results” and “Item 1A. Risk Factors”, and in our
subsequent reports on Form 8-K.
The operating segment information provided in this earnings
release and the attachments does not purport to represent the
revenues, costs and income from continuing operations before
provision for taxes on income that each of our operating segments
would have recorded had each segment operated as a standalone
company during the periods presented.
This earnings release may include discussion of certain clinical
studies relating to various in-line products and/or product
candidates. These studies typically are part of a larger body
of clinical data relating to such products or product candidates,
and the discussion herein should be considered in the context of
the larger body of data. In addition, clinical trial data are
subject to differing interpretations, and, even when we view data
as sufficient to support the safety and/or effectiveness of a
product candidate or a new indication for an in-line product,
regulatory authorities may not share our views and may require
additional data or may deny approval altogether.
NO OFFER OR SOLICITATION
This communication is not intended to and does not constitute an
offer to sell or the solicitation of an offer to subscribe for or
buy or an invitation to purchase or subscribe for any securities or
the solicitation of any vote or approval in any jurisdiction, nor
shall there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law.
This communication is not intended to be and is not a prospectus
for the purposes of Part 23 of the Companies Act 2014 of Ireland
(the “2014 Act”), Prospectus (Directive 2003/71/EC) Regulations
2005 (S.I. No. 324 of 2005) of Ireland (as amended from time to
time) or the Prospectus Rules issued by the Central Bank of Ireland
pursuant to section 1363 of the 2014 Act, and the Central Bank of
Ireland (“CBI”) has not approved this communication.
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
In connection with the pending combination between Pfizer Inc.
(“Pfizer”) and Allergan plc (“Allergan”), Allergan will file with
the U.S. Securities and Exchange Commission (the “SEC”) a
registration statement on Form S-4 that will include a Joint Proxy
Statement of Pfizer and Allergan that also constitutes a Prospectus
of Allergan (the “Joint Proxy Statement/Prospectus”). Pfizer and
Allergan plan to mail to their respective shareholders the
definitive Joint Proxy Statement/Prospectus in connection with the
transaction. INVESTORS AND SECURITY HOLDERS OF PFIZER AND ALLERGAN
ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER
RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT PFIZER, ALLERGAN, THE TRANSACTION AND RELATED
MATTERS. Investors and security holders will be able to obtain free
copies of the Joint Proxy Statement/Prospectus (when available) and
other documents filed with the SEC by Pfizer and Allergan through
the website maintained by the SEC at www.sec.gov. In addition,
investors and security holders will be able to obtain free copies
of the documents filed with the SEC by Pfizer by contacting Pfizer
Investor Relations at Bryan.Dunn@pfizer.com or by calling (212)
733-8917, and will be able to obtain free copies of the documents
filed with the SEC by Allergan by contacting Allergan Investor
Relations at investor.relations@actavis.com or by calling (862)
261-7488.
PARTICIPANTS IN THE SOLICITATION
Pfizer, Allergan and certain of their respective directors,
executive officers and employees may be considered participants in
the solicitation of proxies in connection with the pending
combination. Information regarding the persons who may, under the
rules of the SEC, be deemed participants in the solicitation of the
respective shareholders of Pfizer and Allergan in connection with
the pending combination, including a description of their direct or
indirect interests, by security holdings or otherwise, will be set
forth in the Joint Proxy Statement/Prospectus when it is filed with
the SEC. Information regarding Pfizer’s directors and executive
officers is contained in Pfizer’s proxy statement for its 2015
annual meeting of stockholders, which was filed with the SEC on
March 12, 2015, and certain of Pfizer’s Current Reports on Form
8-K. Information regarding Allergan’s directors and executive
officers is contained in Allergan’s proxy statement for its 2015
annual meeting of shareholders, which was filed with the SEC on
April 24, 2015, and certain of Allergan’s Current Reports on Form
8-K.
Statement Required by the Irish Takeover Rules
The directors of Pfizer accept responsibility for the
information contained in this communication. To the best of the
knowledge and belief of the directors of Pfizer (who have taken all
reasonable care to ensure that such is the case), the information
contained in this communication for which they accept
responsibility is in accordance with the facts and does not omit
anything likely to affect the import of such information.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160202005763/en/
Pfizer Inc.MediaJoan Campion, 212-733-2798orInvestorsChuck
Triano, 212-733-3901Ryan Crowe, 212-733-8160Bryan Dunn,
212-733-8917
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