Back to Contents
`
`The special competences possessed by
`Dr Kirby that are important for the
`performance of her duties are her
`scientific qualifications and extensive
`executive background within the
`international pharmaceutical and biotech
`industries, particularly as relates to
`marketing, strategic planning, clinical
`trials and lifecycle management in
`relation to pharmaceutical products.
`
`AAneMartg
`KVl!rne!an.d
`
`Anne Marie Kverneland joined Novo
`Nordisk in July 1981 as a laboratory
`technician and is currently working as a
`full-time union steward.
`
`Ms Kverneland has a degree in medical
`laboratory technology from the
`Copenhagen University Hospital,
`Denmark (1980).
`
`Kurt Anker Nielsen was initially
`employed in Novo lndustri A/Sin 1974
`as an economist. He served as CFO and
`deputy CEO of Novo Nordisk A/S until
`2000 and from 2000 to 2003, he was
`CEO of Novo A/S. He serves as vice
`chairman of the Board of Novozymes
`A/S and as a member of the boards of
`the Novo Nordisk Foundation, LifeCycle
`Pharma A/S, Denmark, and
`ZymoGenetics, Inc, US. He is chairman
`of the Board of Reliance A/S, Denmark,
`and a member of the boards of
`StatoilHydro ASA, Norway, and Vestas
`
`Shareholder information Board of Directors ■
`
`Mr Nielsen serves as chairman of the
`Board of Directors of Collstrups
`Mindelegat, Denmark. Mr Nielsen has
`an MSc in Commerce and Business
`Administration from the Copenhagen
`Business School, Denmark (1972).
`
`The special competences possessed by
`Mr Nielsen that are important for the
`performance of his duties are his
`knowledge of Novo Nordisk A/S and its
`businesses, his working knowledge of
`the global pharmaceutical industry and
`his experience with accounting, financial
`and capital markets issues.
`
`Mr Nielsen has been chairman of the
`Audit Committee at Novo Nordisk A/S
`since 2004 and is also designated as
`financial expert (as defined by the SEC)
`4
`
`s,mm Thu@S,~in
`~edersen
`
`S0ren Thuesen Pedersen joined Novo
`Nordisk in January 1994 and is currently
`working as a specialist in Global Quality
`Development.
`
`S0ren Thuesen Pedersen has been an
`employee-elected member of the Board
`of Directors of the Novo Nordisk
`Foundation since 2002. Mr Pedersen
`has a BSc in Chemical Engineering
`from the Danish Academy of Engineers
`(1988).
`
`union steward. Stig Str0bffik has been
`an employee-elected member of the
`Board of Directors of the Novo Nordisk
`Foundation since 1998. Mr Str0bffik has
`a diploma in electrical engineering and a
`diploma in further training for board
`members from the Danish Employees'
`Capital Pension Fund.
`
`!argen We;del
`
`J0rgen Wedel was executive vice
`president of the Gillette Company, US,
`until 2001. He was responsible for
`Commercial Operations, International,
`and was a member of Gillette's
`Corporate Management Group. From
`2004 to 2008, he was a board member
`of ELOPAK AS, Norway.
`
`Mr Wedel has an MSc in Commerce
`and Business Administration from the
`Copenhagen Business School,
`Denmark, (1972), majoring in accounting
`and financing, and an MBA from the
`University of Wisconsin, US, (1974).
`
`The relevant special competences
`possessed by Mr Wedel that are
`important for the performance of his
`duties are his background as a senior
`sales and marketing executive in a
`global company within the consumer
`goods industry, as well as particular
`insight into the US market. In addition,
`he possesses competences in relation
`to auditing and accounting.
`
`Mr Wedel has been a member of the
`Audit Committee at Novo Nordisk A/S
`since 2005 and in January 2009 he was
`designated as financial expert (as
`defined by the SEC)4 .
`
`Sanofi Exhibit 2136.101
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Wind Systems A/S, Denmark. In
`Novozymes A/S, LifeCycle Pharma A/S,
`ZymoGenetics, Inc, StatoilHydro ASA
`and Vestas Wind Systems A/S he is
`also elected Audit Committee chairman.
`
`Stig Str0bffik joined Novo Nordisk in
`1992 as an electrician, and is currently
`working as a full-time
`
`First elected
`Name (male/female)
`2003
`Sten Scheibye (m)
`2005
`Goran A Ando (m)
`2000
`Kurt Briner (m)
`2005
`Henrik Gurtler (m)
`Johnny Henriksen2 (m)
`2002
`2008
`Pamela J Kirby (f)
`Anne Marie Kverneland 2 (f) 2000
`Kurt Anker Nielsen (m)
`2000
`S0ren Thuesen Pedersen2
`(m)
`Stig Str0bffik2 (m)
`J0rgen Wedel (m)
`
`1998
`2000
`
`2006
`
`Term
`2009
`2009
`2009
`2009
`2010
`2009
`2010
`2009
`
`2010
`
`2010
`2009
`
`Nationality
`Danish
`Swedish
`Swiss
`Danish
`Danish
`British
`Danish
`Danish
`
`Danish
`
`Danish
`Danish
`
`Date of birth
`03 Oct 1951
`06 Mar 1949
`18 Jul 1944
`11 Aug 1953
`19 Apr 1950
`23 Sep 1953
`24 Jul 1956
`08 Aug 1945
`
`lndependence3
`Independent
`Not independent1
`Independent
`Not independent1
`Not independent
`Independent
`Not independent
`Not independent 1, 4
`
`18 Dec 1964
`
`Not independent
`
`24 Jan 1964
`10 Aug 1948
`
`Not independent
`lndependent4
`
`1 Member of management or the Board of Novo A/S or the Novo Nordisk Foundation.
`2 Elected by employees of Novo Nordisk.
`3 As defined in Section V.4 of Recommendations for corporate governance designated by the NASDAQ OMX Copenhagen.
`4 Mr Nielsen and Mr Wedel qualify as independent Audit Committee members as defined by the US Securities and Exchange Commission (SEC).
`
`Novo Nordisk Annual Report 2008 47
`
`Sanofi Exhibit 2136.102
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`■ Shareholder information Executive Management
`
`Executive
`Manage(cid:173)
`ment
`
`Lars lleb1en
`s,uensen
`P.ro;sldent and chief
`ex.-cwtlv@ officer
`(CEO)
`
`Lars Rebien S0rensen joined Novo
`Nordisk's Enzymes Marketing in 1982.
`Over the years, he has been stationed in
`several countries, including the Middle
`East and the US. Mr S0rensen was
`appointed a member of Corporate
`Management in May 1994 and given
`special responsibility within Corporate
`Management for Health Care in December
`1994. He was appointed president and
`CEO in November 2000.
`
`Mr S0rensen is a member of the boards of
`ZymoGenetics, Inc, US, and DONG
`Energy A/S, Denmark, as well as a
`member of the Bertelsmann AG
`Supervisory Board, Germany. Mr
`S0rensen received the French award
`Chevalier de l'Ordre National de la Legion
`d'Honneur in 2005. Mr S0rensen has an
`MSc in Forestry from the Royal
`Veterinary and Agricultural University
`(now University of Copenhagen),
`Denmark, from 1981, and a BSc in
`International Economics from the
`Copenhagen Business School, Denmark,
`from 1983. Since October 2007, Mr
`S0rensen has been adjunct professor at
`the Life Sciences Faculty of the University
`of Copenhagen. Mr S0rensen is a Danish
`national, born on 10 October 1954.
`
`J~p,er eramd!gaard
`ExeOJ1!v~ vice
`p ~sldent and
`mlef flnanrnl
`offlco?r (CFO)
`
`lctlr-i; sctmltz
`E>@CUtlve \fl ce
`pnesld~nt and
`[ h l@f op~ratlng
`officer (COO}
`
`Jesper Brandgaard joined Novo Nordisk in
`1999 as corporate vice president of
`Corporate Finance and was appointed
`CFO in November 2000. He serves as
`chairman of the boards of Simcorp A/S,
`NNE Pharmaplan A/Sand NNIT A/S, all
`in Denmark. Mr Brandgaard has an MSc
`in Economics and Auditing from 1990 as
`well as an MBA from 1995, both from the
`Copenhagen Business School, Denmark.
`Mr Brandgaard is a Danish national, born
`on 12 October 1963.
`
`Kare Schultz joined Novo Nordisk in 1989
`as an economist in Health Care,
`Economy & Planning. In November 2000,
`he was appointed chief of staffs. In March
`2002, he took over the position of COO.
`Mr Schultz is a member of the Board of
`LEGO A/S, Denmark. Mr Schultz has an
`MSc in Economics from the University of
`Copenhagen, Denmark, from 1987. Mr
`Schultz is a Danish national, born on 21
`May 1961.
`
`Us~nango
`Ex,;t utlve vie,;
`presld@ntand
`chief of staffs (COS)
`
`M:ads Krag;sga:ml
`lihoms-en
`Executwe \1lce
`PF~ldeot and
`ch lef sclen te mflcer
`(CSO)
`
`Mads Krogsgaard Thomsen joined Novo
`Nordisk in 1991. He was appointed CSO
`in November 2000. He sits on the editorial
`boards of international journals and is a
`member of the Board of Cellartis AB,
`Sweden.
`
`Dr Thomsen has a DVM from the Royal
`Veterinary and Agricultural University
`(now the University of Copenhagen),
`Denmark, from 1986, where he also
`obtained a PhD degree in 1989 and a DSc
`in 1991, and became adjunct professor of
`pharmacology in 2000. He is a former
`president of the National Academy of
`Technical Sciences (ATV), Denmark. Dr
`Thomsen is a Danish national, born on 27
`December 1960.
`
`Lise Kingo joined Novo Nordisk's Enzyme
`Promotion in 1988 and over the years
`worked to build up the company's Triple
`Bottom Line approach. In 1999, Ms Kingo
`was appointed vice president, Stakeholder
`Relations. She was appointed executive
`vice president, Corporate Relations, in
`March 2002. Ms Kingo serves as chair of
`the board of Steno Diabetes Center A/S,
`Denmark. She is also associate professor
`at the Medical Faculty, Vrije Universiteit,
`Amsterdam, the Netherlands. Ms Kingo
`has a BA in Religions and a BA in
`Ancient Greek Art from the University of
`Aarhus, Denmark, from 1986, a BComm
`in Marketing Economics from the
`Copenhagen Business School, Denmark,
`from 1991, and an MSc in Responsibility
`and Business Practice from the University
`of Bath, UK, from 2000. Ms Kingo is a
`Danish national, born on 3 August 1961.
`
`Other members of the Senior Management
`
`Lars Guldbffik Karlsen - Global Quality
`
`Sanofi Exhibit 2136.103
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Board
`Jesper B0ving - DAPI & CMC Supply
`Kim Bundegaard - Facilitation & Group Internal Audit
`Flemming Dahl - Biopharmaceuticals
`Claus Eilersen - Japan & Oceania
`Peter Bonne Eriksen - Regulatory Affairs
`Lars Green - Corporate Finance
`Jerzy Gruhn - North America
`Susanne Hundsbffik-Pedersen - Devices & Sourcing
`Jesper H0iland - International Operations
`Lars Fruergaard J0rgensen - IT & Corporate Development
`Terje Kalland - Biopharmaceuticals Research Unit
`
`Jesper Kl0ve - Device Research & Development
`Per Kogut - NNIT
`Peter Kristensen - Global Development
`Peter Kurtzhals - Diabetes Research Unit
`Lars Christian Lassen - Corporate People & Organisation
`Patrick Loustau - Global Marketing
`Ole Ramsby- Legal Affairs
`Jakob Riis - Liraglutide
`Martins Soeters - Europe
`Kim Tosti - Diabetes Finished Products
`Per Valstorp - Product Supply
`Hans Ole Voigt - NNE Pharmaplan
`
`48 Novo Nordisk Annual Report 2008
`
`Sanofi Exhibit 2136.104
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`Shares
`and
`capital
`structure
`
`Novo Nordisk aims to communicate
`openly with stakeholders about the
`company's financial and business
`development as well as strategies and
`targets. Through active dialogue, the
`company seeks to obtain fair and
`efficient pricing of its shares.
`
`To keep investors updated on financial
`and operating performance as well as
`the progress of clinical programmes,
`Executive Management and Investor
`Relations travel extensively to meet
`institutional investors and attend investor
`conferences.
`
`This ensures that all investors with a
`major holding of Novo Nordisk shares
`can attend meetings on a regular basis
`and that a high number of smaller
`investors or potential investors also have
`access. Roadshows are primarily, but
`not exclusively, held in major European
`and North American financial centres.
`
`A wide range of other investor activities
`are held during the year. Investors and
`financial analysts are welcome to visit
`Novo Nordisk at the headquarters in
`Bagsvffird, Denmark, as well as at
`regional headquarters. In 2008,
`meetings with investor groups were held
`at regional headquarters in Princeton,
`US, Beijing, China, Moscow, Russia,
`and Tokyo, Japan.
`
`Investors and analysts are also invited
`every year to presentations of the most
`recent scientific results in connection
`with the two major medical diabetes
`conferences, American Diabetes
`
`Shareholder information Shares and capital structure ■
`
`Pr!~g devekl;pment and momhly turn(cid:173)
`over of NGVo Ni:mllsk'-5 B shar~ ori
`the NASDAQ OM X Copenha{liln :2008
`DKK
`DK blllron
`15
`
`500
`
`l'-'>..f~,,.
`-,.,
`
`4ij0
`
`300
`
`:WO
`
`mo
`
`....
`
`It
`
`,,,
`
`12
`
`g
`
`Ei
`
`3
`
`0
`
`0
`b, Fob Mor Apr M.,~ Jun Jul Au g Sop 0:1 tb, Do-:.
`
`• Nnvo Nordlsk's B sha i.-s (prk:~ In DKK')
`• TU mmrer of B shars>.s In DKK bl 1111:m
`
`Pnce: development of Novo NordJsk.'s
`B st1~rn5 rnla,Uve to l!he, M:S:CI 111u ope
`Hea1th care rru!e:.: m.easur-ed 111 DKK
`Index 1 January :W04 = 1 oo
`600 - -~ - - . - - - - . - - - - , - - - - ,
`
`5()01----+------l---+---+-----1
`
`4O01----+------lf----+---+-----1
`
`QI - - - - ' - - - ' - - - - ' - -~ -~
`2004
`2005
`2006
`2007
`2008
`
`• NO'IO N:::fdlsk's B shares (prices In D KK)
`• MSC.I Europa- Health ca re lndeir
`
`Pl1~• development of Novo NmtfJsk's
`B sitar~ rela,lllv~ tG the MSC] U5
`Hea11h Cira rru:lex meai5ured In IJSD
`rnoox 1 January 2004 = 1 oo
`600 --~--.----.----,-----,
`
`50Q1-----l-- -1---
`
`--+--
`
`--+-------i
`
`4QQl----+------l---+---+-----1
`
`Share price performance
`Novo Nordisk's share price decreased
`by 19% from its 2007 close of DKK 335
`to its 31 December 2008 close of DKK
`271.
`
`This was significantly better than the
`2008 performance of the NASDAQ OMX
`Copenhagen 20 Index, down 47%, and
`in line with the MSCI Europe Health
`Care Index, down 19%, both measured
`in Danish kroner. Measured in US
`dollars, the price of the Novo Nordisk B
`share decreased by 23%, in line with a
`US dollar loss of 24% for the MSCI US
`Health Care Index.
`
`Novo Nordisk's stable share price
`development is perceived as a reflection
`of the company's relatively solid position
`in a growing market with strong
`operating performance and ongoing
`progress in research and development.
`
`In 2008, factors believed to have
`impacted the share price positively
`include a solid operating performance
`bolstered by solid sales growth, driven
`by the strategically significant modern
`insulin products. Substantial productivity
`increases, achieved through the
`production efficiency improvement
`programme cLEAN®, also contributed to
`a solid improvement in the gross margin
`of around 1.7 percentage points in 2008.
`
`Within research and development one
`key event during 2008 believed to
`strengthen the share price was the
`simultaneous filing for regulatory
`approval of liraglutide in Europe and the
`US followed by filings in Japan and other
`key markets. Another positive
`development was the completion of
`phase 2 clinical development of the new
`generation of insulins NN1250 and
`NN5401, which are expected to enter
`pivotal phase 3 studies in the second
`half of 2009.
`
`The most significant factors believed to
`have impacted the share price adversely
`include the discontinuation of certain
`research and development projects.
`Another factor was unfavourable
`
`Sanofi Exhibit 2136.105
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`0 ' - - - - ' - - -~ -~ -~ - -
`W04
`2005
`2 0C•6
`2007
`.2000
`
`• NO\O radl~ ' 5 B sharlc'S (prices In USD)
`ill MSC.I us H ~ llh Care I nd:?'x
`
`Association and European Association
`for the Study of Diabetes.
`
`In September 2008, Novo Nordisk
`hosted its biennial Capital Markets Day
`at the company's production site in
`Hiller0d, Denmark. At the Capital
`Markets Day, Executive Management
`and senior management provided 120
`investors and analysts with updates on
`the progress in both the diabetes care
`and biopharmaceuticals pipelines, on
`productivity improvements in
`manufacturing and on Novo Nordisk's
`strategic position in key markets and
`therapy areas. Presentations and
`webcasts from key investor events are
`available on Novo Nordisk's website
`novonordisk.com/investors.
`
`L,UI I VI IVJ U'CiV'CilUt-JI I IVI lli'.> 1 UVY't-Jll'v ll IV
`substantial appreciation of some of Novo
`Nordisk's key invoicing currencies,
`including the US dollar, in the second
`half of 2008. Finally, 2008 was also a
`year with increased regulatory
`uncertainty for new diabetes
`compounds.
`
`Capital structure
`The Board of Directors believes that the
`current capital and share structure of
`Novo Nordisk serves the interests of the
`shareholders and the company. In the
`event of excess capital after the funding
`of organic
`
`Novo Nordisk Annual Report 2008
`
`49
`
`Sanofi Exhibit 2136.106
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`■ Shareholder information Shares and capital structure
`
`growth opportunities and potential
`acquisitions, Novo Nordisk's guiding
`policy is to return capital to investors
`through dividend payments and share
`repurchase programmes.
`
`As decided at the Annual General
`Meeting 2008, a reduction of the
`company's B share capital,
`corresponding to approximately 2% of
`the total share capital, was effected in
`June 2008 by cancellation of treasury
`shares. This enables Novo Nordisk to
`continue to buy back shares without
`exceeding the limit for a total holding of
`treasury shares of 10% of the total
`capital.
`
`In 2008, Novo Nordisk repurchased
`shares worth 4.7 billion Danish kroner,
`compared with 4.8 billion kroner in 2007.
`This is part of the ongoing share
`repurchase programme for the period
`2006-2009. In connection with the
`release of results for both the first six
`months and the full year for 2008, the
`
`share capital, Novo A/S controls 71.7%
`of the total number of votes, excluding
`treasury shares. The total market value
`of Novo Nordisk's B shares excluding
`treasury shares was 135 billion kroner at
`the end of 2008.
`
`Novo Nordisk's B shares are quoted on
`the NASDAQ OMX Copenhagen and the
`London Stock Exchange, and on the
`New York Stock Exchange in the form
`of ADRs. The B shares are traded in
`units of 1 Danish krone. The ratio of
`Novo Nordisk's B shares to ADRs is
`1: 1 . The B shares are issued to the
`bearer but may, on request, be
`registered in the holder's name in Novo
`Nordisk's register of shareholders. As
`Novo Nordisk B shares are in bearer
`form, no official record of all
`shareholders exists. Based on the
`available sources of information on the
`company's shareholders, it is estimated
`that Novo Nordisk's shares at the end of
`2008 were distributed as shown in the
`
`charts on this page. At the end of 2008,
`the free float was 70%.
`
`Form 20-F
`The Form 20-F Report for 2008 is
`expected to be filed with the United
`States Securities and Exchange
`Commission in February 2009. The
`report can be downloaded from
`novonordisk.com/investors.
`
`Payment of dividends
`Shareholders' enquiries concerning
`dividend payments, transfer of share
`certificates, consolidation of shareholder
`accounts and tracking of lost shares
`should be addressed to Novo Nordisk's
`transfer agents (see inside back cover).
`For 2008, the proposed dividend
`payments for Novo Nordisk shares are
`illustrated in the table below. Novo
`Nordisk does not pay a dividend on its
`holding of treasury shares. The dividend
`for 2007 paid in March 2008 was 4.50
`Danish kroner per share of 1 krone.
`
`Sanofi Exhibit 2136.107
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Board of Directors approved an increase
`of 1.0 billion kroner in the ongoing share
`repurchase programme, bringing the
`total share repurchase programme to
`18.5 billion kroner. From 2008, the share
`repurchase programme is primarily
`conducted in accordance with the
`provisions of the European
`Commission's Regulation no 2273/2003
`of 22 December 2003, also known as
`the 'Safe Harbour Regulation'. This
`programme gives the lead manager, J.P.
`Morgan Securities Ltd., mandate to
`purchase shares independently of Novo
`Nordisk A/S.
`
`As part of the agenda for the Annual
`General Meeting 2009, the Board of
`Directors will propose a reduction of the
`company's B share capital,
`corresponding to approximately 2% of
`the total share capital, by cancellation of
`treasury shares.
`
`Share capital and ownership
`Novo Nordisk's total share capital of
`634,000,000 Danish kroner is divided
`into A share capital of nominally
`107,487,200 kroner, and B share capital
`of nominally 526,512,800 kroner, of
`which 25,721,095 kroner is held as
`treasury shares (figures as of 31
`December 2008). Novo Nordisk's A
`shares (each 1 krone) are non-listed
`shares and held by Novo A/S, a Danish
`public limited liability company which is
`100% owned by the Novo Nordisk
`Foundation. According to the Articles of
`Association of the Foundation, the A
`shares cannot be divested by Novo A/S
`or the Foundation. In addition, as of 31
`December 2008 Novo A/S held
`54,182,800 kroner of B share capital.
`Each holding of 1 krone of the A share
`capital carries 1,000 votes. Each holding
`of 1 krone of the B share capital carries
`100 votes. With 25.5% of the total
`
`50 Novo Nordisk Annual Report 2008
`
`Bre;ikdown o,f s!h:arimd.lc:l,ers
`% of ca pita I
`
`Proposed dividend
`payment for 2008
`
`e t~Ol/0 M , 'Bagsv<Nd, D~nmark 26% \72% ~l )
`• No\ro .Nordlsk _!VS 4% (0% ""'}
`• 0 1t1er 70% !28% ~i )
`% .of votes, ~xcl tr~asu iy shares
`
`Geog: aplllcal dlstrlbUiUon
`ot jl'i~rn c,apital
`% of capital
`
`• Denmark :sn%
`e UK2S%
`North A m~rlca 19'%
`e O!h~r6,%
`
`A shares
`of DKK 1
`
`B shares
`of DKK 1
`
`ADRs
`
`DKK 6.00
`
`DKK 6.00 DKK 6.00
`
`Analyst coverage
`Novo Nordisk is currently covered by
`about 30 analysts, including the top
`global investment banks that regularly
`produce research reports about Novo
`Nordisk. A list of analysts covering Novo
`Nordisk can be found in the investor
`section of Novo Nordisk's homepage.
`
`Internet
`Novo Nordisk's homepage for investors
`is novonordisk.com/investors. It includes
`historical and updated information about
`Novo Nordisk's activities: press releases
`from 1995 onwards, financial and non(cid:173)
`financial results, a calendar of investor(cid:173)
`relevant events, investor presentations,
`background information and recent
`annual reports.
`
`Financial calendar 2009
`Annual General Meeting 18 March
`2009
`
`Dividend
`
`Ex-dividend
`
`Record date
`
`Payment
`
`B
`shares
`19
`March
`23
`March
`24
`March
`
`ADRs
`
`19 March
`
`23 March
`
`31 March
`
`Announcement of
`financial results
`First three months
`Half year
`Nine months
`Full year
`
`30 April
`6 August
`29 October
`2 February 2010
`
`Sanofi Exhibit 2136.108
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`Consolidated financial and non-financial statements 2008
`
`Consolidated
`financial and
`non-financial
`statements
`2008
`
`Pages 51-104
`
`52
`53
`54
`
`55
`
`56
`
`89
`90
`91
`
`100
`
`102
`
`104
`
`Consolidated income statement
`Consolidated balance sheet
`Consolidated cash flow statement
`and financial resources
`Consolidated statement of
`changes in equity
`Notes: Accounting policies and
`other notes to the financial
`statements
`Overview of non-financial reporting
`Non-financial indicators and targets
`Notes: Accounting policies and
`other notes to the non-financial
`data
`Companies in the Novo Nordisk
`Group
`Summary of financial data 2004-
`2008
`Quarterly figures 2007 and 2008
`(unaudited)
`
`Pages 105-112
`
`105
`
`Financial statements of the parent
`company
`
`Pages 113-115
`
`113
`114
`
`Management statement
`Auditor's reports
`
`Sanofi Exhibit 2136.109
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Novo Nordisk Annual Report 2008
`
`51
`
`Sanofi Exhibit 2136.110
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`Consolidated financial statements Consolidated income statement
`
`DKK million
`
`Sales
`Cost of goods sold
`
`Gross profit
`
`Note
`
`2008
`
`2007
`
`2006
`
`4, 5,25
`6, 7
`
`45,553
`10,109
`
`41,831
`9,793
`
`38,743
`9,585
`
`35,444
`
`32,038
`
`29,158
`
`Sales and distribution costs
`Research and development costs
`- hereof costs related to discontinuation of all pulmonary diabetes projects
`Administrative expenses
`Licence fees and other operating income (net)
`
`6, 7
`6, 7
`3
`6, 7, 8
`9
`
`Operating profit
`
`Share of profit/(loss) in associated companies
`Financial income
`Financial expenses
`Profit before income taxes
`
`Income taxes
`
`Net profit
`
`Basic earnings per share (DKK)
`Diluted earnings per share (DKK)
`
`52 Novo Nordisk Annual Report 2008
`
`16
`10
`11
`
`12
`
`13
`13
`
`12,866
`7,856
`(325)
`2,635
`286
`
`12,371
`8,538
`(1,325)
`2,508
`321
`
`12,373
`
`8,942
`
`(124)
`1,127
`681
`12,695
`
`3,050
`
`9,645
`
`1,233
`1,303
`507
`10,971
`
`2,449
`
`8,522
`
`11,608
`6,316
`
`2,387
`272
`
`9,119
`
`(260)
`931
`626
`9,164
`
`2,712
`
`6,452
`
`15.66
`15.54
`
`13.49
`13.39
`
`10.05
`10.00
`
`Sanofi Exhibit 2136.111
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`DKK million
`
`Assets
`
`Intangible assets
`Property, plant and equipment
`Investments in associated companies
`Deferred income tax assets
`Other financial assets
`
`Total long-term assets
`
`Inventories
`Trade receivables
`Tax receivables
`Other receivables
`Marketable securities and financial derivatives
`Cash at bank and in hand
`
`Total current assets
`
`Total assets
`
`Equity and liabilities
`
`Share capital
`Treasury shares
`Retained earnings
`Other reserves
`
`Total equity
`
`Long-term debt
`Deferred income tax liabilities
`Retirement benefit obligations
`Other provisions
`
`Total long-term liabilities
`
`Short-term debt and financial derivatives
`Trade payables
`Tax payables
`Other liabilities
`Other provisions
`
`Total current liabilities
`
`Total liabilities
`
`Consolidated financial statements Consolidated balance sheet
`
`Note
`
`31 Dec
`2008
`
`31 Dec
`2007
`
`14
`15
`16
`23
`17
`
`18
`19
`
`20
`17
`30
`
`21
`
`22
`23
`24
`25
`
`26
`
`27
`25
`
`788
`18,639
`222
`1,696
`194
`
`671
`19,605
`500
`2,522
`131
`
`21,539
`
`23,429
`
`9,611
`6,581
`1,010
`1,704
`1,377
`8,781
`
`9,020
`6,092
`319
`1,493
`2,555
`4,823
`
`29,064
`
`24,302
`
`50,603
`
`47,731
`
`634
`(26)
`33,433
`(1,062)
`
`647
`(26)
`30,661
`900
`
`32,979
`
`32,182
`
`980
`2,404
`419
`863
`
`961
`2,346
`362
`1,239
`
`4,666
`
`4,908
`
`1,334
`2,281
`567
`5,853
`2,923
`
`405
`1,947
`929
`4,959
`2,401
`
`12,958
`
`10,641
`
`17,624
`
`15,549
`
`Sanofi Exhibit 2136.112
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Total equity and liabilities
`
`50,603
`
`47,731
`
`Novo Nordisk Annual Report 2008
`
`53
`
`Sanofi Exhibit 2136.113
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`Consolidated financial statements Consolidated cash flow statement and financial resources
`
`DKK million
`
`Net profit
`
`Adjustment for non-cash items:
`Income taxes
`Depreciation, amortisation and impairment losses
`Interest income and interest expenses
`Other adjustments for non-cash items
`Income taxes paid
`Interest received
`Interest paid
`
`Note
`
`2008
`
`2007
`
`2006
`
`9,645
`
`8,522
`
`6,452
`
`7
`10, 11
`28
`
`3,050
`2,442
`(385)
`1,436
`(3,172)
`656
`(247)
`
`2,449
`3,007
`(16)
`(309)
`(2,607)
`295
`(324)
`
`2,712
`2,142
`(73)
`959
`(3,514)
`391
`(296)
`
`Cash flow before change in working capital
`
`13,425
`
`11,017
`
`8,773
`
`Change in working capital:
`(lncrease)/decrease in trade receivables and other receivables
`(lncrease)/decrease in inventories
`lncrease/(decrease) in trade payables and other liabilities
`
`Cash flow from operating activities
`
`Investments:
`Acquisition of subsidiaries and business units
`Sale of intangible assets and long-term financial assets
`Purchase of intangible assets and long-term financial assets
`Sale of property, plant and equipment
`Purchase of property, plant and equipment
`Net change in marketable securities (maturity exceeding three months)
`Dividend received
`
`(1,110)
`(651)
`1,199
`
`(702)
`(617)
`289
`
`(804)
`(686)
`455
`
`12,863
`
`9,987
`
`7,738
`
`29
`
`15
`
`16
`
`(59)
`
`(118)
`40
`(2,308)
`(541)
`1,470
`
`175
`(419)
`111
`(2,898)
`514
`
`(264)
`18
`(1,772)
`466
`170
`
`Net cash used in investing activities
`
`(1,382)
`
`(1,516)
`
`(2,517)
`
`Financing:
`Repayment of long-term debt
`Purchase of treasury shares
`Sale of treasury shares
`Dividends paid
`
`Cash flow from financing activities
`
`Net cash flow
`
`Unrealised gain/(loss) on exchange rates and marketable securities
`included in cash and cash equivalents
`
`(153)
`(4,717)
`295
`(2,795)
`
`(18)
`(4,835)
`241
`(2,221)
`
`(23)
`(3,000)
`210
`(1,945)
`
`(7,370)
`
`(6,833)
`
`(4,758)
`
`4,111
`
`1,638
`
`463
`
`(2)
`
`(6)
`
`39
`
`Sanofi Exhibit 2136.114
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Net change in cash and cash equivalents
`Cash and cash equivalents at the beginning of the year
`
`4,109
`4,617
`
`1,632
`2,985
`
`502
`2,483
`
`Cash and cash equivalents at the end of the year
`
`30
`
`8,726
`
`4,617
`
`2,985
`
`Supplemental information:
`Cash and cash equivalents at the end of the year
`Bonds with original term to maturity exceeding three months
`Undrawn committed credit facilities
`
`30
`17
`26
`
`8,726
`997
`7,451
`
`4,617
`1,486
`7,457
`
`2,985
`1,001
`7,456
`
`Financial resources at the end of the year
`
`17,174
`
`13,560
`
`11,442
`
`Cash flow from operating activities
`+ Net cash used in investing activities
`- Net change in marketable securities (maturity exceeding three months)
`
`Free cash flow
`
`54 Novo Nordisk Annual Report 2008
`
`12,863
`(1,382)
`466
`
`9,987
`(1,516)
`(541)
`
`7,738
`(2,517)
`514
`
`11,015
`
`9,012
`
`4,707
`
`Sanofi Exhibit 2136.115
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`DKK million
`
`2008
`Balance at the beginning of the year
`Net profit for the year
`
`Consolidated financial statements Consolidated statement of changes in equity
`
`Share
`capital
`
`Treasury Retained
`shares
`earnings
`
`Other reserves
`
`Total
`
`Deferred
`gain/
`(loss)
`on cash
`flow
`hedges
`
`Exchange
`rate
`adjust-
`ments
`
`Other
`adjust-
`ments
`
`647
`
`(26)
`
`30,661
`9,645
`
`209
`
`678
`
`13
`
`32,182
`9,645
`
`Total recognised income and expense for the
`year
`
`9,645
`
`(465)
`
`(1,537)
`
`40
`
`7,683
`
`Share-based payment
`Purchase of treasury shares
`Sale of treasury shares
`Reduction of the B share capital
`Dividends
`
`(16)
`3
`13
`
`(13)
`
`331
`(4,701)
`292
`
`(2,795)
`
`331
`(4,717)
`295
`
`(2,795)
`
`Balance at the end of the year
`
`634
`
`(26)
`
`33,433
`
`(256)
`
`(859)
`
`53
`
`32,979
`
`At the end of the year proposed dividends (not yet declared) of DKK 3,650 million (DKK 6.00 per share) are included in Retained
`earnings. No dividend is declared on treasury shares.
`
`DKK million
`
`2007
`
`Share
`capital
`
`Treasury Retained
`shares
`earnings
`
`Other reserves *)
`
`Total
`
`Deferred
`gain/
`(loss)
`on cash
`flow
`hedges
`
`Exchange
`rate
`adjust-
`ments
`
`Other
`adjust-
`ments
`
`674
`
`(39)
`
`156
`
`419
`
`102
`
`Sanofi Exhibit 2136.116
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Total recognised income and expense for the
`year
`
`8,522
`
`53
`
`259
`
`(89)
`
`8,745
`
`Share-based payment
`Purchase of treasury shares
`Sale of treasury shares
`Reduction of the B share capital
`Dividends
`
`(16)
`2
`27
`
`(27)
`
`130
`(4,819)
`239
`
`(2,221)
`
`130
`(4,835)
`241
`
`(2,221)
`
`Balance at the end of the year
`
`647
`
`(26)
`
`30,661
`
`209
`
`678
`
`13
`
`32,182
`
`*) In 2007 adjustments have been made on other reserves regarding the split of tax adjustments .
`
`At the end of the year proposed dividends (declared) of DKK 2,795 million (DKK 4.50 per share) are included in Retained earnings. No
`dividend is declared on treasury shares.
`
`Novo Nordisk Annual Report 2008
`
`55
`
`Sanofi Exhibit 2136.117
`Mylan v. Sanofi
`IPR2018-01676
`
`

`

`Back to Contents
`
`D Consolidated financial statements Notes - Consolidated financial statements
`
`1 Summary of significant accounting policies
`
`The Consolidated financial statements are prepared in
`accordance with International Financial Reporting Standards
`(IFRS) as issued by the International Accounting Standards
`Board (IASB) and with the International Financial Reporting
`Standards as adopted by the EU. The Consolidated financial
`statements are prepared in accordance with the historical cost
`convention, as modified by the revaluation of available-for-sale
`financial assets, financial assets and financial liabilities
`(derivative financial instruments) at fair value through profit or
`loss.
`
`The Financial statements of the Parent company, Novo Nordisk
`A/S, are prepared in accordance with The Danish Financial
`Statements Act. These are presented on pages 105 to 112 and
`the accounting policies are set out on page 108.
`
`Further, the Annual Report is prepared in accordance with
`additional Danish disclosure requirements for annual reports for
`listed companies.
`
`Effects of new accounting pronouncements
`In 2008, Novo Nordisk has adopted the following new or revised
`standards and interpretations endorsed by EU effective for the
`accounting period beginning on 1 January 2008.
`
`• Interpretation guideline to IAS 19, IFRIC 14 - 'The limit on a
`defined benefit asset, minimum funding requirement and their
`interaction'. IFRIC 14 provides guidance on assessing the limit
`in IAS 19 'Employee benefits' on the amount of the surplus
`that can be recognised as an asset. It also explains how the
`pension asset or liability may be affected by a statutory or
`contractual minimum funding requirement. The guideline has
`no impact on the Group's Financial Statements.
`
`The following interpretation of published standards is mandatory
`