throbber
Finance Report
`
`Novartis Exhibit 2164.001
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Finance
`
`.
`1n brief
`
`Key results
`
`Pharmaceuticals
`
`Diagnostics
`
`Group
`
`2013
`201 2
`
`2013
`2012
`
`2013
`201 2
`
`Sales l'"ti I I = I I
`
`I I
`
`I
`
`Core operating profit margin.
`
`l"''j'~ I I I I I I I
`I I I I I I I I
`
`I
`
`I
`
`+6.7
`+ 4.7
`
`+4.3
`+ 3.9
`
`+6.2
`+4.5
`
`44.4
`44.0
`
`20.8
`21.3
`
`38.3
`37.7
`
`IFRS results
`Sales
`Operating profit
`
`Net income
`Net income attributable to Roche shareholders
`Diluted EPS (CHF)
`
`Dividend per share (CHF) •J
`
`Core results
`Research and development
`
`Core operating profit
`Core EPS (CHF)
`
`Free cash flow
`Operating free cash flow
`Free cash flow
`
`Net debt
`
`Capitalisation
`
`- Debt
`- Eq uity
`
`1) Proposed by the Board of Directors.
`
`2013
`(mCHF)
`
`2012
`(mCH F)
`
`(CHF)
`
`% change
`(CER)
`
`2013
`
`% of sales
`2012
`
`46.780
`16,376
`11,373
`11,164
`12.93
`7.80
`
`8.700
`17,904
`14.27
`
`45.499
`14,125
`9,660
`9,427
`11.03
`7.35
`
`8.475
`17, 160
`13.49
`
`16,381
`5,403
`
`16,135
`5,376
`
`+ 3
`+ 16
`+ 18
`+ 18
`+ 17
`+6
`
`+ 3
`+ 4
`+ 6
`
`+ 2
`+ 1
`
`+6
`+ 20
`+ 22
`+ 22
`+ 22
`
`+5
`+8
`+ 10
`
`+5
`+6
`
`2013
`(mCHF)
`
`2012
`(mCH F)
`
`(6.708)
`
`(10,599)
`
`39,884
`18,643
`21,241
`
`41 ,340
`24,590
`16.750
`
`35.0
`24.3
`23.9
`
`18.6
`38.3
`
`35.0
`11.5
`
`(CHF)
`
`-37
`
`-4
`-24
`+27
`
`31.0
`21.2
`20.7
`
`18.6
`37.7
`
`35.5
`11.8
`
`% change
`(CER)
`
`-38
`
`+2
`-22
`+ 37
`
`CER (Constant Exchange Rates): The percentage changes in Constant Exchange Rates are calculated using simulations by reconsolidating both the 2013 and
`2012 results at constant currencies (the average rates for the year ended 31 December 2012).
`
`Core results and Core EPS (earnings per share): These exclude non-core items such as global restructuring charges and the amortisation and impairment of goodwill
`and intangible assets. This allows a transparent assessment of both the actual results and the underlying performance of the business. A full income statement for
`the Group and the operating results of the divisions are shown on both an IFRS and core basis. The core concept is fully described on pages 144-147 and
`reconciliations between the I FRS and core results are given there.
`
`Novartis Exhibit 2164.002
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Finance – 2013 in brief
`
`Roche in 2013
`
`Sales
`
`Operating results
`
`The Roche Group reported strong overall results in 2013. Core operating profit grew ahead of
`sales, and core earnings per share increased by 10% at constant exchange rates (CER). The Swiss
`franc was stronger at average rates against some major currencies, notably the Japanese yen and
`US dollar, which had a negative overall impact on the income statement and cash flows expressed
`in Swiss francs.
`
`Group sales increased by 6% (CER) to 46.8 billion Swiss francs (+3% growth in Swiss franc terms).
`Pharmaceuticals sales growth was 7% (CER). The strong growth in both established and new
`oncology products, Actemra/RoActemra in rheumatoid arthritis and Lucentis in ophthalmology
`was partially offset by decreases in sales of Pegasys and Bonviva/Boniva as well as the loss of
`Evista sales in Japan.
`Diagnostics sales grew by 4% (CER), ahead of the market, with Professional Diagnostics being
`the major contributor.
`
`Core operating profit increased by 8% (CER) to 17.9 billion Swiss francs (+4% growth in Swiss
`franc terms). The sales growth and cost savings from various global restructuring plans offset
`the higher operating costs from investments in key markets as well as the impacts from price
`pressure and increased competition. The core operating margin increased by 0.6 percentage
`points to 38.3%.
`Research and development expenditure grew by 5% (CER) to 8.7 billion Swiss francs on a core
`basis, driven by investments in the oncology and neuroscience therapeutic areas. R&D costs
`were 18.6% of Group sales.
`IFRS operating results include non-core items of 1.5 billion Swiss francs. This includes 1.2 billion
`Swiss francs for the amortisation and impairment of goodwill and intangible assets and 0.5 billion
`Swiss francs of income from the reversal of previous property, plant and equipment impairment.
`
`Non-operating results
`
`Net financial expenses decreased by 0.3 billion Swiss francs to 1.7 billion Swiss francs driven
`by lower interest expenses partially offset by higher net foreign exchange losses.
`
`Net income
`
`Cash flows
`
`Financial position
`
`Shareholder return
`
`IFRS net income increased by 22% at CER to 11.4 billion Swiss francs (+18% in Swiss franc terms),
`due to the strong core operating results, lower financing costs and lower global restructuring
`charges.
`Core earnings per share increased by 10% in constant currencies (+6% in Swiss francs).
`
`Operating free cash flow of 16.4 billion Swiss francs, up 5% at CER due to higher operating
`profit.
`Free cash flow of 5.4 billion Swiss francs, up 6% at CER due to higher operating free cash flow
`and lower interest paid.
`Repayment of debt is ahead of schedule with 67% of the notes and bonds issued in 2009
`to finance the Genentech transaction being repaid by the end of 2013.
`
`Net working capital increased by 1% (CER), as higher levels of inventories due to launches
`and growth of key products, higher safety stock levels and increased demand in key markets were
`mostly offset by increased payables and accrued liabilities.
`Net debt position improved by 3.9 billion Swiss francs to 6.7 billion Swiss francs.
`Credit ratings strong: Moody’s at A1 and Standard & Poor’s at AA.
`
`Dividends. A proposal will be made to increase dividends by 6% to 7.80 Swiss francs per share.
`This will represent the 27th consecutive year of dividend growth and will result in a pay-out ratio
`of 54.7%, subject to AGM approval.
`Total Shareholder Return (TSR) was 39% representing a combined performance of share
`and non-voting equity security.
`
`Novartis Exhibit 2164.003
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`ROCHE GROUP
`
`Finance in brief
`
`Finance - 2013 in brief
`
`Financial Review
`
`Roche Group Consolidated Financial Statements
`
`Notes to the Roche Group Consolidated Financial Statements
`
`1. General accounting principles
`2. Operating segment information
`3. Net financial expense
`4.
`Income taxes
`5. Business combinations
`6. Global restructuring plans
`7. Property, plant and equipment
`8. Goodwill
`9.
`Intangible assets
`10.
`Inventories
`11. Accounts receivable
`12. Marketable securities
`13. Cash and cash equivalents
`14. Other non-current assets
`15. Other current assets
`16. Accounts payable
`17. Other non-current liabilities
`
`52
`55
`58
`59
`62
`64
`67
`70
`72
`75
`75
`76
`76
`77
`77
`78
`78
`
`18. Other current liabilities
`19. Provisions and contingent liabilities
`20. Debt
`21. Equity attributable to Roche shareholders
`22. Chugai
`23. Non-controlling interests
`24. Employee benefits
`25. Pensions and other post-employment
`benefits
`26. Equity compensation plans
`27. Earnings per share and non-voting equity
`security
`28. Statement of cash flows
`29. Risk management
`30. Related parties
`31. Subsidiaries and associates
`32. Significant accounting policies
`
`78
`79
`83
`87
`90
`92
`93
`93
`
`101
`105
`
`106
`107
`117
`119
`124
`
`Report of Roche Management on Internal Control over Financial Reporting
`
`Report of the Statutory Auditor on the Consolidated Financial Statements
`
`Report of the Independent Auditor on Internal Control over Financial Reporting
`
`Multi-Vear Overview and Supplementary Information
`
`Roche Securities
`
`ROCHE HOLDING LTD, BASEL
`
`Financial Statements
`
`Notes to the Financial Statements
`
`Appropriation of Available Earnings
`
`Report of the Statutory Auditor on the Financial Statements
`
`Inside cover
`
`1
`3
`46
`52
`
`135
`136
`138
`140
`150
`
`154
`156
`164
`165
`
`Novartis Exhibit 2164.004
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Financial Review
`
`Roche Group results
`
`Sales in billions of CH F
`
`Core operating profit in billions of CH F
`
`2013
`2012
`2011
`
`% CER growth
`
`50
`
`+6.2
`+ 4.5
`+ 1.4
`
`I'
`
`1·
`
`I "
`
`I "
`
`Net income attributable to Roche shareholders in billions of CH F
`
`Core EPS in CHF
`
`2013
`2012
`201 1
`
`12
`
`11.2
`9.4
`
`9.3
`
`20
`
`15
`
`%of sales
`
`38.3
`37.7
`35.6
`
`14.27
`13.49
`
`12.30
`
`The Roche Group's results fo r 2013 showed growth in its core operating activ ities. w ith sales up by 6% and core operating
`profit up by 8% at constant exchange rates (CER). and sales increasing in all regions. Investments continued to develop
`the product pipeline and to secure future sales growth, notably through research and development, which increased by 5%
`on a core basis. The strong operating performance, combined w ith lower financing costs, resu lted in an increase in Core EPS
`of 10% at constant exchange rates. The strong operating results were also evident in the operating free cash flow, which
`increased by 5% to 16.4 billion Swiss francs or 35% of sales.
`
`Sales in the Pharmaceuticals Div ision rose by 7%, driven by 10% growth in the oncology portfolio w ith significant growth in
`recently launched medicines as well as established products. The key growth driver in oncology was the HER2 franchise w ith
`Avastin, MabThera/Rituxan and Zelboraf also making significant contributions. Sales of Actemra/RoActemra and Lucentis
`also increased. Key emerging markets showed growth of 12%, led by 21% sales growth in China. Diagnostics sales grew
`at 4%, consolidating the d ivision's leading market position. The major growth area was Professional Diagnostics. while sales
`in Diabetes Care declined.
`
`Core operating profit increased by 8%, w ith the Pharmaceuticals Division growing at 7% and Diagnostics at 4%. In the
`Pharmaceuticals Div ision cost of sales grew at 9% due to higher sales volumes. initial costs of implementing supply chain
`strategies for futu re growth, compliance costs and negative exchange rate impacts. The 3% increase in marketing and
`distribution costs was driven by investments to expand the business in emerging markets and to increase pati ent access
`to medicines. In research and development the 5% increase arose mainly in the oncology and neuroscience franchises.
`w ith the focus on new indications for recently launched products and other developments, such as PD- Ll targeted therapy
`and the advancement of programmes fo r Alzheimer's disease. In the Diagnostics Division profitability remained stable
`as increased sales were offset by higher operating costs. These were driven by pricing impacts and growth in instrument
`placements, especially in the US, higher research and development costs and the new Medical Device Tax in the US.
`
`Roche Group - Financial Review I Roche Finance Report 201 3
`
`3
`
`Novartis Exhibit 2164.005
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`In 2013 there were two major one-off impacts in the core results. The release of previously accrued reserves for the 340B
`Drug Discount Program had a positive impact of 182 million Swiss francs on US pharmaceuticals sales and 145 million Swiss
`francs on core operating profit. There were also 302 million Swiss francs of income from changes to the Group’s pension
`plans in the core operating profit.
`
`During 2013 the Group has continued the implementation of a number of major restructuring initiatives to position the
`business for the future. The operational closure of the Nutley site in the US, which was announced in 2012, was completed
`on schedule at the end of 2013. On 14 October 2013 the Pharmaceuticals Division published details of investments to increase
`its global biologic medicine manufacturing network capacity. As part of this a bulk drug production unit at the Vacaville
`site in California that had been discontinued and fully written down in 2009 will be brought back into service, resulting in
`a reversal of the previously incurred impairment charges of 531 million Swiss francs. The Diagnostics Division continued
`the implementation of various global programmes in the Diabetes Care and Applied Science businesses to address long-
`term profitability. On 23 April 2013 the Group announced that the Applied Science business area’s portfolio of products will
`be integrated within the other business areas of the Diagnostics Division. Overall, the costs of the Group’s restructuring
`activities in 2013 were over 1.9 billion Swiss francs lower compared to those in 2012. Impairment charges of 0.6 billion Swiss
`francs were recorded for goodwill and intangible assets, notably for product intangibles in the Pharmaceuticals Division’s
`hepatitis C virus (HCV) franchise and goodwill in the Tissue Diagnostics business. Taken together with the growth of the
`underlying business, there was an increase in IFRS net income of 22% at constant exchange rates.
`
`Operating free cash flow was 16.4 billion Swiss francs, an increase of 5% at constant exchange rates. This increase reflects
`the cash generation of both divisions, partly offset by higher capital expenditure for property, plant and equipment and
`investments in intangible assets. Free cash flow was 5.4 billion Swiss francs, 6% higher than in 2012. This was primarily due
`to a higher operating free cash flow and lower interest payments as the Group’s debt continues to be repaid. These were
`partially offset by the higher annual dividend.
`
`In 2013 the Swiss franc appreciated against some currencies, in particular the Japanese yen and US dollar, but weakened
`against the euro. The overall impact is negative on the results expressed in Swiss francs compared to constant exchange
`rates, with impacts of 3–4 percentage points on sales, core operating profit and core EPS. The exchange rates used and
`currency sensitivities are given on page 34.
`
`4
`
`Roche Finance Report 2013 | Roche Group – Financial Review
`
`Novartis Exhibit 2164.006
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Income st at ement
`
`IFRS results
`Sales
`Royalties and other operating income
`
`Cost of sales
`Marketing and distribution
`Research and development
`
`General and administration
`Operating profit
`
`Financing costs
`
`Other financial income (expense)
`Profit before t axes
`
`Income taxes
`Net income
`
`Attributable to
`
`- Roche shareholders
`- Non-controlling interests
`
`EPS - Basic (CH F)
`
`EPS - Diluted (CHF)
`
`Core results
`Sales
`
`Roya lties and other operating income
`Cost of sales
`
`Marketing and distribution
`Resea rch and development
`
`General and administration
`Operating profit
`
`Financing costs
`
`Other financial income (expense)
`Profit before t axes
`
`Income taxes
`Net income
`
`Attributable to
`- Roche shareholders
`
`- Non-controlling interests
`
`Core EPS - Basic (CH F)
`Core EPS - Diluted (CHF)
`
`2013
`(mCHF)
`
`2012
`(mCHF)
`
`%change
`(CHF)
`
`% change
`(CER)
`
`46.780
`1,832
`(1 1,948)
`(8,373)
`(9,270)
`(2,645)
`16,376
`
`( 1,580)
`(119)
`14,677
`
`(3,304)
`
`11,373
`
`11,164
`209
`
`13. 16
`12.93
`
`46.780
`1,832
`(1 1,892)
`(8,24 1)
`(8.700)
`(1,875)
`17,904
`
`( 1,580)
`(119)
`16,205
`
`(3,679)
`
`12,526
`
`12,3 16
`210
`
`14.52
`14.27
`
`45,499
`1,945
`(12,175)
`(8,539)
`(9,552)
`(3,053)
`14,125
`
`(1,923)
`(43)
`12,159
`
`(2.499)
`
`9,660
`
`9,427
`233
`
`11.12
`11.03
`
`45,499
`1,945
`(11,444)
`(8,392)
`(8,475)
`(1,973)
`17,160
`
`(1,923)
`(43)
`15,194
`
`(3.429)
`
`11 ,765
`
`11,531
`234
`
`13.60
`13.49
`
`+ 3
`-6
`-2
`-2
`-3
`-13
`+1 6
`
`-18
`+ 177
`+21
`
`+32
`+1 8
`
`+ 18
`-1 0
`
`+ 18
`+ 17
`
`+3
`- 6
`+4
`-2
`+3
`-5
`+4
`
`-18
`+ 177
`+7
`
`+ 7
`+ 6
`
`+ 7
`-1 0
`
`+7
`+6
`
`+ 6
`-4
`+2
`+ 1
`- 1
`-12
`+20
`
`-17
`+240
`+25
`
`+37
`+22
`
`+22
`+9
`
`+23
`+22
`
`+ 6
`-4
`+8
`+2
`+5
`-3
`+8
`
`-17
`+240
`+10
`
`+ 11
`+10
`
`+ 10
`+9
`
`+ 11
`+ 10
`
`As disclosed in Note 32 to the Consolidated Financial Statements and as discussed below on page 45. the income statement for 201 2 has been restated following
`the accounting policy changes which were adopted in 201 3. In the restated results of 2012 this causes a reduction in net financial income of 164 million Swiss francs.
`See also the Investor Update from 21 March 201 3. A reconciliation to the previously published income statement is provided in Note 32 to the Consolidated Financial
`Statements.
`
`Roche Group - Financial Review I Roche Finance Report 2013
`
`5
`
`Novartis Exhibit 2164.007
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Sales
`In 2013 sales increased by 6% at constant exchange rates (+3% in Swiss francs; +4% in US dollars) to 46.8 billion Swiss
`francs. Sales in the Pharmaceuticals Division rose 7% with the HER2 franchise, Avastin, MabThera/Rituxan, Actemra/
`RoActemra and Lucentis all growing strongly. Emerging market (E7) sales in Pharmaceuticals grew by 12%, led by 21%
`growth in China, and now represent 11% of the division’s sales. The Diagnostics Division recorded sales of 10.5 billion Swiss
`francs, an increase of 4% at constant exchange rates, consolidating its leading market position. The major growth area was
`Professional Diagnostics, which represents more than half of the division’s sales and grew by 8%, while Diabetes Care sales
`decreased by 3%.
`
`Divisional operating results for 2013
`
`Sales
`Core operating profit
` – margin, % of sales
`Operating profit
` – margin, % of sales
`Operating free cash flow
` – margin, % of sales
`
`Pharmaceuticals
`(mCHF)
`
`
`
`Diagnostics
`(mCHF)
`
`Corporate
`(mCHF)
`
`36,304
`16,108
`44.4
`15,633
`43.1
`14,976
`41.3
`
`10,476
`2,177
`20.8
`1,241
`11.8
`1,962
`18.7
`
`–
`(381)
`–
`(498)
`–
`(557)
`–
`
`Divisional operating results – Development of results compared to 2012
`
`Sales
` – % increase at CER
`Core operating profit
` – % increase at CER
` – margin: percentage point increase
`Operating profit
` – % increase at CER
` – margin: percentage point increase
`Operating free cash flow
` – % increase at CER
` – margin: percentage point increase
`
`
`
`Pharmaceuticals
`
`Diagnostics
`
`Corporate
`
`
`+7
`
`+7
`+0.1
`
`+18
`+4.0
`
`+5
`–0.9
`
`
`+4
`
`+4
`0
`
`+5
`0
`
`+9
`+0.9
`
`
`–
`
`–26
`–
`
`–41
`–
`
`+20
`–
`
`Group
`(mCHF)
`
`46,780
`17,904
`38.3
`16,376
`35.0
`16,381
`35.0
`
`Group
`
`
`+6
`
`+8
`+0.6
`
`+20
`+4.1
`
`+5
`–0.5
`
`Core operating results
`The Group’s core operating profit increased by 8% at constant exchange rates (4% in Swiss francs) and the Group’s core
`operating profit margin improved by 0.6 percentage points to 38.3% of sales. In 2013 there were two major one-off impacts
`in the core results. There was the release of sales reserves previously accrued for the 340B Drug Discount Program in the
`US which had a positive impact of 182 million Swiss francs on sales and 145 million Swiss francs on core operating profit.
`There was also income of 302 million Swiss francs recorded from changes to the Group’s pension plans. At constant exchange
`rates, these effects had a combined positive margin impact of 0.8 percentage points for the Group, 0.5 percentage points
`for the Pharmaceuticals Division and 0.7 percentage points for the Diagnostics Division. Excluding these two factors, core
`operating profit grew by 5% for the Group and the Pharmaceuticals Division and by 1% in the Diagnostics Division. Currency
`translation had a negative impact of 3.4 percentage points on the operating results. There was a minor currency effect on
`the Group’s core operating margin, as the positive effect of 0.3 percentage points for the Pharmaceuticals Division was offset
`by a negative effect of 0.5 percentage points for the Diagnostics Division.
`
`6
`
`Roche Finance Report 2013 | Roche Group – Financial Review
`
`Novartis Exhibit 2164.008
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Pharmaceuticals Division. The division increased its core operating profit by 7% at constant exchange rates, driven by
`growth of the underlying business with a 7% increase in sales. Cost of sales increased by 9% due to higher sales volumes,
`initial costs of implementing supply chain strategies for future growth, compliance costs and negative exchange rate impacts.
`Research and development costs increased by 5%, mainly in the oncology and neuroscience franchises, and while there
`was a 4% increase of general and administration costs they were stable as a percentage of sales.
`
`Diagnostics Division. Core operating profit increased 4%, again driven by growth of the underlying business, with
`a 4% increase in sales. Cost of sales increased by 6%, more than the sales growth, due to pricing impacts. There was also
`a growth in instrument placements, especially in the US. Marketing and distribution costs decreased by 2% as a result
`of lower spending in the Diabetes Care and former Applied Science businesses and due to lower bad debt expenses.
`Research and development costs increased by 7% due to continuing investments into next-generation platforms. General
`and administration costs increased by 8% due to the costs of the new Medical Device Tax in the US and ongoing IT systems
`projects. These increases were partly offset by income recorded for changes to the Group’s pension plans.
`
`Global restructuring plans
`During 2013 the Group continued with the implementation of several major global restructuring plans initiated in prior years,
`notably the reorganisation of research and development in the Pharmaceuticals Division and programmes to address the
`long-term profitability in the Diabetes Care and former Applied Science businesses in Diagnostics. Additionally, there was
`income of 531 million Swiss francs from the reversal of previously incurred impairment charges for a bulk drug production
`unit at the Vacaville site in California.
`
`Global restructuring plans: costs incurred in millions of CHF
`
`2013
`Global restructuring costs
` – Employee-related costs
` – Site closure costs
` – Other reorganisation expenses
`Total global restructuring costs
`
`Additional costs
` – Impairment of goodwill
` – Impairment of intangible assets
` – Legal and environmental costs
`
`Total costs
`
`Diagnostics 1)
`
`Pharma R& D 2)
`
`Other plans 3)
`
`
`
`89
`48
`83
`220
`
`35
`12
`3
`
`270
`
`
`
`132
`(491)
`66
`(293)
`
`–
`–
`–
`
`(293)
`
`44
`38
`157
`239
`
`–
`–
`(53)
`
`186
`
`Total
`
`
`
`265
`(405)
`306
`166
`
`35
`12
`(50)
`
`163
`
`1)
`2)
`3)
`
`Includes restructuring of the Diabetes Care and former Applied Science business areas.
`Includes closure of the Nutley site and associated infrastructure and environmental remediation costs.
`Includes the Operational Excellence programme (Pharmaceuticals and Diagnostics).
`
`Diagnostics Division – Diabetes Care and Applied Science restructuring. On 23 April 2013 the Group announced
`that the Applied Science business area’s portfolio of products will be integrated within the other business areas of the
`Diagnostics Division. This will streamline decision-making and enhance technology flow from research use to the clinical
`setting. On 26 September 2013 Roche Diabetes Care announced its ‘Autonomy and Speed’ initiative which will enable the
`business to focus on Diabetes Care specific requirements, speed up processes and decision-making and drive efficiencies.
`In 2013 total costs of 220 million Swiss francs were incurred, mainly for headcount reductions, IT-related costs and site
`closure costs. In addition, goodwill impairment charges of 35 million Swiss francs were incurred for the write-off of the
`goodwill from the Innovatis and 454 Life Sciences acquisitions in the former Applied Science business area.
`
`7
`
`Roche Group – Financial Review | Roche Finance Report 2013
`
`Novartis Exhibit 2164.009
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Pharmaceuticals Division – Research and Development reorganisation. On 26 June 2012 the Group announced a
`streamlining of the research and development activities within the Pharmaceuticals Division. The planned operational closure
`of the US site in Nutley, New Jersey, was completed on schedule by the end of 2013. During 2013 total costs of 239 million
`Swiss francs were incurred. These costs include additional provisions of 88 million Swiss francs to cover site running costs
`until the expected divestment in 2015. There was a further impairment of 35 million Swiss francs to the carrying value of
`the Nutley site, based on the most recent external property market data. Costs for other employee-related, site closure and
`reorganisational matters were 116 million Swiss francs. The first results of the environmental investigations showed that
`the expected cost of remediation may be lower than originally expected and accordingly the environmental provisions were
`reduced by 53 million Swiss francs.
`
`Other global restructuring plans. On 14 October 2013 the Pharmaceuticals Division announced investments to increase
`its global biologic medicine manufacturing network capacity to meet the rising demand for licensed biologics and expected
`pipeline growth. A part of this a bulk drug production unit at the Vacaville site in California that had been discontinued and
`fully written down in 2009 will be put back into service. This resulted in income of 531 million Swiss francs from the reversal
`of previously incurred impairment charges. During 2013 costs of 126 million Swiss francs were incurred for the previously
`announced Operational Excellence programme, mainly for employee-related and site closure costs in the Pharmaceuticals
`Division and employee-related and site closure costs in the Diagnostics Division for the sites in Burgdorf, Switzerland and
`Graz, Austria. Other plans totalled 112 million Swiss francs.
`
`Merger and acquisitions
`On 1 July 2013 the Group acquired a 100% controlling interest in Constitution Medical Investors, Inc. (‘CMI’), a US
`private company based in Massachusetts. CMI is the developer of a highly innovative hematology testing system, which
`is designed to provide faster and more accurate diagnosis of blood-related diseases, helping to improve patient care.
`CMI is now reported in the Diagnostics operating segment as part of the Professional Diagnostics business area. The
`purchase consideration was 220 million US dollars in cash and up to 255 million US dollars from a contingent consideration
`arrangement.
`
`Impairment of goodwill and intangible assets
`In 2013 impairment charges for goodwill and intangible assets of 35 million Swiss francs and 12 million Swiss francs were
`incurred for the Applied Science restructuring initiative described above. Based on the latest business plans prepared during
`the second half of 2013, a goodwill impairment of 253 million Swiss francs was recorded in the Tissue Diagnostics business
`area within the Diagnostics Division. The main factor leading to this impairment was reduced revenue expectations in the
`US. These follow from recent changes in the College of American Pathologists guidelines for the use of negative reagent
`controls in immunohistochemistry testing which reduced volumes and changes which reduced the reimbursement amount
`to laboratories. In addition, unrelated to global restructuring, impairments totalling 286 million Swiss francs were recorded
`in the Pharmaceuticals Division following a portfolio reassessment within the hepatitis C virus (HCV) franchise. Further
`impairment charges of 64 million Swiss francs were recorded by the Pharmaceuticals Division for various smaller projects.
`Further details are given in Notes 8 and 9 to the Consolidated Financial Statements.
`
`Pensions and other post-employment benefits
`During 2013 operating income of 302 million Swiss francs was recorded for past service costs from changes to the Group’s
`pension plans in Switzerland, the United Kingdom and Germany. This represents the one-time impact of the adjustment
`of the pension liability for the plan changes. Of this amount, 131 million Swiss francs were recorded in the Pharmaceuticals
`Division and 67 million Swiss francs in the Diagnostics Division. The remaining 104 million Swiss francs of income were
`allocated to Corporate, mainly attributable to previously divested businesses. In addition some of the US pension plans made
`an offer to deferred vested members to settle part of the defined benefit obligation for a lump sum payment, which resulted
`in a one-time settlement gain in the IFRS results of 19 million Swiss francs. Further details are given in Note 25 to
`the Consolidated Financial Statements.
`
`8
`
`Roche Finance Report 2013 | Roche Group – Financial Review
`
`Novartis Exhibit 2164.0010
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`Legal and environmental settlements
`In addition to the reversal of environmental remediation costs of 53 million Swiss francs for the Nutley site mentioned
`above, a further 246 million Swiss francs of legal and environmental costs were recorded, unrelated to global restructuring
`plans. These include a further increase of 138 million Swiss francs to the estimated remediation costs of a landfill site near
`Grenzach, Germany, that was previously used by manufacturing operations that were closed some years ago.
`
`Treasury and taxation
`Financing costs were 1.6 billion Swiss francs, a decrease of 17%, with interest expenses being 23% lower at constant
`exchange rates as debt was repaid. Other financial income (expense) was a net expense of 119 million Swiss francs, mainly
`due to losses following the devaluation of the Venezuelan bolivar and foreign exchange hedge costs. Core tax expenses
`increased by 11% to 3.7 billion Swiss francs and the Group's effective core tax rate was stable at 22.7% (2012: 22.6%).
`The main factors were the higher percentage of core profit contribution coming from tax jurisdictions with relatively higher
`local tax rates than the average Group rate, notably in the US, mostly offset by the retrospective re-enactment of the
`2012 US research and development tax credit rules in January 2013.
`
`Net income and earnings per share
`IFRS net income and diluted EPS both increased by 22% at constant exchange rates driven by the strong operating
`performance, significantly lower global restructuring expenses and lower financing costs. On a core basis, which excludes
`non-core items such as global restructuring costs and the amortisation and impairment of goodwill and intangible assets,
`net income and core EPS both increased by 10%. This was driven by the strong operating performance and lower financing
`costs. Core EPS grew by 7% when excluding the positive impacts from the 3408 Drug Discount Program in the US and
`from the changes to the Group's pension plans.
`
`Supplementary net income and EPS information is given on pages 144-147. This includes calculations of core EPS and
`reconciles the core results to the Group's published IFRS results.
`
`Financial position
`
`Pharmaceuticals
`Net working capital
`Long-term net operating assets
`Diagnostics
`Net working capital
`Long-term net operating assets
`Corporate
`Net working capital
`Long-term net operating assets
`Net operating assets
`
`Net debt
`Pensions
`In come taxes
`Other non-operating assets, net
`Total net assets
`
`2013
`(mCHF)
`
`5,451
`12,952
`
`2,782
`11,250
`
`(58)
`(443)
`31,934
`
`(6,708)
`(5,426)
`1,838
`(397)
`21,241
`
`2012
`(mCHF)
`
`5,548
`12,955
`
`3,347
`11,382
`
`(71)
`(309)
`32,852
`
`(10,599)
`(6,553)
`1,581
`(531)
`16,750
`
`%change
`(CHF)
`
`% change
`(CER)
`
`-2
`+O
`
`-17
`-1
`
`-18
`+43
`-3
`
`-37
`-17
`+16
`-25
`
`+27
`
`+10
`+4
`
`-13
`0
`
`-18
`+43
`+2
`
`-38
`-18
`+18
`-29
`
`+37
`
`Compared to the start of the year the Swiss franc appreciated significantly against the Japanese yen. There was also
`a slight appreciation against the US dollar and Brazilian real and a slight weakening against the euro. These effects resulted
`in a negative translation impact on the balance sheet positions at 31 December 2013. The exchange rates used are given
`on page 34.
`
`Roche Group - Financial Review I Roche Finance Report 2013
`
`9
`
`Novartis Exhibit 2164.0011
`Regeneron v. Novartis, IPR2021-00816
`
`

`

`In the Pharmaceuticals Division net working capital increased by 10% at constant exchange rates. This was mainly driven
`by an increase of 24% in inventories due to recent and upcoming product launches and expected higher sales demand. There
`were also higher levels of safety stock on selected products and temporary bridging stocks as a result of changes in supply
`chain strategy. Trade receivables decreased by 2% mainly as a result of continuing strong collections, which more than offset
`effects of underlying business growth. Trade payables increased by 34% following initiatives to improve cash management,
`including extension of payment terms. Long-term net operating assets grew by 4% mainly due to increases in property, plant
`and equipment. The main factor was biologic medicine manufacturing network investments, which resulted in an impairment
`reversal of a bulk drug production unit at the Vacaville site in the US, which had previously been impaired in 2009. This was
`partially offset by the impairment of intangible assets for the hepatitis C virus (HCV) franchise.
`
`In Diagnostics the decrease in net working capital of 13% was driven by an increase in trade payables

This document is available on Docket Alarm but you must sign up to view it.


Or .

Accessing this document will incur an additional charge of $.

After purchase, you can access this document again without charge.

Accept $ Charge
throbber

Still Working On It

This document is taking longer than usual to download. This can happen if we need to contact the court directly to obtain the document and their servers are running slowly.

Give it another minute or two to complete, and then try the refresh button.

throbber

A few More Minutes ... Still Working

It can take up to 5 minutes for us to download a document if the court servers are running slowly.

Thank you for your continued patience.

This document could not be displayed.

We could not find this document within its docket. Please go back to the docket page and check the link. If that does not work, go back to the docket and refresh it to pull the newest information.

Your account does not support viewing this document.

You need a Paid Account to view this document. Click here to change your account type.

Your account does not support viewing this document.

Set your membership status to view this document.

With a Docket Alarm membership, you'll get a whole lot more, including:

  • Up-to-date information for this case.
  • Email alerts whenever there is an update.
  • Full text search for other cases.
  • Get email alerts whenever a new case matches your search.

Become a Member

One Moment Please

The filing “” is large (MB) and is being downloaded.

Please refresh this page in a few minutes to see if the filing has been downloaded. The filing will also be emailed to you when the download completes.

Your document is on its way!

If you do not receive the document in five minutes, contact support at support@docketalarm.com.

Sealed Document

We are unable to display this document, it may be under a court ordered seal.

If you have proper credentials to access the file, you may proceed directly to the court's system using your government issued username and password.


Access Government Site

We are redirecting you
to a mobile optimized page.





Document Unreadable or Corrupt

Refresh this Document
Go to the Docket

We are unable to display this document.

Refresh this Document
Go to the Docket