Document



 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 6, 2019

PDL BioPharma, Inc.

(Exact name of Company as specified in its charter)

000-19756
(Commission File Number)

Delaware
 
94-3023969
(State or Other Jurisdiction of Incorporation)
 
(I.R.S. Employer Identification No.)

932 Southwood Boulevard
Incline Village, Nevada 89451
(Address of principal executive offices, with zip code)

(775) 832-8500
(Company’s telephone number, including area code)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

¨    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨
 






Item 2.02 Results of Operations and Financial Condition.
 
On November 6, 2019, PDL BioPharma, Inc. (the Company) issued a press release announcing its financial results for the third quarter ended September 30, 2019. A copy of this earnings release is furnished hereto as Exhibit 99.1. The Company will host an earnings call and webcast on November 6, 2019, during which the Company will discuss its financial results for the third quarter ended September 30, 2019.

Item 7.01 Regulation FD Disclosure.
 
Presentation Materials
 
On November 6, 2019, the Company posted to its website a set of presentation materials that it will use during its earnings call and webcast to assist participants with understanding the Company’s financial results for the quarter ended September 30, 2019. A copy of this presentation is attached hereto as Exhibit 99.2.
 
Information Sheet
 
On November 6, 2019, the Company distributed to analysts covering the Company’s securities a summary of certain information regarding the Company’s financial results and business (the Information Sheet) to assist those analysts in valuing the Company’s securities. The Information Sheet and its associated tables are attached hereto as Exhibit 99.3.
 
Limitation of Incorporation by Reference
 
In accordance with General Instruction B.2. of Form 8-K, the information in Items 2.02, 7.01 and 9.01 of this report, including the exhibits, shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended or the Exchange Act.
 
Item 9.01 Financial Statements and Exhibits.
The following exhibits are furnished with this report:
Exhibit No.
 
Description
99.1
 
99.2
 
99.3
 

Cautionary Statements
 
This filing and its exhibits include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors that could impair the Company’s assets or business are disclosed in the “Risk Factors” contained in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 15, 2019 and subsequent filings. All forward-looking statements are expressly qualified in their entirety by such factors. We do not undertake any duty to update any forward-looking statement except as required by law.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PDL BIOPHARMA, INC.
(Company)
 
 
 
By:
 
/s/ Dominique Monnet
 
 
Dominique Monnet
 
 
President and Chief Executive Officer
 
 



Dated: November 6, 2019






Exhibit Index
Exhibit No.
 
Description
99.1
 
99.2
 
99.3
 



Exhibit


Exhibit 99.1
https://cdn.kscope.io/6c2ebc392c47cd2b2af0c282beb05aa2-pdllogoa29.jpg
Contacts:
 
 
Jody Cain
 
 
LHA Investor Relations
 
 
310-691-7100
 
 
jcain@lhai.com
 
 

PDL BioPharma Reports 2019 Third Quarter Financial Results

Revenues of $44.2 million includes continued growth from LENSAR and strong contribution from royalty assets
Conference call at 4:30 p.m. Eastern time today

INCLINE VILLAGE, Nev. (November 6, 2019) - PDL BioPharma, Inc. (“PDL” or “the Company”) (Nasdaq: PDLI) reports financial results for the three and nine months ended September 30, 2019:

Third Quarter Financial Highlights

Total revenues were $44.2 million, including $20.3 million in product revenue and $23.9 million in revenue from royalty rights - change in fair value.
LENSAR revenues were $8.1 million, up 22% over the prior-year period.
U.S. market share for branded Tekturna and authorized generic of Tekturna remained steady at approximately 73%.
Net cash royalties from all royalty rights were $25.6 million, up from $19.1 million in the prior-year period.
GAAP net loss was $17.8 million. Non-GAAP net income was $10.4 million. A reconciliation of GAAP to non-GAAP financial results can be found in Table 3 at the end of this news release.
Completed $100 million share repurchase program by repurchasing 1.3 million shares of common stock in the open market for $4.1 million.

“Third quarter revenues exceeded $44 million driven by continued growth from the LENSAR Laser System and strong contributions from our royalty assets, both of which are tracking ahead of our previous guidance range,” said Dominique Monnet, president and CEO of PDL. “LENSAR’s quarterly revenues reached a record $8 million, up 22% over the prior-year period and up 27% year-to-date. Through PDL-funded R&D investments, LENSAR has continued to advance its best-in-class technology for the treatment of cataracts and the management of astigmatism. LENSAR’s technology benefits have been increasingly recognized by ophthalmic surgeons, as indicated by steady and robust year-over-year procedure volume growth since the product was launched in mid-2012. Procedure volume for the first nine months of 2019 is on pace to continue this trend.

“We are also pleased with progress at Evofem Biosciences, which is on track to resubmit the Amphora® NDA in the fourth quarter,” he added. “Given this timeframe, we anticipate Amphora’s commercial launch for the prevention of pregnancy in 2020, subject to FDA approval. We believe our strategic investment in Evofem allows our shareholders to benefit from the significant near-term and longer-term commercial potential of Amphora. It may also present a strategic position for PDL’s potential expansion into the underserved women’s health market.

“We completed our $100 million share buy-back program during the third quarter, which represents the Company’s largest single investment year-to-date. We are also continuing our efforts to reduce our operating expenses, with general and administrative expenses (G&A) down 16% year-to-date.”






Revenue Highlights

Total third quarter revenues were $44.2 million and included $20.3 million in product revenue and $23.9 million in revenue from royalty rights - change in fair value.
Product revenue from the LENSAR Laser System was $8.1 million, a 22% increase from the third quarter of 2018. Revenue generated outside the U.S. accounted for the majority of the revenue increase. LENSAR procedure volume for the third quarter of 2019 increased 28% from the prior-year period.
Product revenue from Noden was $12.2 million compared with $17.8 million in the prior-year period. Revenue was split evenly between the U.S. and rest of the world at $6.1 million, compared with $9.7 million and $8.0 million, respectively, in the prior-year period. The U.S. market share for branded Tekturna and the authorized generic of Tekturna was 73%, relatively unchanged from the second quarter of 2019.
Net royalty revenues from acquired royalty rights, which include cash royalties received and a change in fair value of the royalty rights assets, were $23.9 million compared with $42.2 million in the prior-year period. The decrease in royalty revenue is primarily related to the increase in fair value in the prior year period that resulted from the acquisition of additional Glumetza® royalty rights from Assertio Therapeutics in that period. PDL received $25.6 million in net cash royalties from all of its royalty rights in the third quarter of 2019, up from $19.1 million in the year-ago quarter.

Total revenues for the first nine months of 2019 were $60.6 million and included $64.9 million in product revenue and negative $4.3 million in revenue from royalty rights - change in fair value.
Product revenue from the LENSAR Laser System was $22.2 million, a 27% increase from the prior-year period. Revenue generated outside of the U.S. accounted for the majority of the increase. LENSAR procedure volume for the first nine months of 2019 increased 30% from the prior-year period.
Product revenue from the Noden Products was $42.6 million compared with $62.0 million for the prior-year period. Sales for the first nine months of 2019 were comprised of $21.0 million in the U.S. and $21.6 million in the rest of the world, compared with $30.6 million and $31.4 million, respectively, in the prior-year period. The decline in sales of branded Tekturna in the U.S. is due primarily to the launch of an authorized generic of Tekturna in the U.S. and the launch of a third-party generic of aliskiren late in the first quarter of 2019. The decline in sales in the rest of the world is due to lower sales volume of Rasilez in certain territories, in part reflecting additional measures to maximize product profitability.
Revenue from royalty rights - change in fair value was negative $4.3 million for the first nine months of 2019, compared with $66.1 million in the prior-year period. The decrease is primarily related to a non-cash adjustment to the AcelRx royalty asset fair value of negative $60.0 million in the second quarter of 2019. PDL received $58.3 million in net cash royalties from its royalty rights in the first nine months of 2019.
Interest revenue decreased by $2.3 million from the prior-year period due to modifications to the Company’s agreement with CareView Communications, which deferred interest payments for the first nine months of 2019.
Royalties from PDL’s licensees to the Queen et al. patents were less than $0.1 million for the first nine months of 2019, compared with $4.5 million for the prior-year period, reflecting the runout of the royalties on the sales of Tysabri®.

Operating Expense Highlights

Operating expenses for the third quarter of 2019 were $34.7 million, a $3.6 million increase from the third quarter of 2018. The increase was primarily due to a $3.6 million increase in research and development (R&D) expenses associated with product development and patent licensing for LENSAR, and a $3.1 million, or 26%, increase in cost of product revenue, $2.4 million of which related to a termination provision in a Noden supply agreement amended in June 2019 involving end of contract fees, most of which were incurred in the third quarter of 2019. These increases were partially offset by a $1.1 million, or 8%, decline in G&A expenses, primarily due to lower professional fees, and a $1.8 million, or 51%, decline in sales and marketing expenses reflecting savings from the change in the Company’s marketing strategy for the Noden Products.
Operating expenses for the first nine months of 2019 were $90.6 million, a $146.5 million decrease from the prior-year period. The decrease was primarily a result of the net impact of: the $152.3 million impairment of the Noden Products intangible assets in the second quarter of 2018 and related reductions to the Noden Products contingent liability and amortization expense associated with those intangible assets which, in aggregate, accounted for





$139.1 million of the decrease; a $6.4 million, or 16%, decline in G&A expenses primarily due to lower professional and asset management fees; and a $7.9 million, or 55%, decline in sales and marketing expenses reflecting savings from the change in the Company’s marketing strategy for the Noden Products. These decreases were partially offset by an increase in R&D expenses of $3.9 million associated with product development and patent licensing for LENSAR.

Other Financial Highlights

On a GAAP basis, the net loss attributable to PDL’s shareholders for the third quarter of 2019 was $17.8 million, or $0.16 per share, compared with GAAP net income attributable to PDL’s shareholders of $25.6 million, or $0.18 per share on a diluted basis, for the prior-year period. Noteworthy items reflected in the third quarter net loss include pre-tax charges of $3.9 million for the convertible debt exchange, a $3.6 million increase to R&D expense, primarily the result of the acquisition of LENSAR intellectual property, a $2.4 million manufacturing charge for our Noden products and a $27.4 million loss due to the decrease in fair value of our investment in Evofem, partially offset by a $3.5 million gain recognized for the sale of intangible assets. Non-GAAP net income attributable to PDL’s shareholders was $10.4 million for the third quarter of 2019, compared with non-GAAP net income of $13.1 million for the third quarter of 2018.
The GAAP net loss attributable to PDL’s shareholders for the first nine months of 2019 was $15.5 million, or $0.13 per share, compared with a GAAP net loss attributable to PDL’s shareholders of $85.1 million or $0.58 per share, for the prior-year period. Non-GAAP net income attributable to PDL’s shareholders was $34.9 million for the first nine months of 2019, compared with non-GAAP net income of $44.2 million for the prior-year period.
PDL had cash and cash equivalents of $294.3 million as of September 30, 2019, compared with cash and cash equivalents of $394.6 million as of December 31, 2018.
The $100.3 million reduction in cash and cash equivalents during the first nine months of 2019 was primarily the result of common stock repurchases of $75.9 million, the Company’s investment in Evofem Biosciences of $60.0 million and costs incurred in the exchange of convertible debt of $11.1 million, which extended the maturity date of $86.1 million of our notes to December 2024, and net cash used in operations of $13.3 million. This was partially offset by the proceeds from royalty rights of $58.1 million and cash proceeds from the sale of intangible assets of $5.0 million.

Stock Repurchase Programs

In November 2018 PDL began repurchasing shares of its common stock in the open market pursuant to the
$100.0 million share repurchase program authorized by the Company’s board of directors in September 2018.
During the third quarter of 2019, the Company completed the stock repurchase program by repurchasing 1.3 million shares for an aggregate purchase price of $4.1 million.
Since initiating its first stock repurchase program in March 2017, the Company has repurchased 53.1 million shares for $155.0 million, at an average cost of $2.92 per share.
As of October 31, 2019, the Company had approximately 114.2 million shares of common stock outstanding.

Financial Guidance

PDL is affirming 2019 financial guidance for Noden product revenue, which is expected to be in the range of
$50 million to $55 million.
PDL now expects 2019 LENSAR product revenue to exceed $29 million and 2019 cash royalties to exceed
$65 million. This compares with previous guidance for LENSAR product revenue, which was expected to be in
the range of $27 million to $29 million, and cash royalties expected to be in the range of $60 million to $65 million.

Conference Call and Webcast

PDL will hold a conference call to discuss financial results and provide a business update at 4:30 p.m. Eastern time today. Slides to accompany the conference call will be available in the Investor Relations section of www.pdl.com.

To access the live conference call via phone, please dial 844-535-4071 from the U.S. and Canada or 706-679-2458 internationally. The conference ID is 3195828. A telephone replay will be available beginning approximately one hour after the call through one week following the call, and can be accessed by dialing 855-859-2056 from the U.S. and Canada or 404-537-3406 internationally. The replay passcode is 3195828.






To access the live and subsequently archived webcast of the conference call, go to the Investor Relations section of www.pdl.com and select “Events & Presentations.”

About PDL BioPharma, Inc.

PDL’s mission is to improve the lives of patients and create value for our shareholders and our people by applying our capital and expertise for the successful development and commercialization of innovative therapeutics by our partner companies. We deliver on our mission by entering into strategic transactions involving innovative late clinical-stage or early commercial-stage therapeutics with attractive revenue growth potential. For more information please visit www.pdl.com

NOTE: PDL, PDL BioPharma, the PDL logo and associated logos and the PDL BioPharma logo are trademarks or registered trademarks of, and are proprietary to, PDL BioPharma, Inc. which reserves all rights therein. Noden, Noden Pharma, Tekturna, Tekturna HCT, Rasilez and Rasilez HCT and associated logos are trademarks or registered trademarks of, and are proprietary to, Noden Pharma DAC, which reserves all right therein. LENSAR and associated logos are trademarks or registered trademarks of, and are proprietary to, LENSAR, Inc., which reserves all rights therein.

Forward-looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from those, express or implied, in these forward-looking statements. Important factors that could impair the value of the Company’s assets and business are disclosed in the risk factors contained in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 15, 2019 and subsequent filings. All forward-looking statements are expressly qualified in their entirety by such factors. We do not undertake any duty to update any forward-looking statement except as required by law.






TABLE 1
PDL BIOPHARMA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS DATA
(In thousands, except per share amounts)

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2019
 
2018
 
2019
 
2018
Revenues
 
 
 
 
 
 
 
 
Product revenue, net
 
$
20,345

 
$
24,387

 
$
64,868

 
$
79,472

Royalty rights - change in fair value
 
23,865

 
42,184

 
(4,277
)
 
66,117

Royalties from Queen et al. patents
 

 
533

 
9

 
4,534

Interest revenue
 

 
754

 

 
2,254

License and other
 
(45
)
 
40

 
(48
)
 
614

Total revenues
 
44,165

 
67,898

 
60,552

 
152,991

 
 
 
 
 
 
 
 
 
Operating Expenses
 
 

 
 

 
 

 
 

Cost of product revenue, (excluding intangible asset amortization and impairment)
 
15,033

 
11,926

 
40,191

 
37,016

Amortization of intangible assets
 
1,575

 
1,577

 
4,745

 
14,254

General and administrative
 
12,092

 
13,211

 
33,037

 
39,401

Sales and marketing
 
1,712

 
3,469

 
6,515

 
14,367

Research and development
 
4,310

 
672

 
6,065

 
2,149

Impairment of intangible assets
 

 

 

 
152,330

Change in fair value of contingent consideration
 

 
302

 

 
(22,433
)
Total operating expenses
 
34,722

 
31,157

 
90,553

 
237,084

Operating income (loss)
 
9,443

 
36,741

 
(30,001
)
 
(84,093
)
 
 
 
 
 
 
 
 
 
Non-operating (expense) income, net
 
 

 
 

 
 

 
 

Interest and other income, net
 
1,460

 
1,581

 
4,984

 
4,871

Interest expense
 
(3,011
)
 
(2,866
)
 
(8,950
)
 
(9,262
)
Equity affiliate - change in fair value
 
(27,378
)
 

 
18,109

 

Gain on sale of intangible assets
 
3,476

 

 
3,476

 

Loss on exchange of convertible notes
 
(3,900
)
 

 
(3,900
)
 

Total non-operating (expense) income, net
 
(29,353
)
 
(1,285
)
 
13,719

 
(4,391
)
 
 
 
 
 
 
 
 
 
(Loss) income before income taxes
 
(19,910
)
 
35,456

 
(16,282
)
 
(88,484
)
Income tax (benefit) expense
 
(1,944
)
 
9,900

 
(419
)
 
(3,346
)
Net (loss) income
 
(17,966
)
 
25,556

 
(15,863
)
 
(85,138
)
Less: net loss attributable to noncontrolling interests
 
(182
)
 

 
(340
)
 

Net (loss) income attributable to PDL's shareholders
 
$
(17,784
)
 
$
25,556

 
$
(15,523
)
 
$
(85,138
)
 
 
 
 
 
 
 
 
 
Net (loss) income per share
 
 

 
 

 
 

 
 

Basic
 
$
(0.16
)
 
$
0.18

 
$
(0.13
)
 
$
(0.58
)
Diluted
 
$
(0.16
)
 
$
0.18

 
$
(0.13
)
 
$
(0.58
)
 
 
 
 
 
 
 
 
 
Shares used to compute income per basic share
 
112,986

 
143,171

 
119,966

 
147,159

Shares used to compute income per diluted share
 
112,986

 
144,224

 
119,966

 
147,159








TABLE 2
PDL BIOPHARMA, INC.
CONDENSED CONSOLIDATED BALANCE SHEET DATA
(Unaudited)
(In thousands)

 
 
September 30,
 
December 31,
 
 
2019
 
2018
Cash and cash equivalents
 
$
294,270

 
$
394,590

Notes receivable
 
$
64,008

 
$
63,813

Royalty rights - at fair value
 
$
313,943

 
$
376,510

Investment in equity affiliate
 
$
67,200

 
$

Total assets
 
$
865,145

 
$
963,736

Total convertible notes payable
 
$
132,484

 
$
124,644

Total stockholders’ equity
 
$
637,434

 
$
729,779








TABLE 3
PDL BIOPHARMA, INC.
GAAP to NON-GAAP RECONCILIATION:
NET (LOSS) INCOME
(Unaudited)
(In thousands)

A reconciliation between net (loss) income on a GAAP basis and on a non-GAAP basis is as follows:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
 
September 30,
 
 
2019
 
2018
 
2019
 
2018
GAAP net (loss) income attributed to PDL’s stockholders as reported
 
$
(17,784
)
 
$
25,556

 
$
(15,523
)
 
$
(85,138
)
Adjustments to Non-GAAP net income (as detailed below)
 
28,157

 
(12,429
)
 
50,391

 
129,354

Non-GAAP net income attributed to PDL’s stockholders
 
$
10,373

 
$
13,127

 
$
34,868

 
$
44,216

 
 
 
 
 
 
 
 
 
An itemized reconciliation between net (loss) income on a GAAP basis and on a non-GAAP basis is as follows:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
 
September 30,
 
 
2019
 
2018
 
2019
 
2018
GAAP net (loss) income attributed to PDL’s stockholders, as reported
 
$
(17,784
)
 
$
25,556

 
$
(15,523
)
 
$
(85,138
)
Adjustments:
 
 
 
 
 
 
 
 
Mark-to-market adjustment to fair value - royalty assets
 
1,699

 
(23,128
)
 
62,567

 
(9,068
)
Mark-to-market adjustment to equity affiliate - common stock
 
21,333

 

 
(16,574
)
 

Non-cash interest revenues
 

 
(79
)
 

 
(229
)
Non-cash stock-based compensation expense
 
2,059

 
2,596

 
5,403

 
4,814

Non-cash debt offering costs
 
1,900

 
1,834

 
5,776

 
5,745

Non-cash depreciation and amortization expense
 
646

 
1,033

 
2,295

 
3,061

Mark-to-market adjustment on warrants held
 
6,090

 
(40
)
 
(1,487
)
 
(114
)
Impairment of intangible assets
 

 

 

 
152,330

Non-cash amortization of intangible assets
 
1,575

 
1,577

 
4,745

 
14,254

Mark-to-market adjustment of contingent consideration
 

 
302

 

 
(22,433
)
Income tax effect related to above items
 
(7,145
)
 
3,476

 
(12,334
)
 
(19,006
)
Total adjustments
 
28,157

 
(12,429
)
 
50,391

 
129,354

Non-GAAP net income
 
$
10,373

 
$
13,127

 
$
34,868

 
$
44,216


Use of Non-GAAP Financial Measures

We supplement our consolidated financial statements presented on a GAAP basis by providing an additional measure which may be considered a “non-GAAP” financial measure under applicable rules of the Securities and Exchange Commission. We believe that the disclosure of this non-GAAP financial measure provides our investors with additional information that reflects the amounts and financial basis upon which our management assesses and operates our business. These non-GAAP financial measures are not in accordance with generally accepted accounting principles and should not be viewed in isolation or as a substitute for reported, or GAAP, net income, and is not a substitute for, or superior to, measures of financial performance performed in conformity with GAAP.

“Non-GAAP net income” is not based on any standardized methodology prescribed by GAAP and represents GAAP net income adjusted to exclude (1) mark-to-market adjustments related to the fair value election for our investments in royalty





rights presented in our earnings, which include the fair value re-measurement of future discounted cash flows for each of the royalty rights assets we have acquired, (2) market-to-mark adjustment to our equity affiliate, (3) non-cash interest revenue from notes receivable (4) non-cash stock-based compensation expense, (5) non-cash interest expense related to PDL debt offering costs, (6) mark-to-market adjustments related to warrants held, (7) non-cash amortization of intangible assets, (8) mark-to-market adjustment related to acquisition-related contingent consideration, (9) non-cash depreciation and amortization expense and (10) the related tax effect of all reconciling items within our reconciliation. Non-GAAP financial measures used by PDL may be calculated differently from, and therefore may not be comparable to, non-GAAP measures used by other companies.

# # #


Exhibit


Exhibit 99.2

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Exhibit

Exhibit 99.3

PDL BioPharma, Inc.
Q3 2019
November 6, 2019

Following are some of the key points regarding the third quarter 2019 financial and business results for PDL BioPharma, Inc. (“PDL” or “the Company”).

Third Quarter and Recent Financial Highlights
GAAP net loss of $17.8 million or $0.16 per share.
Non-GAAP net income attributable to PDL’s shareholders of $10.4 million.
Cash and cash equivalents of $294.3 million as of September 30, 2019.
Investment in Evofem Biosciences resulted in a pre-tax loss for the quarter of $27.4 million due to the decrease in Evofem’s stock price during the third quarter of 2019. On a year to date basis, PDL’s investment in Evofem has resulted in a pre-tax gain of $18.1 million due to the increase in fair value.
Completed the $100 million share repurchase program by repurchasing 1.3 million shares of common stock in the open market during the third quarter of 2019 for $4.1 million.

Medical Devices
The Medical Devices segment consists of revenue derived from the LENSAR® Laser System sales made by the Company’s LENSAR subsidiary, and associated costs of operating the business. LENSAR is a medical device company focused on delivering next generation femtosecond cataract laser technology used for refractive cataract surgery.
Product revenue from the LENSAR® Laser System was $8.1 million, a 22% increase from the third quarter of 2018, and a 9% increase from the second quarter of 2019. Revenue generated outside the U.S. accounted for the majority of the revenue increases.
LENSAR procedure volume for the three months ended September 30, 2019 increased by 28% from the prior-year period and decreased 4% from the second quarter of 2019.
Gross margin on LENSAR revenue in the third quarter of 2019 was 41 percent.

Strategic Positions
In the second quarter of 2019 the Company invested $60.0 million in Evofem. In connection with this investment the Company appointed one board member and one observer to Evofem’s board of directors. Evofem is a clinical-stage biopharmaceutical company committed to developing and commercializing innovative products to address unmet needs in women's sexual and reproductive health.
For the three months ended September 30, 2019, the Company recognized a pre-tax loss of $27.4 million from its investment in Evofem due to the decrease in Evofem’s stock price during the period. On a year to date basis, PDL’s investment in Evofem has resulted in a pre-tax gain of $18.1 million.
As of September 30, 2019, the Company owned approximately 29 percent of Evofem’s common stock.

Pharmaceutical
The Company’s Pharmaceutical segment consists of revenue derived from the Noden Products and associated costs of operating the business.
Noden net revenue for the third quarter of 2019 was $12.2 million compared with $17.8 million for the third quarter of 2018. Sales in the third quarter of 2019 were comprised of $6.1 million in the United States and $6.1 million in the rest of the world, compared with $9.7 million and $8.1 million, respectively, in the prior-year period.
Sales of branded Tekturna in the U.S. declined due to the Company’s first quarter 2019 launch of an authorized generic and the launch of a third-party generic form of aliskiren late in the first quarter of 2019.
Branded Tekturna and the authorized generic of Tekturna maintained a 73% U.S. market share at the end of the third quarter of 2019, which is relatively unchanged from the second quarter of 2019.

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PDL BioPharma, Inc.
Q3 2019
November 6, 2019


Sales of Rasilez and Rasilez HCT in the rest of the world declined primarily due to lower sales volume of Rasilez in certain territories.
Gross margins on revenue in the third quarter of 2019 were 16 percent, 71 percent in the U.S. and a negative 39 percent ex-U.S. on Rasilez® and Rasilez HCT®. The Rasilez® and Rasilez HCT® gross margins in the third quarter of 2019 were impacted by a termination provision in a Noden supply agreement amended in June 2019 involving end of contract fees that resulted in a one-time manufacturing cost primarily recorded in the third quarter of 2019.

Income Generating Assets

The income generating assets typically consisted of (i) notes and other long-term receivables, (ii) royalty rights and hybrid notes/royalty receivables, (iii) equity investments and (iv) royalties from the Queen et. al patents.

Royalty Rights Assets

PDL received $25.6 million in net cash royalties from its royalty rights in the third quarter of 2019, compared with $19.1 million for the prior year period.

Assertio Therapeutics (formerly Depomed, Inc.)
Through September 30, 2019, the Company has received cash royalty payments of $433 million from the $260.5 million investment.
For the third quarter of 2019, the Company received $23.6 million in cash royalty payments on Assertio royalty assets.
Glumetza (and AG version) royalty: 50 percent of net sales less COGS continue so long as the products are being commercialized.
Low- to mid-single digit royalties to PDL on new product approvals expected to continue to 2023 for Invokamet XR® U.S., 2026 for Jentadueto XR® and Synjardy XR®, and 2027 for Invokamet XR® ex-US. Royalties on the sale of Janumet® ended in the third quarter of 2018.

Other Royalty Assets
Through September 30, 2019, the Company has received cash royalty payments of $28.3 million from non-Assertio royalty assets, of which $2.0 million in cash royalty payments were received in the third quarter of 2019.

The following tables provide a summary of activity with respect to our royalty rights - change in fair value for the three and nine months ended September 30, 2019 and 2018:
 
 
Three Months Ended
 
 
September 30, 2019
 
September 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
(in thousands)
 
Cash Royalties
 
Change In Fair Value
 
Total
 
Cash Royalties
 
Change In Fair Value
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
Assertio
 
$
23,597

 
$
1,058

 
$
24,655

 
$
17,482

 
$
31,631

 
$
49,113

VB
 
254

 
89

 
343

 
277

 
(779
)
 
(502
)
U-M
 
1,574

 
(3,063
)
 
(1,489
)
 
1,152

 
1,375

 
2,527

AcelRx
 
80

 
236

 
316

 
70

 
(9,158
)
 
(9,088
)
KYBELLA
 
59

 
(19
)
 
40

 
77

 
57

 
134

 
 
$
25,564

 
$
(1,699
)
 
$
23,865

 
$
19,058

 
$
23,126

 
$
42,184


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PDL BioPharma, Inc.
Q3 2019
November 6, 2019



 
 
Nine Months Ended
 
 
September 30, 2019
 
September 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
(in thousands)
 
Cash Royalties
 
Change in Fair Value
 
Total
 
Cash Royalties
 
Change in Fair Value
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
Assertio
 
$
52,980

 
$
599

 
$
53,579

 
$
52,077

 
$
13,665

 
$
65,742

VB
 
748

 
354

 
1,102

 
820

 
(494
)
 
326

U-M
 
4,212

 
(4,379
)
 
(167
)
 
3,437

 
755

 
4,192

AcelRx
 
241

 
(57,650
)
 
(57,409
)
 
190

 
(4,619
)
 
(4,429
)
Avinger
 

 

 

 
366

 
(396
)
 
(30
)
KYBELLA
 
109

 
(1,491
)
 
(1,382
)
 
159

 
157

 
316

 
 
$
58,290

 
$
(62,567
)
 
$
(4,277
)
 
$
57,049

 
$
9,068

 
$
66,117


The following table provides additional details with respect to the fair value of the PDL royalty rights assets as of September 30, 2019 and with changes from December 31, 2018 as reflected in our Balance Sheets:
 
 
Fair Value as of
 
Royalty Rights -
 
Fair Value as of
(in thousands)
 
December 31, 2018
 
Change in Fair Value
 
September 30, 2019
Assertio
 
$
264,371

 
$
599

 
$
264,970

VB
 
14,108

 
354

 
14,462

U-M
 
25,595

 
(4,379
)
 
21,216

AcelRx
 
70,380

 
(57,650
)
 
12,730

KYBELLA
 
2,056

 
(1,491
)
 
565

 
 
$
376,510

 
$
(62,567
)
 
$
313,943


Stock Repurchase Programs
In November 2018, PDL began repurchasing shares of its common stock pursuant to the $100.0 million share repurchase program authorized by the Company’s board of directors in September 2018. During the third quarter of 2019, the Company completed the stock repurchase program by repurchasing 1.3 million shares for an aggregate purchase price of $4.1 million.
Since initiating its first stock repurchase program in March 2017, the Company has repurchased a total of 53.1 million shares for $155.0 million, at an average cost of $2.92 per share.
As of October 31, 2019, the Company had approximately 114.2 million shares of common stock outstanding.

Forward-looking Statements

This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from those, express or implied, in these forward-looking statements. Important risks and uncertainties with respect to the Company’s business are disclosed in the risk factors contained in the Company’s Annual Report on Form 10-K, as updated by subsequent reports filed with the Securities and Exchange Commission. All forward-looking statements are expressly qualified in their entirety by such factors. We do not undertake any duty to update any forward-looking statement except as required by law.


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Exhibit 1

GAAP to NON-GAAP RECONCILIATION:
NET (LOSS) INCOME
(Unaudited)
(In thousands)

A reconciliation between net (loss) income on a GAAP basis and on a non-GAAP basis is as follows:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
 
September 30,
 
 
2019
 
2018
 
2019
 
2018
GAAP net (loss) income attributed to PDL’s stockholders as reported
 
$
(17,784
)
 
$
25,556

 
$
(15,523
)
 
$
(85,138
)
Adjustments to Non-GAAP net income (as detailed below)
 
28,157

 
(12,429
)
 
50,391

 
129,354

Non-GAAP net income attributed to PDL’s stockholders
 
$
10,373

 
$
13,127

 
$
34,868

 
$
44,216

 
 
 
 
 
 
 
 
 
An itemized reconciliation between net (loss) income on a GAAP basis and on a non-GAAP basis is as follows:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
 
September 30,
 
 
2019
 
2018
 
2019
 
2018
GAAP net (loss) income attributed to PDL’s stockholders, as reported
 
$
(17,784
)
 
$
25,556

 
$
(15,523
)
 
$
(85,138
)
Adjustments:
 
 
 
 
 
 
 
 
Mark-to-market adjustment to fair value - royalty assets
 
1,699

 
(23,128
)
 
62,567

 
(9,068
)
Mark-to-market adjustment to equity affiliate - common stock
 
21,333

 

 
(16,574
)
 

Non-cash interest revenues
 

 
(79
)
 

 
(229
)
Non-cash stock-based compensation expense
 
2,059

 
2,596

 
5,403

 
4,814

Non-cash debt offering costs
 
1,900

 
1,834

 
5,776

 
5,745

Non-cash depreciation and amortization expense
 
646

 
1,033

 
2,295

 
3,061

Mark-to-market adjustment on warrants held
 
6,090

 
(40
)
 
(1,487
)
 
(114
)
Impairment of intangible assets
 

 

 

 
152,330

Non-cash amortization of intangible assets
 
1,575

 
1,577

 
4,745

 
14,254

Mark-to-market adjustment of contingent consideration
 

 
302

 

 
(22,433
)
Income tax effect related to above items
 
(7,145
)
 
3,476

 
(12,334
)
 
(19,006
)
Total adjustments
 
28,157

 
(12,429
)
 
50,391

 
129,354

Non-GAAP net income
 
$
10,373

 
$
13,127

 
$
34,868

 
$
44,216


Use of Non-GAAP Financial Measures

We supplement our consolidated financial statements presented on a GAAP basis by providing an additional measure which may be considered a “non-GAAP” financial measure under applicable rules of the Securities and Exchange Commission. We believe that the disclosure of this non-GAAP financial measure provides our investors with additional information that reflects the amounts and financial basis upon which our management assesses and operates our business. These non-GAAP financial measures are not in accordance with generally accepted accounting principles and should not be viewed in isolation or as a substitute for reported, or GAAP, net income, and is not a substitute for, or superior to, measures of financial performance performed in conformity with GAAP.


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“Non-GAAP net income” is not based on any standardized methodology prescribed by GAAP and represents GAAP net income adjusted to exclude (1) mark-to-market adjustments related to the fair value election for our investments in royalty rights presented in our earnings, which include the fair value re-measurement of future discounted cash flows for each of the royalty rights assets we have acquired, (2) market-to-mark adjustment to our equity affiliate, (3) non-cash interest revenue from notes receivable (4) non-cash stock-based compensation expense, (5) non-cash interest expense related to PDL debt offering costs, (6) mark-to-market adjustments related to warrants held, (7) non-cash amortization of intangible assets, (8) mark-to-market adjustment related to acquisition-related contingent consideration, (9) non-cash depreciation and amortization expense and (10) the related tax effect of all reconciling items within our reconciliation. Non-GAAP financial measures used by PDL may be calculated differently from, and therefore may not be comparable to, non-GAAP measures used by other companies.


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