- Acquired exclusive license for oral, brain-penetrant, dual
TYK2/JAK1 inhibitor for immune-mediated brain disorders in
March 2023 covering global
(ex-China) rights; Phase 1
clinical trial initiation anticipated in 2023
- Completed Phase 1 SAD/MAD study with BHV-7000 from our Kv7 ion
channel activator platform and reported preliminary safety and
tolerability data
- Commenced enrollment in pivotal Phase 3 study with our
myostatin targeting agent, adnectin taldefgrobep alfa, for spinal
muscular atrophy
- Presented preclinical data from our IgG degrader, BHV-1300,
showing robust reduction of IgG levels; observed depletion of IgG
beginning within hours of dosing and reached 75% depletion of IgG
from baseline within three days after a single dose
- As previously reported, Biohaven Ltd. launched post-closing of
the Biohaven Pharmaceutical Holding Company Ltd. sale to Pfizer on
October 4, 2022, completed a public
offering of 28,750,000 Biohaven Ltd. common shares at a price of
$10.50 per share on October 25, 2022, and as of December 31, 2022, had cash and equivalents of
$465 million, and no debt
- Key industry executives added or promoted to management team,
including:
-
- Bruce Car, Ph.D. as Chief
Scientific Officer;
- Irfan Qureshi, M.D. as Chief
Medical Officer, and
- Tanya Fischer, M.D., Ph.D. as
Chief Development Officer and Head of Translational Medicine
NEW
HAVEN, Conn., March 23,
2023 /PRNewswire/ -- Biohaven Ltd. (NYSE: BHVN)
("Biohaven" or the "Company"), a global clinical-stage
biopharmaceutical company focused on the discovery, development and
commercialization of life-changing therapies for people with
debilitating neurological and neuropsychiatric diseases, including
ultra-rare disorders, today reported financial results for the
fourth quarter ended December 31,
2022, and provided a review of recent accomplishments and
anticipated upcoming milestones. For periods prior to the
October 3, 2022 spin-off, the
reported financial results present, on a historical basis, the
combined assets, liabilities, expenses and cash flows directly
attributable to the Company, which have been prepared from Biohaven
Pharmaceutical Holding Company Ltd., the former parent,
consolidated financial statements and accounting records, and are
presented on a stand-alone basis as if the operations had been
conducted independently from the former parent. The financial
statements for all periods presented, including the historical
results of the Company prior to October 3,
2022, are now referred to as "Consolidated Financial
Statements."
Vlad Coric, M.D., Chairman and
Chief Executive Officer of Biohaven, commented, "2022 was
unequivocally the most defining year since our Company's formation;
with the acquisition by Pfizer for a total consideration of
approximately $13 billion including
retirement of existing debt, Biohaven is well-capitalized to
accelerate development across an extraordinary portfolio spanning
mid-to-late-stage and promising discovery assets. The acquisition
by Pfizer of Biohaven Pharmaceutical Holding Company Ltd. and the
CGRP franchise was a testament to our incredible track record of
innovating, developing, commercializing and delivering therapeutic
breakthrough medicines, propelled by our unwavering patient focus
and data-driven methodical approach. We ultimately delivered
multiple first cycle FDA approvals of Nurtec ODT and Vydura ODT in
both the acute and prevention of migraine as well as the first
intranasal CGRP antagonist, Zavzpret—it's exciting to see Pfizer
take the CGRP franchise global and the benefit that this will have
for migraine patients around the world."
Dr. Coric continued, "Today, Biohaven is well-capitalized to
accelerate development across an extraordinary portfolio spanning
mid-to-late-stage and promising discovery assets. Since the launch
of our new company in October, we have already made substantial
progress in advancing one of the most innovative and exciting
neuroscience portfolios. Our Kv7 ion channel platform has the
potential to change the treatment paradigm in the management of
epilepsy and mood disorders. The first assets from Biohaven's Kv7
ion channel platform, BHV-7000 and BHV-7010, are selective Kv7.2
and Kv7.3 activators that lack off-target burdensome side effects.
We were pleased to complete our SAD/MAD Phase 1 study of BHV-7000
and report preliminary safety, tolerability and pharmacokinetic
data last month; in the study, single doses of up to 100 mg and
multiple doses of up to 40 mg daily for 15 days were generally
well-tolerated. Importantly, we were encouraged by the lack of
sedation, dizziness, fatigue, and ataxia observed in this study –
side effects that have historically plagued patients taking
available anti-seizure medications. With these results, we plan to
initiate an EEG study in the first half of 2023 and Phase 2/3
studies in focal epilepsy and bipolar disorder in the second half
of 2023. We are also planning an IND submission for BHV-7010, in
epilepsy and mood disorders, and an IND submission for our TRPM3
ion channel antagonist, BHV-2100, in chronic pain; both IND
submissions are expected in the second half of 2023."
"Beyond our ion channel platform, our team is advancing novel
immune-targeting agents to target neuroinflammation with our
degrader platform and recent acquisition of the TYK2/JAK1 asset we
added to our pipeline only yesterday. We acquired an exclusive
license for BHV-8000, an oral, brain-penetrant, dual TYK2/JAK1
inhibitor offering a unique and exquisite therapeutic approach to
addressing brain disorders. There are currently no brain-penetrant,
selective, dual TYK2/JAK1 inhibitors approved for brain disorders
and we look forward to exploring the vast potential afforded by
this compound's unique therapeutic profile. TYK2/JAK inhibition is
a validated mechanism that has led to the approval of peripheral
acting agents and our dual TYK2/JAK1 asset will bring one of the
most exciting immunoscience targets to the potential treatment of
brain disorders. In other pipeline developments, we continue to
advance our Phase 3 study evaluating taldefgrobep alfa in patients
with spinal muscular atrophy, with 22 sites now activated and
enrollment ongoing in the US and EU, and remain on track to
complete enrollment in our pivotal Phase 3 study evaluating
troriluzole in patients with OCD by year-end 2023. In discovery
efforts, we have taken encouraging strides with our burgeoning
bispecific platform and were thrilled to share exciting non-human
primate data with our IgG degrader, BHV-1300; we expect to submit
an IND for BHV-1300 in the second half of 2023. I could not be more
enthusiastic about the opportunities ahead for Biohaven – with a
world-class, diverse portfolio of assets addressing some of the
most critical life-threatening illnesses impacting patients, a
plethora of upcoming milestones and multiple INDs supporting
continued pipeline development, our highly experienced drug
development team, and strengthened capital position – we are well
positioned to continue delivering the same impressive results that
patients, shareholders, and other key stakeholders have come to
expect from our team," Dr. Coric concluded.
Bruce Car, PhD, Chief Scientific
Officer of Biohaven added, "We are excited about the promise of our
bispecific platform which is advancing multiple compounds including
degraders for IgG and IgA, our CD38 targeting therapy for multiple
myeloma, and a next generation ADC technology. First, we were
thrilled to report data with our first 'MoDE,' or molecular
degrader of extracellular proteins, where we demonstrated in
cynomolgus monkeys that a single dose of our IgG degrader,
BHV-1300, reduced IgG levels by 75% from baseline in three days, in
comparison to efgartigimod which took 5 to 7 days to achieve a 50%
reduction. We separately reported preclinical data from our second
MoDE designed to target galactose deficient IgA (Gd-IgA), which is
thought to play a pathogenic role in IgA Nephropathy. These early
preclinical studies showed the chimeric antibody-ASGPR ligand
conjugate specifically mediated endocytosis of Gd-IgA, as opposed
to normal IgA. Our team is also advancing next-generation antigen
specific degraders that will allow for even more targeted
approaches to treat disorders of extracellular proteins. With our
antibody recruiting molecule program (ARM), a CD38 targeted
cell therapy for multiple myeloma, we have now treated three
patients in a Phase 1 trial at Dana-Farber Cancer Institute. The
first patient treated has survived to one year, which is
encouraging given historic survival rates in this aggressive
disease. Taken together, these datasets provide early validation
for the power of our bispecific platform and broader discovery
efforts."
Full Year and Recent Business Highlights
Ion Channel Platforms - Milestones and Next
Steps
- Acquired Kv7 channel platform for treatment of epilepsy and
other neurologic disorders - In April
2022, the Company closed its acquisition of Channel
Biosciences, LLC to acquire a Kv7 channel targeting platform,
adding the latest advances in ion-channel modulation to Biohaven's
growing neuroscience portfolio. BHV-7000 (formerly known as
KB-3061) is the lead asset from the Kv7 platform and is a potassium
channel activator with a profile suggestive of a wide therapeutic
index, high selectivity, and significantly reduced GABA-ergic
activity. As reported in the second quarter of 2022, the Clinical
Trial Application for BHV-7000 was approved by Health Canada and
Biohaven subsequently began clinical development.
- Reported preliminary Phase 1 results with BHV-7000 - In
January 2023, the Company reported
preliminary safety, tolerability and pharmacokinetic (PK) data from
the Phase 1 SAD/MAD study with BHV-7000. In the study, single doses
up to 100 mg and multiple doses up to 40 mg daily for 15 days were
safe and well-tolerated, with low rates of adverse events. Most
adverse events were mild and resolved spontaneously. No serious or
severe adverse events and/or dose limiting toxicities were
reported. Importantly, CNS adverse events typically associated with
other anti-seizure medications were not reported with BHV-7000; in
unblinded data from the MAD cohorts, mild headache was the most
common adverse event reported across all dose groups. Drug-related
signal for AEs of somnolence, dizziness, fatigue, and ataxia were
not observed. With respect to preliminary PK results, the Company
exceeded target concentrations for efficacy based on the
preclinical maximal electroshock (MES) model, which is clinically
validated and predictive of target concentration ranges in
humans.
- Upcoming studies with BHV-7000 - The Company expects to
initiate an EEG study in the first half of 2023 and expects to
initiate Phase 2/3 studies in focal epilepsy patients and bipolar
disorder patients in the second half of 2023.
- Upcoming studies with BHV-7010 - The Company expects to
submit an IND with BHV-7010, a next generation Kv7 ion channel
activator, in the second half of 2023; the Company intends to
investigate its potential in epilepsy and mood disorders.
- Additional ion channel development expectations - The
Company also intends to submit an IND in the second half of 2023
for BHV-2100, a TRPM3 ion channel antagonist targeting chronic
pain.
TYK2/JAK1 Inhibition Platform - Milestones and Next
Steps
- Acquired BHV-8000, a brain-penetrant inhibitor of TYK2/JAK1,
from Highlightll - In March 2023,
the Company acquired exclusive rights (ex-China) to a novel, oral, first-in-class,
brain-penetrant, dual inhibitor of TYK2/JAK1 offering wide
therapeutic index with TYK2 inhibition and high selectivity for
JAK1 inhibition without the severely limiting adverse class effects
of JAK2/JAK3 inhibitors.
- Upcoming studies with BHV-8000 - The Company
expects to commence Phase 1 development in 2023.
Myostatin Targeting Taldefgrobep Alfa License - Milestones
and Next Steps
- Fast Track Designation and Orphan Drug Designation
Granted - In February 2023,
Taldefgrobep alfa was granted Fast Track designation by the U.S.
Food and Drug Administration (FDA). The Company had previously
received Orphan Drug Designation in December
2022.
- Commenced enrollment in a Phase 3 study with taldefgrobep
alfa, an anti-myostatin adnectin for SMA - In July 2022, the Company commenced enrollment in a
Phase 3 clinical trial assessing the efficacy and safety of
taldefgrobep in SMA. Taldefgrobep targets myostatin, a natural
protein that limits skeletal muscle growth, through two mechanisms:
lowering myostatin directly and blocking key downstream signaling
mechanisms. The Company expects to enroll approximately 180
patients in this randomized, double-blind, placebo-controlled
global trial.
Glutamate Modulation Platform - Milestones and Next
Steps:
- Pivotal Phase 3 trial ongoing with troriluzole in OCD -
The Company continues accelerating Phase 3 clinical studies
assessing the efficacy and safety of troriluzole in patients with
Obsessive Compulsive Disorder (OCD). Biohaven is advancing a 280 mg
once daily dose of troriluzole into two double-blind,
placebo-controlled Phase 3 clinical trials with identical study
designs and plans to enroll up to 700 patients in each of these
adjunctive treatment trials across study sites in the United States, Canada and Europe. The Company made several enhancements
to the trial to adequately power for previously observed treatment
effect, including increasing the sample size in the trial,
including a higher dose, and optimizing clinical trial design to
minimize placebo effect. The Company expects to complete enrollment
by the end of 2023.
- Regulatory engagement planned for first half of 2023 in
SCA - In May 2022, the Company
reported top-line results from a Phase 3 clinical trial evaluating
the efficacy and safety of its investigational therapy,
troriluzole, in patients with spinocerebellar ataxia (SCA). While
the primary endpoint, did not reach statistical significance in the
overall SCA population as there was less than expected disease
progression over the course of the study, post hoc analysis of
efficacy measures by genotype suggested a treatment effect in
patients with the SCA Type 3 (SCA3) genotype. SCA3 represents the
most common form of SCA and accounted for 41 percent of the study
population. The Company intends to interact with the FDA and/or EMA
in the first half of 2023. We could seek advice through various
formal or informal interactions with regulatory agencies or we
could choose to submit a New Drug Application (NDA) if we believe
that is warranted from the results of our ongoing post-hoc
analyses.
- Global Coalition for Adaptive Research (GCAR) commenced
enrollment in Glioblastoma Adaptive Global Innovative Learning
Environment (GBM Agile) Phase 2-3 adaptive platform trial for
patients with glioblastoma - In July
2022, GCAR announced the activation of Biohaven's
troriluzole in GBM AGILE, a patient-centered, adaptive platform
trial for registration that tests multiple therapies for patients
with newly-diagnosed and recurrent glioblastoma (GBM). GBM AGILE is
an international, innovative platform trial designed to more
rapidly identify and confirm effective therapies for patients with
glioblastoma through response adaptive randomization.
Bispecific Molecule Platform - Milestones and Next
Steps:
- Reported preclinical data with extracellular target degrader
platform technology (MoDE™), a pan-IgG degrader - In
January 2023, the Company evaluated
the effect of a single dose of immunoglobulin gamma (IgG) degrader,
BHV-1300, in cynomolgus monkeys. The Company reported 75% reduction
of IgG levels from baseline and noted the observation occurred in
three days; the data in this pre-clinical study compares favorably
to standard of care therapy efgartigimod, where reduction of IgG
levels with efgartigimod was observed to be 50% and had taken 5-7
days. The Company expects BHV-1300 will be ready for IND submission
in the second half of 2023. In October
2022, the Company had announced advancements in the
development of its MoDE extracellular target degrader platform
technology licensed from Yale
University for various disease indications, including, but
not limited to, neurological disorders, cancer, infectious and
autoimmune diseases. Biohaven made further innovations in this
ground-breaking technology with new patent applications covering
additional targets and functionality.
- Reported preclinical data with second MoDE in bispecific
platform targeting IgA Nephropathy - In January 2023, the Company reported preclinical
data with a second MoDE targeting galactose deficient IgA (Gd-IgA),
which is believed to play a pathogenic role in IgA Nephropathy.
Specific removal of pathogenic Gd-IgA with preservation of normal
IgA potentially permits disease remission without incurring an
infection risk. The Company shared preliminary data demonstrating
the chimeric antibody-ASGPR ligand conjugate specifically mediated
endocytosis of Gd-IgA, as opposed to normal IgA, in an endocytosis
assay with HepG2 cells.
- Provided update on ongoing Phase 1 trial with BHV-1100 in
MRD + post-transplant multiple myeloma patients - In an ongoing
Phase 1 study at Dana-Farber Cancer Institute, the first patient
treated has survived to one year. Additional patients have been
enrolled and recruitment for the study is ongoing.
Corporate Updates:
- Company launch - On October 3,
2022, Biohaven Ltd. began operating as a separate
independent entity in connection with the merger agreement entered
into with Pfizer Inc. in May 2022. As
of October 4, 2022, Biohaven Ltd.
commenced regular way trading under the symbol "BHVN" on the New
York Stock Exchange as an independent, publicly traded company
focused on delivering innovative life-changing treatments for
neurological and neuropsychiatric diseases, including rare
disorders, and leveraging its proven drug development capabilities
and proprietary technology platforms to advance a pipeline of
therapies. The Company, led by Vlad
Coric, M.D. as Chairman and Chief Executive Officer,
launched with approximately $257.8
million in cash and no debt.
- Public offering - On October 25,
2022, the Company closed its previously announced
underwritten public offering of 28,750,000 of its common shares,
which includes the full exercise of the underwriters' option to
purchase 3,750,000 additional shares, at the public offering price
of $10.50 per share. The gross
proceeds raised in the offering, before deducting underwriting
discounts and estimated expenses of the offering payable by the
Company, were approximately $301.9
million.
- Retains Board and key management team and appoints leading
industry executives - In connection with the Company launch,
Biohaven announced the appointment of Bruce
Car, Ph.D. as Chief Scientific Officer; Irfan Qureshi, M.D. as Chief Medical Officer;
and Tanya Fischer, M.D., Ph.D. as
Chief Development Officer and Head of Translational Medicine.
- Operationalized efficient laboratory capabilities to advance
the degrader and ion channel programs - The Company's
laboratory capabilities now include space in Cambridge, Massachusetts to enhance the
accelerated development of its early assets.
Matthew Buten, Chief Financial
Officer, commented, "As we continue efficiently accelerating
clinical development and exploring the vast life cycle potential
across each of our platforms, we uphold the same judicious strategy
that has driven outsized results in years past: ensuring capital
access by tactically evaluating opportunities for portfolio
rationalization and optimization and continuously assessing
partnering, out-licensing, and other creative, non-dilutive
financing opportunities. We also periodically review bolt-on
acquisition opportunities like BHV-8000, preferentially pursuing
clinically validated mechanisms with fast follower potential in
large markets and select rare disease opportunities. Biohaven is
well capitalized to fund our current programs and we have
demonstrated the ability to prioritize near-term value generating
inflection points over longer term discovery efforts."
Upcoming Milestones:
Biohaven is progressing its product candidates through clinical
programs in a number of common and rare disorders. The Company
expects to reach significant pipeline milestones in the coming
periods. Biohaven expects to:
- Initiate EEG study with BHV-7000 in the first half of
2023: Following Phase 1 study completion, Biohaven expects to
initiate pivotal trials in patients with epilepsy and patients with
bipolar disorder in the second half of 2023.
- Submit IND with BHV-7010 in epilepsy and mood disorders:
The Company expects to submit an IND with next-generation Kv7
activator BHV-7010 in epilepsy in the second half of 2023.
- Submit IND with BHV-2100 in chronic pain: The
Company expects to submit an IND with BHV-2100, a TRPM3 antagonist
in the Company's ion channel platform targeting a pain disorder in
2023.
- Commence Phase 1 studies with BHV-8000: The Company
expects to commence Phase 1 studies with BHV-8000, an oral,
brain-penetrant, dual TYK2/JAK1 inhibitor for immune-mediated brain
disorders in 2023.
- Complete enrollment in Phase 3 study of troriluzole in OCD
in 2023: Two Phase 3 randomized, double-blind,
placebo-controlled studies are expected to enroll up to 700
patients (in each trial) across nearly 200 global study sites. The
Company anticipates completing enrollment in 2023.
- Provide an update on troriluzole in SCA: The Company
intends to interact with the FDA and/or EMA in the first half of
2023 on next steps.
- Continue advancing Phase 3 clinical studies of taldefgrobep
alfa in SMA: The Company expects to enroll approximately 180
patients in the study through the expansion of approximately 40
additional sites.
- Continue advancements across multiple neuroscience and
immunoscience indications: The Company's preclinical pipeline
includes molecular degraders of extracellular proteins, CD38
targeting antibody recruiting molecules (ARMs), TRP channels, and
other undisclosed targets, including those with disease-modifying
potential. The Company expects to submit an IND with pan-IgG
degrader BHV-1300 in the second half of 2023.
Capital Position:
Cash, cash equivalents and marketable securities as of
December 31, 2022 was $465.3 million, excluding $37.7 million of restricted cash, compared to
$76.1 million as of December 31, 2021. As of December 31, 2022, restricted cash primarily
consisted of restricted cash held by the Company on behalf of the
Former Parent of $35.2 million
related to the execution of the United States Distribution Services
Agreement for which the Company recorded a related liability of
$35.2 million as Due to Former Parent
on the consolidated balance sheet. On October 3, 2022, in connection with the closing
of the acquisition of Biohaven Pharmaceutical Holding Company Ltd.
by Pfizer, Biohaven Ltd. launched with a cash balance of
approximately $257.8 million. On
October 25, 2022, the Company closed
a public offering of its common shares, which resulted in net
proceeds to the Company of approximately $282.8 million.
Fourth Quarter 2022 Financial Highlights:
Research and Development (R&D) Expenses: R&D
expenses, including non-cash share-based compensation costs, were
$137.0 million for the three months
ended December 31, 2022, compared to
$41.8 million for the three months
ended December 31, 2021. The increase
of $95.2 million was primarily due to
an increase of $62.1 million in
non-cash share-based compensation, late-stage clinical program
spend, and one-time employee costs related to the Pfizer
acquisition of the Former Parent in the fourth quarter of 2022.
Non-cash share-based compensation expense was $69.4 million for the three months ended
December 31, 2022, which included
$61.7 million of expense allocated
from the Former Parent recognized in connection with the settlement
of outstanding Former Parent stock options and RSUs upon the
effectiveness of the Separation.
General and Administrative (G&A) Expenses: G&A
expenses, including non-cash share-based compensation costs, were
$76.4 million for the three months
ended December 31, 2022, compared to
$9.1 million for the three months
ended December 31, 2021. The increase
of $67.3 million was primarily due to
an increase of $40.6 million in
non-cash share-based compensation, and $8.2
million of transaction-related expenses and $8.9 million of one-time employee costs related
to the Pfizer acquisition of the Former Parent in the fourth
quarter of 2022. Non-cash share-based compensation expense was
$46.2 million for the three months
ended December 31, 2022, which
included $39.7 million of expense
allocated from the Former Parent recognized in connection with the
settlement of outstanding Former Parent stock options and RSUs upon
the effectiveness of the Separation.
Net Loss: Biohaven reported a net loss for the three
months ended December 31, 2022, of
$201.1 million, or $3.32 per share, compared to $51.9 million, or $1.32 per share, for the same period in 2021.
Non-GAAP adjusted net loss for the three months ended December 31, 2022 was $77.3 million, or $1.27 per share, compared to $38.9 million, or $0.99 per share for the same period in 2021.
These non-GAAP adjusted net loss and non-GAAP adjusted net loss per
share measures, more fully described below under "Non-GAAP
Financial Measures," exclude non-cash share-based compensation
charges, and transaction-related costs incurred relating to the
Company's spin-off from Biohaven Pharmaceutical Holding Company
Ltd. A reconciliation of the GAAP financial results to non-GAAP
financial results is included in the tables below. Net loss per
share and Non-GAAP adjusted net loss per share for periods prior to
the October 3, 2022 spin-off were
calculated based on the 39,375,944 common shares of Biohaven Ltd.
common stock distributed to Biohaven Pharmaceutical Holding Company
Ltd. shareholders at the time of the Distribution, including common
shares issued in connection with Biohaven Pharmaceutical Holding
Company Ltd. stock options that were settled on October 3, 2022 and common shares issued in
connection with Biohaven Pharmaceutical Holding Company Ltd.
restricted stock units that vested on October 3, 2022. The same number of shares
is being utilized for the calculation of basic and diluted earnings
per share for all periods presented prior to the Spin-Off.
Full Year 2022 Financial Highlights
Note: As described in our Annual Report on Form 10-K, full
year results include direct and allocated expenses on a carve-out
basis of accounting for the period prior to October 3, 2022, when the Company became a
standalone public company.
R&D Expenses: R&D expenses, including
non-cash share-based compensation, were $437.1 million for the year ended December 31, 2022, compared to $181.5 million for the year ended December 31, 2021. The increase of $255.6 million was primarily due to an increase
in Kv7 platform expense in 2022 related to the $93.7 million acquisition and a $25.0 million milestone, $77.0 million increase in non-cash share-based
compensation, and $5.2 million
of one-time employee costs related to the Pfizer acquisition of the
Former Parent in the fourth quarter of 2022. Non-cash share-based
compensation expense was $116.4
million for the year ended December
31, 2022, which included $108.7
million of expense allocated from the Former Parent,
including $61.7 million of expense
allocated from the Former Parent recognized in connection with the
settlement of outstanding Former Parent stock options and RSUs upon
the effectiveness of the Separation.
G&A Expenses: G&A expenses, including
non-cash share-based compensation costs, were $130.9 million for the year ended December 31, 2022, compared to $37.4 million for the year ended December 31, 2021. The increase of $93.4 million was primarily due to increases of
$50.9 million in non-cash share-based
compensation expense, and $14.1
million of transaction expenses and $8.9 million of one-time personnel expenses
related to related to the Pfizer acquisition of the Former Parent
and spin-off of Biohaven Ltd. as an independent, publicly traded
company in 2022. Non-cash share-based compensation expense was
$71.5 million for the year ended
December 31, 2022, which included
$70.6 million of expense allocated
from the Former Parent, including $39.7
million of expense allocated from the Former Parent
recognized in connection with the settlement of outstanding Former
Parent stock options and RSUs upon the effectiveness of the
Separation.
Net Loss: The Company reported a net loss attributable to
common shareholders for the year ended December 31, 2022 of $570.3 million, or $12.75 per share, compared to $213.8 million, or $5.43 per share for the same period in 2021.
Non-GAAP adjusted net loss for the year ended December 31, 2022 was $362.7 million, or $8.11 per share, compared to $153.4 million, or $3.90 per share for the same period in 2021.
These non-GAAP adjusted net loss and non-GAAP adjusted net loss per
share measures, more fully described below under "Non-GAAP
Financial Measures," exclude non-cash share-based compensation
charges, gains or losses from equity method investment and
transaction-related costs incurred relating to the Company's
spin-off from Biohaven Pharmaceutical Holding Company Ltd. A
reconciliation of the GAAP financial results to non-GAAP financial
results is included in the tables below.
Non-GAAP Financial Measures
This press release
includes financial results prepared in accordance with accounting
principles generally accepted in the
United States (GAAP), and also certain non-GAAP financial
measures. In particular, Biohaven has provided non-GAAP adjusted
net loss and adjusted net loss per share, adjusted to exclude the
items below. Non-GAAP financial measures are not an alternative for
financial measures prepared in accordance with GAAP. However,
Biohaven believes the presentation of non-GAAP adjusted net loss,
when viewed in conjunction with GAAP results, provides investors
with a more meaningful understanding of ongoing operating
performance. These measures exclude (i) non-cash share-based
compensation, which is substantially dependent on changes in the
market price of common shares, (ii) gains or losses from equity
method investment, which are non-cash and based on the financial
results and valuation of another company that we did not manage or
control, and (iii) transaction-related costs incurred relating to
the Company's spin-off from Biohaven Pharmaceutical Holding Company
Ltd., which are limited to a specific period of time and related to
Biohaven Ltd. being established as a standalone public company.
Biohaven believes the presentation of these non-GAAP financial
measures provides useful information to management and investors
regarding Biohaven's results of operations. When GAAP financial
measures are viewed in conjunction with these non-GAAP financial
measures, investors are provided with a more meaningful
understanding of Biohaven's ongoing operating performance and are
better able to compare Biohaven's performance between periods. In
addition, these non-GAAP financial measures are among those
indicators Biohaven uses as a basis for evaluating performance, and
planning and forecasting future periods. These non-GAAP financial
measures are not intended to be considered in isolation or as a
substitute for GAAP financial measures. A reconciliation between
these non-GAAP measures and the most directly comparable GAAP
measures is provided later in this press release.
About Biohaven
Biohaven is a global clinical-stage
biopharmaceutical company focused on the discovery, development and
commercialization of life-changing therapies for people with
debilitating neurological and neuropsychiatric diseases, including
rare disorders. Biohaven's experienced management team brings with
it a track record of delivering new drug approvals for products for
diseases such as migraine, depression, bipolar and schizophrenia.
The company is advancing a pipeline of therapies for diseases with
little or no treatment options, leveraging its proven drug
development capabilities and proprietary platforms, including Kv7
ion channel modulation for epilepsy and neuronal hyperexcitability,
glutamate modulation for obsessive-compulsive disorder and
spinocerebellar ataxia, myostatin inhibition for neuromuscular
diseases, and brain-penetrant TYK2/JAK1 inhibition for
immune-mediated brain disorders. Biohaven's portfolio of early- and
late-stage product candidates also includes discovery research
programs focused on TRPM3 channel activation for neuropathic pain,
CD-38 antibody recruiting, bispecific molecules for multiple
myeloma, antibody drug conjugates (ADCs), and extracellular target
degrader platform technology (MoDE™) with potential application in
neurological disorders, cancer, and autoimmune diseases.
Forward-looking Statements
This news release includes
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. The use of certain words,
including "continue", "plan", "will", "believe", "may", "expect",
"anticipate" and similar expressions, is intended to identify
forward-looking statements. Investors are cautioned that any
forward-looking statements, including statements regarding the
future development, timing and potential marketing approval and
commercialization of development candidates are not guarantees of
future performance or results and involve substantial risks and
uncertainties. Actual results, developments and events may differ
materially from those in the forward-looking statements as a result
of various factors including: the expected timing, commencement and
outcomes of Biohaven's planned and ongoing clinical trials; the
timing of planned interactions and filings with the Food and Drug
Administration; the timing and outcome of expected regulatory
filings; complying with applicable U.S. regulatory requirements;
the potential commercialization of Biohaven's product candidates;
the potential for Biohaven's product candidates to be first in
class therapies; and the effectiveness and safety of Biohaven's
product candidates. Additional important factors to be considered
in connection with forward-looking statements are described in
Biohaven's filings with the Securities and Exchange Commission,
including within the sections titled "Risk Factors" and
"Management's Discussion and Analysis of Financial Condition and
Results of Operations". The forward-looking statements are made as
of the date of this new release, and Biohaven does not undertake
any obligation to update any forward-looking statements, whether as
a result of new information, future events or otherwise, except as
required by law.
BIOHAVEN
LTD.
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Amounts in
thousands, except share and per share amounts)
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended December
31,
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
Research and
development
|
|
$
137,044
|
|
$
41,818
|
|
$
437,072
|
|
$
181,486
|
General and
administrative
|
|
76,368
|
|
9,065
|
|
130,860
|
|
37,414
|
Total operating
expenses
|
|
213,412
|
|
50,883
|
|
567,932
|
|
218,900
|
Loss from
operations
|
|
(213,412)
|
|
(50,883)
|
|
(567,932)
|
|
(218,900)
|
Other (expense) income
:
|
|
|
|
|
|
|
|
|
Gain from equity
method investment
|
|
—
|
|
—
|
|
—
|
|
5,261
|
Other (expense)
income, net
|
|
(1,838)
|
|
1,454
|
|
(1,909)
|
|
1,209
|
Total other (expense)
income, net
|
|
(1,838)
|
|
1,454
|
|
(1,909)
|
|
6,470
|
Loss before provision
for income taxes
|
|
(215,250)
|
|
(49,429)
|
|
(569,841)
|
|
(212,430)
|
(Benefit) provision for
income taxes
|
|
(14,143)
|
|
2,457
|
|
438
|
|
1,366
|
Net loss
|
|
$
(201,107)
|
|
$
(51,886)
|
|
$
(570,279)
|
|
$
(213,796)
|
Net loss per share —
basic and diluted
|
|
$
(3.32)
|
|
$
(1.32)
|
|
$
(12.75)
|
|
$
(5.43)
|
Weighted average
common shares outstanding— basic and diluted
|
|
60,661,359
|
|
39,375,944
|
|
44,741,316
|
|
39,375,944
|
BIOHAVEN
LTD.
CONSOLIDATED BALANCE
SHEETS
(Amounts in
thousands)
(Unaudited)
|
|
|
|
December 31,
2022
|
|
December 31,
2021
|
Assets
|
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
$
204,877
|
|
$
76,057
|
Marketable
securities
|
|
260,464
|
|
—
|
Prepaid
expenses
|
|
20,945
|
|
6,734
|
Income tax
receivable
|
|
46,139
|
|
9,911
|
Restricted cash held
on behalf of Former Parent
|
|
35,212
|
|
—
|
Other current
assets
|
|
19,331
|
|
2,121
|
Total current
assets
|
|
586,968
|
|
94,823
|
Property and
equipment, net
|
|
17,512
|
|
13,010
|
Intangible
assets
|
|
18,400
|
|
18,400
|
Goodwill
|
|
1,390
|
|
1,390
|
Other non-current
assets
|
|
37,513
|
|
14,438
|
Total assets
|
|
$
661,783
|
|
$
142,061
|
Liabilities and
Equity
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Accounts
payable
|
|
$
10,703
|
|
$
4,775
|
Due to Former
Parent
|
|
35,212
|
|
—
|
Accrued expenses and
other current liabilities
|
|
44,106
|
|
37,160
|
Total current
liabilities
|
|
90,021
|
|
41,935
|
Long-term operating
lease liability
|
|
30,581
|
|
2,797
|
Other non-current
liabilities
|
|
2,410
|
|
2,638
|
Total
liabilities
|
|
123,012
|
|
47,370
|
Contingently redeemable
non-controlling interests
|
|
—
|
|
60,000
|
Shareholders'
Equity:
|
|
|
|
|
Net investment from
Former Parent
|
|
—
|
|
34,691
|
Preferred shares, no
par value; 10,000,000 shares authorized, no shares issued and
outstanding as of December 31, 2022; no shares authorized, issued
and outstanding as of December 31, 2021
|
|
—
|
|
—
|
Common shares, no par
value; 200,000,000 shares authorized, 68,190,479 shares issued and
outstanding as of December 31, 2022; no shares authorized,
issued and outstanding as of December 31, 2021
|
|
615,742
|
|
—
|
Additional paid-in
capital
|
|
13,869
|
|
—
|
Accumulated
deficit
|
|
(91,124)
|
|
—
|
Accumulated other
comprehensive income
|
|
284
|
|
—
|
Total shareholders'
equity
|
|
538,771
|
|
34,691
|
Total liabilities and
shareholders' equity
|
|
$
661,783
|
|
$
142,061
|
BIOHAVEN
LTD.
RECONCILIATION OF
GAAP TO NON-GAAP FINANCIAL MEASURES
(Amounts in
thousands, except share and per share amounts)
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended December
31,
|
|
|
2022
|
|
2021
|
|
2022
|
|
2021
|
Reconciliation of
GAAP to Non-GAAP adjusted net loss:
|
|
|
|
|
|
|
|
|
GAAP net
loss
|
|
$
(201,107)
|
|
$ (51,886)
|
|
$
(570,279)
|
|
$
(213,796)
|
Add: non-cash
share-based compensation expense
|
|
115,629
|
|
12,968
|
|
193,556
|
|
65,639
|
Less: Gain from equity
method investment
|
|
—
|
|
—
|
|
—
|
|
(5,261)
|
Add:
Transaction-related costs
|
|
8,188
|
|
—
|
|
14,051
|
|
—
|
Non-GAAP adjusted net
loss
|
|
$ (77,290)
|
|
$ (38,918)
|
|
$
(362,672)
|
|
$
(153,418)
|
|
|
|
|
|
|
|
|
|
Reconciliation of
GAAP to Non-GAAP adjusted net loss per share — basic and
diluted:
|
|
|
|
|
GAAP net loss per share
attributable to Biohaven Ltd. — basic and diluted
|
|
$
(3.32)
|
|
$
(1.32)
|
|
$
(12.75)
|
|
$
(5.43)
|
Add: non-cash
share-based compensation expense
|
|
1.91
|
|
0.33
|
|
4.33
|
|
1.67
|
Less: Gain from equity
method investment
|
|
—
|
|
—
|
|
—
|
|
(0.13)
|
Add:
Transaction-related costs
|
|
0.14
|
|
—
|
|
0.31
|
|
—
|
Non-GAAP adjusted net
loss per share attributable to Biohaven Ltd. — basic and
diluted
|
|
$
(1.27)
|
|
$
(0.99)
|
|
$
(8.11)
|
|
$
(3.90)
|
MoDEs is a trademark of Biohaven Therapeutics Ltd.
Investor Contact:
Jennifer Porcelli
Vice President, Investor Relations
jennifer.porcelli@biohavenpharma.com
+1 (201) 248-0741
Media Contact:
Mike Beyer
Sam Brown Inc.
mikebeyer@sambrown.com
+1 (312) 961-2502
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SOURCE Biohaven Ltd.