Merck Announces Third-Quarter 2016 Financial Results

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October 25, 2016 5:45 am ET

  • Third-Quarter 2016 Worldwide Sales Were $10.5 Billion, an Increase of 5 Percent, Including a 1 Percent Negative Impact from Foreign Exchange
  • Third-Quarter 2016 GAAP EPS Was $0.78; Third-Quarter Non-GAAP EPS Was $1.07
  • Company Updates EPS Guidance: Full-Year 2016 GAAP EPS to be Between $2.02 and $2.09; Full-Year 2016 Non-GAAP EPS to be Between $3.71 and $3.78
  • Advanced KEYTRUDA Development Program
    • FDA Approved KEYTRUDA for Previously Untreated Patients with Metastatic Non-Small Cell Lung Cancer (NSCLC) Whose Tumors Have High PD-L1 Expression (Tumor Proportion Score [TPS] of 50 Percent or More)
    • New Data Were Included in Labeling for KEYTRUDA Showing Improved Survival Compared to Chemotherapy in Previously Treated Patients with NSCLC Whose Tumors Express PD-L1 (TPS of 1 Percent or More)
    • FDA Approved KEYTRUDA to Treat Previously Treated Recurrent or Metastatic Head and Neck Cancer
    • KEYNOTE-045 Study Evaluating KEYTRUDA in Previously Treated Advanced Bladder Cancer (Urothelial Cancer) Met Primary Endpoint of Overall Survival and Stopped Early

Merck (NYSE:MRK), known as MSD outside the United States and Canada,
today announced financial results for the third quarter of 2016.

“The latest achievements for KEYTRUDA and other recent regulatory
approvals across our portfolio show that our innovation strategy is
working,” said Kenneth C. Frazier, chairman and chief executive officer,
Merck. “We are confident that our focus on the science, along with
continued commercial execution, will drive long-term results for the
company and our shareholders.”

Financial Summary

     
$ in millions, except EPS amounts   Third Quarter
2016   2015
 
Sales $10,536 $10,073
GAAP EPS 0.78 0.64

Non-GAAP EPS that excludes items listed below1

1.07 0.96

GAAP net income2

2,184 1,826

Non-GAAP net income that excludes items listed below1,2

  2,989   2,720

Worldwide sales were $10.5 billion for the third quarter of 2016, an
increase of 5 percent compared with the third quarter of 2015, including
a 1 percent negative impact from foreign exchange. Sales in the third
quarter of 2016 include an estimated benefit of approximately $150
million of additional sales in Japan resulting from the timing of
shipments in anticipation of a resource planning system Merck is
implementing in the fourth quarter of 2016.

GAAP (generally accepted accounting principles) earnings per share (EPS)
assuming dilution were $0.78 for the third quarter. Non-GAAP EPS of
$1.07 for the third quarter excludes acquisition- and
divestiture-related costs and restructuring costs. GAAP and non-GAAP EPS
in the third quarter include an estimated benefit of approximately $0.04
from the timing of shipments in Japan noted above.

Pipeline Highlights

Merck significantly advanced the clinical development program for
KEYTRUDA (pembrolizumab), an anti-PD-1 therapy. KEYTRUDA is now approved
in the United States for the treatment of previously untreated
metastatic NSCLC in patients whose tumors express high levels of PD-L1
(TPS of 50 percent or more) and previously treated metastatic NSCLC in
patients whose tumors express PD-L1 (TPS of 1 percent or more), as well
as advanced melanoma and previously treated recurrent or metastatic head
and neck cancer (HNSCC). Earlier this month at the European Society for
Medical Oncology (ESMO) 2016 Congress, data were presented from 30
studies evaluating the use of KEYTRUDA as a monotherapy and in
combination in 23 cancers.

Lung Cancer

  • Yesterday the U.S. Food and Drug Administration (FDA) approved
    two supplemental Biologics License Applications (sBLA) for KEYTRUDA in
    lung cancer.

    • Based on the KEYNOTE-024 study, KEYTRUDA was approved for the
      first-line treatment of patients with metastatic NSCLC whose
      tumors have high PD-L1 expression (TPS of 50 percent or more) as
      determined by an FDA-approved test, with no EGFR or ALK genomic
      tumor aberrations. The data from KEYNOTE-024 were
      published
      in The New England Journal of Medicine and
      highlighted at ESMO.
    • The FDA also approved a sBLA to include data from the pivotal
      KEYNOTE-010 study in which KEYTRUDA showed superior overall
      survival compared to chemotherapy in patients with previously
      treated advanced NSCLC whose tumors express PD-L1 (TPS of 1
      percent or more) as determined by an FDA-approved test.
  • Data were
    presented
    at ESMO from KEYNOTE-021, Cohort G, showing superior
    efficacy of KEYTRUDA plus chemotherapy compared to chemotherapy alone
    as a first-line treatment for patients with metastatic non-squamous
    NSCLC regardless of PD-L1 expression. These data were simultaneously
    published in The Lancet Oncology.
  • The European Commission approved
    KEYTRUDA for the treatment of locally advanced or
    metastatic NSCLC in patients whose tumors express PD-L1 and who have
    received at least one prior chemotherapy regimen.

Head and Neck Cancer

  • The FDA approved
    a sBLA for KEYTRUDA for the treatment of patients with recurrent or
    metastatic HNSCC with disease progression on or after
    platinum-containing chemotherapy.

Bladder Cancer

  • On Friday the company announced
    that the KEYNOTE-045 trial investigating the use of KEYTRUDA in
    patients with previously treated advanced bladder cancer (urothelial
    cancer) met its primary endpoint. In the study, KEYTRUDA met the
    primary endpoint of overall survival and was superior compared to
    investigator choice chemotherapy.
  • Interim Phase 2 data were
    presented
    at ESMO for the first time investigating the use of
    KEYTRUDA in previously untreated patients with advanced bladder cancer.

Last week the U.S. Centers for Disease Control and Prevention’s (CDC)
Advisory Committee on Immunization Practices voted to recommend a 2-dose
vaccination regimen for GARDASIL 9 (Human Papillomavirus 9-valent
Vaccine, Recombinant), a vaccine to prevent certain cancers and other
diseases caused by HPV, in certain girls and boys 9 through 14 years of
age, which followed the FDA’s approval
of a 2-dose regimen in this adolescent population earlier this month.

The FDA accepted
for review the New Drug Application (NDA) for MK-1293, an
investigational follow-on biologic insulin glargine candidate for the
treatment of people with type 1 and type 2 diabetes that is being
developed in collaboration with and partially funded by Samsung Bioepis.

The FDA accepted for review a supplemental NDA for a once-daily
formulation of ISENTRESS (raltegravir) in combination with other
antiretroviral therapies for the treatment of HIV-1 infection in
previously untreated patients or patients whose virus remains suppressed
after treatment with an initial regimen of 400 mg of ISENTRESS
twice-daily. The FDA granted a PDUFA action date of May 27, 2017.

Merck announced
last week that the pivotal Phase 3 study of letermovir, an
investigational antiviral medicine for prevention of cytomegalovirus
infection in high-risk bone marrow transplant patients, met its primary
endpoint; Merck will submit results from the study for presentation at a
future scientific conference.

Third-Quarter Revenue Performance

The following table reflects sales of the company’s top pharmaceutical
products, as well as total sales of Animal Health products.

               
$ in millions   Third Quarter   Change   Change

Ex-Exchange

2016   2015
 
Total Sales $10,536 $10,073 5% 6%
Pharmaceutical 9,443 8,925 6% 6%
JANUVIA / JANUMET 1,554 1,576 -1% -2%
ZETIA / VYTORIN 944 936 1%
GARDASIL / GARDASIL 9 860 625 38% 38%
PROQUAD / M-M-R II / VARIVAX 496 390 27% 28%
ISENTRESS 372 377 -1% 1%
KEYTRUDA 356 159 124% 128%
CUBICIN 320 325 -2% -2%
REMICADE 311 442 -30% -28%
Animal Health 865 827 5% 7%
Other Revenues   228   321   -29%   10%

Pharmaceutical Revenue

Third-quarter pharmaceutical sales increased 6 percent to $9.4 billion,
reflecting higher sales in vaccines, oncology, the cardiovascular
franchise and hospital acute care.

Growth in vaccines resulted from higher sales of GARDASIL 9 and GARDASIL
[Human Papillomavirus Quadrivalent (Types 6, 11, 16, and 18) Vaccine,
Recombinant], vaccines to prevent certain cancers and other diseases
caused by HPV, primarily due to the timing of public sector purchases
and increased pricing and demand in the United States; and higher sales
of PROQUAD (Measles, Mumps, Rubella and Varicella Vaccine Live), driven
by the timing of sales activity in the third quarter of 2015 related to
the Pediatric Vaccine Stockpile of the U.S. CDC.

Growth in oncology was driven by KEYTRUDA as the company continues to
launch the product with new indications globally.

Higher sales in the cardiovascular portfolio were driven by an increase
in sales of ADEMPAS (riociguat), a medicine for treating pulmonary
arterial hypertension and chronic thromboembolic pulmonary hypertension,
which the company is now promoting and distributing in Europe; and ZETIA
(ezetimibe), a medicine for lowering LDL cholesterol, primarily driven
by higher sales in Japan due to the timing of shipments. U.S. sales of
ZETIA were $411 million for the third quarter of 2016; in December 2016
the company will lose market exclusivity in the United States for ZETIA
and anticipates a significant decline in U.S. ZETIA sales thereafter.

Growth in hospital acute care primarily resulted from higher sales of
BRIDION (sugammadex) Injection 100 mg/mL, a medicine for the reversal of
neuromuscular blockade induced by rocuronium bromide or vecuronium
bromide in adults undergoing surgery, which had worldwide sales of $139
million for the quarter that were driven by the ongoing launch in the
United States, higher sales in Europe and the timing of shipments in
Japan.

Pharmaceutical sales growth also reflects the continued launch of
ZEPATIER (elbasvir and grazoprevir), a medicine for the treatment of
chronic hepatitis C virus genotypes 1 or 4 infection, which had sales of
$164 million in the third quarter.

Third-quarter pharmaceutical sales reflect a decline in REMICADE
(infliximab), a treatment for inflammatory diseases, due to the impact
of biosimilar competition in the company’s marketing territories in
Europe.

U.S. sales of CUBICIN (daptomycin for injection), an I.V. antibiotic,
were $264 million in the third quarter. The company has lost U.S. patent
protection for CUBICIN and anticipates a significant decline in U.S.
CUBICIN sales going forward.

Animal Health Revenue

Animal Health sales totaled $865 million for the third quarter of 2016,
an increase of 5 percent compared with the third quarter of 2015,
including a 2 percent negative impact from foreign exchange. Sales
growth was primarily driven by an increase in sales of companion animal
and poultry products, particularly the BRAVECTO (fluralaner) line of
products that kill fleas and ticks in dogs and cats for up to 12 weeks.

Earlier this month, the company announced
that the U.S. Department of Agriculture approved a license for Nobivac
Canine Flu Bivalent vaccine, the first vaccine to aid in the control of
disease associated with both canine influenza virus H3N2 and canine
influenza virus H3N8.

Third-Quarter Expense, EPS and Related Information

The table below presents selected expense information.

                     
$ in millions     Acquisition-      
and
Divestiture- Certain
Related Restructuring Other

Non-

GAAP

Costs

(3)

Costs Items

GAAP

(1)

Third-Quarter 2016
Materials and production $3,409 $773 $36 $– $2,600
Marketing and administrative 2,393 36 1 2,356
Research and development 1,664 13 14 1,637
Restructuring costs 161 161
Other (income) expense, net 22 12 (6) 16
 
Third-Quarter 2015
Materials and production $3,761 $1,184 $70 $– $2,507
Marketing and administrative 2,472 26 17 2,429
Research and development 1,500 (71) 17 1,554
Restructuring costs 113 113
Other (income) expense, net   (170)   7     (283)   106

GAAP Expense, EPS and Related Information

On a GAAP basis, the gross margin was 67.6 percent for the third quarter
of 2016 compared to 62.7 percent for the third quarter of 2015. The
increase in gross margin for the third quarter of 2016 was primarily
driven by lower acquisition- and divestiture-related costs, which
negatively affected gross margin by 7.7 percentage points in the third
quarter of 2016 compared with 12.4 percentage points for the third
quarter of 2015. The increase in gross margin also reflects the
favorable effects of product mix.

Marketing and administrative expenses were $2.4 billion in the third
quarter of 2016, a 3 percent decrease compared to the third quarter of
2015. The decline primarily reflects lower selling and promotional
expenses as a result of prioritizing investments in key brands, the
favorable impact of foreign exchange and lower restructuring costs,
partially offset by higher acquisition- and divestiture-related costs.

Research and development (R&D) expenses were $1.7 billion in the third
quarter of 2016, an 11 percent increase compared to the third quarter of
2015. The increase primarily reflects higher clinical development
spending, as well as a reduction in the third quarter of 2015 of the
estimated fair value of liabilities for contingent consideration.

Other (income) expense, net, was $22 million of expense in the third
quarter of 2016 compared to $170 million of income in the third quarter
of 2015, reflecting a gain of $250 million in the third quarter of 2015
on the divestiture of certain migraine clinical development programs, as
well as lower foreign exchange losses in the third quarter of 2016.

GAAP EPS was $0.78 for the third quarter of 2016 compared with $0.64 for
the third quarter of 2015.

Non-GAAP Expense, EPS and Related Information

The non-GAAP gross margin was 75.3 percent for the third quarter of 2016
compared to 75.1 percent for the third quarter of 2015. The increase in
non-GAAP gross margin for the third quarter of 2016 reflects the
favorable impact of product mix.

Non-GAAP marketing and administrative expenses were $2.4 billion in the
third quarter of 2016, a 3 percent decline compared to the third quarter
of 2015. The decline reflects lower selling costs and promotional
spending as a result of prioritizing investments in key brands and the
favorable impact of foreign exchange.

Non-GAAP R&D expenses were $1.6 billion in the third quarter of 2016, a
5 percent increase compared to the third quarter of 2015. The increase
primarily reflects higher clinical development spending.

Non-GAAP EPS was $1.07 for the third quarter of 2016 compared with $0.96
for the third quarter of 2015.

Non-GAAP other (income) expense, net, was $16 million of expense in the
third quarter of 2016 compared to $106 million of expense in the third
quarter of 2015, reflecting lower foreign exchange losses.

A reconciliation of GAAP to non-GAAP net income and EPS is provided in
the table that follows. Year-to-date results can be found in the
attached tables.

     
$ in millions, except EPS amounts   Third Quarter
2016   2015
EPS
GAAP EPS $0.78 $0.64

Difference4

0.29 0.32

Non-GAAP EPS that excludes items listed below1

$1.07 $0.96
 
Net Income
GAAP net income2 $2,184 $1,826
Difference 805 894
Non-GAAP net income that excludes items listed below1,2 $2,989 $2,720
 
Decrease (Increase) in Net Income Due to Excluded Items:
Acquisition- and divestiture-related costs3 $834 $1,146
Restructuring costs 212 217
Gain on divestiture of certain migraine clinical development programs (250)
Other (6) (33)
Net decrease (increase) in income before taxes 1,040 1,080

Income tax (benefit) expense5

(235) (186)
Decrease (increase) in net income   $805   $894

Financial Outlook

Merck has narrowed and raised its full-year 2016 GAAP EPS to be between
$2.02 and $2.09. The company has narrowed and raised its full-year 2016
non-GAAP EPS to be between $3.71 to $3.78, including an approximately 1
percent negative impact from foreign exchange at mid-October exchange
rates. The non-GAAP range excludes acquisition- and divestiture-related
costs and costs related to restructuring programs.

Merck has narrowed and raised its full-year 2016 revenue range to be
between $39.7 billion and $40.2 billion, including an approximately 2
percent negative impact from foreign exchange at mid-October exchange
rates.

The following table summarizes the company’s 2016 financial guidance.

         
  GAAP   Non-GAAP
1
 
Revenue $39.7 to $40.2 billion $39.7 to $40.2 billion*
Marketing and administrative expenses Lower than 2015 Lower than 2015
R&D expenses Higher than 2015 Higher than 2015
Effective tax rate 26.0% to 27.0% 21.5% to 22.5%
EPS   $2.02 to $2.09   $3.71 to $3.78

*The company does not have any non-GAAP adjustments to revenue.

A reconciliation of anticipated 2016 GAAP EPS to non-GAAP EPS and the
items excluded from non-GAAP EPS are provided in the table below.

     

$ in millions, except EPS amounts

  Full-Year 2016
 
GAAP EPS $2.02 to $2.09
Difference4 1.69
Non-GAAP EPS that excludes items listed below1 $3.71 to $3.78
 
Acquisition- and divestiture-related costs $4,750
Restructuring costs 900
Net decrease (increase) in income before taxes 5,650
Estimated income tax (benefit) expense (955)
Decrease (increase) in net income   $4,695

The expected full-year 2016 GAAP effective tax rate of 26.0 to 27.0
percent reflects an unfavorable impact of approximately 4.5 percentage
points from the above items.

Total Employees

As of Sept. 30, 2016, Merck had approximately 68,000 employees worldwide.

Earnings Conference Call

Investors, journalists and the general public may access a live audio
webcast of the call today at 8:00 a.m. EDT on Merck’s website at http://investors.merck.com/investors/webcasts-and-presentations/default.aspx.
Institutional investors and analysts can participate in the call by
dialing (706) 758-9927 or (877) 381-5782 and using ID code number
87561377. Members of the media are invited to monitor the call by
dialing (706) 758-9928 or (800) 399-7917 and using ID code number
87561377. Journalists who wish to ask questions are requested to contact
a member of Merck’s Media Relations team at the conclusion of the call.

About Merck

For 125 years, Merck has been a global health care leader working to
help the world be well. Merck is known as MSD outside the United States
and Canada. Through our prescription medicines, vaccines, biologic
therapies and animal health products, we work with customers and operate
in more than 140 countries to deliver innovative health solutions. We
also demonstrate our commitment to increasing access to health care
through far-reaching policies, programs and partnerships. For more
information, visit www.merck.com
and connect with us on Twitter,
Facebook,
YouTube
and LinkedIn.
You can also follow our Twitter conversation at $MRK.

Forward-Looking Statement of Merck & Co., Inc., Kenilworth, N.J., USA

This news release of Merck & Co., Inc., Kenilworth, N.J., USA (the
“company”) includes “forward-looking statements” within the meaning of
the safe harbor provisions of the U.S. Private Securities Litigation
Reform Act of 1995. These statements are based upon the current beliefs
and expectations of the company’s management and are subject to
significant risks and uncertainties. There can be no guarantees with
respect to pipeline products that the products will receive the
necessary regulatory approvals or that they will prove to be
commercially successful. If underlying assumptions prove inaccurate or
risks or uncertainties materialize, actual results may differ materially
from those set forth in the forward-looking statements.

Risks and uncertainties include but are not limited to, general industry
conditions and competition; general economic factors, including interest
rate and currency exchange rate fluctuations; the impact of
pharmaceutical industry regulation and health care legislation in the
United States and internationally; global trends toward health care cost
containment; technological advances, new products and patents attained
by competitors; challenges inherent in new product development,
including obtaining regulatory approval; the company’s ability to
accurately predict future market conditions; manufacturing difficulties
or delays; financial instability of international economies and
sovereign risk; dependence on the effectiveness of the company’s patents
and other protections for innovative products; and the exposure to
litigation, including patent litigation, and/or regulatory actions.

The company undertakes no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future events or otherwise. Additional factors that could cause results
to differ materially from those described in the forward-looking
statements can be found in the company’s 2015 Annual Report on Form 10-K
and the company’s other filings with the Securities and Exchange
Commission (SEC) available at the SEC’s Internet site (www.sec.gov).

###

1 Merck is providing certain 2016 and 2015 non-GAAP
information that excludes certain items because of the nature of these
items and the impact they have on the analysis of underlying business
performance and trends. Management believes that providing this
information enhances investors’ understanding of the company’s
performance. Management uses these measures internally for planning and
forecasting purposes and to measure the performance of the company along
with other metrics. Senior management’s annual compensation is derived
in part using non-GAAP income and non-GAAP EPS. This information should
be considered in addition to, but not as a substitute for or superior
to, information prepared in accordance with GAAP. For a description of
the items, see Table 2a attached to this release.

2 Net income attributable to Merck & Co., Inc.

3 Includes expenses for the amortization of intangible assets
and purchase accounting adjustments to inventories recognized as a
result of acquisitions, intangible asset impairment charges and expense
or income related to changes in the estimated fair value measurement of
contingent consideration. Also includes integration, transaction and
certain other costs related to business acquisitions and divestitures.

4 Represents the difference between calculated GAAP EPS and
calculated non-GAAP EPS, which may be different than the amount
calculated by dividing the impact of the excluded items by the
weighted-average shares for the period.

5 Includes the estimated tax impact on the reconciling items.

 
MERCK & CO., INC.
CONSOLIDATED STATEMENT OF INCOME – GAAP
(AMOUNTS IN MILLIONS, EXCEPT PER SHARE FIGURES)
(UNAUDITED)
Table 1
                   
GAAP

 

GAAP

 

 

% Change

 

% Change

3Q16 3Q15

Sep YTD

Sep YTD

   

2016

 

2015

 
           
Sales $ 10,536 $ 10,073 5% $ 29,692 $ 29,283 1%
 
Costs, Expenses and Other
Materials and production (1) 3,409 3,761 -9% 10,559 11,084 -5%
Marketing and administrative (1) 2,393 2,472 -3% 7,169 7,698 -7%
Research and development (1) 1,664 1,500 11% 5,475 4,906 12%
Restructuring costs (2) 161 113 42% 386 386

Other (income) expense, net (1) (3)

22 (170 ) * 88 624 -86%
Income Before Taxes 2,887 2,397 20% 6,015 4,585 31%
Taxes on Income 699 566 1,487 1,108
Net Income 2,188 1,831 19% 4,528 3,477 30%
Less: Net Income Attributable to Noncontrolling Interests 4 5 13 12
Net Income Attributable to Merck & Co., Inc. $ 2,184 $ 1,826 20% $ 4,515 $ 3,465 30%
Earnings per Common Share Assuming Dilution $ 0.78     $ 0.64   22% $ 1.62     $ 1.22   33%
           
Average Shares Outstanding Assuming Dilution 2,786 2,836 2,791 2,850
Tax Rate (4)   24.2 %     23.6 %   24.7 %     24.2 %
 

* 100% or greater

(1) Amounts include the impact of acquisition and divestiture-related
costs, restructuring costs and certain other items. See accompanying
tables for details.

(2) Represents separation and other related costs associated with
restructuring activities under the company’s formal restructuring
programs.

(3) Other (income) expense, net in the first nine months of 2016
includes a $117 million gain related to the settlement of certain patent
litigation.  Other (income) expense, net in the third quarter and first
nine months of 2015 includes a $250 million gain on the sale of certain
migraine clinical development programs.  Other (income) expense, net in
the first nine months of 2015 also includes foreign exchange losses of
$715 million recorded in the second quarter to devalue the company’s net
monetary assets in Venezuela.

(4)  The effective income tax rate for the first nine months of 2015
reflects a net benefit of $370 million related to the settlement of
certain federal income tax issues, partially offset by the unfavorable
impact of non-tax deductible foreign exchange losses recorded in
connection with the devaluation of the company’s net monetary assets in
Venezuela.

                 
MERCK & CO., INC.
GAAP TO NON-GAAP RECONCILIATION
THIRD QUARTER 2016
(AMOUNTS IN MILLIONS, EXCEPT PER SHARE FIGURES)
(UNAUDITED)
Table 2a
           
Acquisition and
GAAP Divestiture- Restructuring Certain Other Adjustment Non-GAAP
 

Related Costs

(1)

Costs

(2)

Items Subtotal  
   
Materials and production $ 3,409 773 36 809 $ 2,600
Marketing and administrative 2,393 36 1 37 2,356
Research and development 1,664 13 14 27 1,637
Restructuring costs 161 161 161
Other (income) expense, net 22 12 (6 ) 6 16
Income Before Taxes 2,887 (834 ) (212 ) 6 (1,040 ) 3,927
Tax Provision (Benefit) 699 (189

)(3)

 

(47

)(3)

 

1

(3)

 

(235 ) 934
Net Income 2,188 (645 ) (165 ) 5 (805 ) 2,993
Net Income Attributable to Merck & Co., Inc. 2,184 (645 ) (165 ) 5 (805 ) 2,989
Earnings per Common Share Assuming Dilution $ 0.78   (0.23 ) (0.06 )

(0.29 ) $ 1.07  
   
Tax Rate   24.2 %   23.8 %
 

Only the line items that are affected by non-GAAP adjustments are shown.

Merck is providing non-GAAP information that excludes certain items
because of the nature of these items and the impact they have on the
analysis of underlying business performance and trends.  Management
believes that providing this information enhances investors’
understanding of the company’s performance.  Management uses this
information internally for planning and forecasting purposes and to
measure the performance of the company along with other metrics.  Senior
management’s annual compensation is derived in part using non-GAAP
income and non-GAAP EPS.  This information should be considered in
addition to, but not as a substitute for or superior to, information
prepared in accordance with GAAP.

(1) Amounts included in materials and production costs reflect expenses
for the amortization of intangible assets recognized as a result of
acquisitions. Amounts included in marketing and administrative expenses
reflect integration, transaction and certain other costs related to
business acquisitions, including severance costs which are not part of
the company’s formal restructuring programs, as well as transaction and
certain other costs related to divestitures. Amounts included in
research and development expenses primarily reflect expenses related to
an increase in the estimated fair value measurement of liabilities for
contingent consideration and in-process research and development
(“IPR&D”) impairment charges. Amount included in other (income) expense,
net represents a goodwill impairment charge related to a business within
the Healthcare Services segment.

(2) Amounts primarily include employee separation costs and accelerated
depreciation associated with facilities to be closed or divested related
to activities under the company’s formal restructuring programs.

(3) Represents the estimated tax impact on the reconciling items based
on applying the statutory rate of the originating territory of the
non-GAAP adjustments.

         
MERCK & CO., INC.
GAAP TO NON-GAAP RECONCILIATION
NINE MONTHS ENDED SEPTEMBER 30, 2016
(AMOUNTS IN MILLIONS, EXCEPT PER SHARE FIGURES)
(UNAUDITED)
Table 2b
           
Acquisition and
GAAP Divestiture- Restructuring Certain Other Adjustment Non-GAAP
 

Related Costs

(1)

Costs

(2)

Items Subtotal  
   
Materials and production $ 10,559 3,279 149 3,428 $ 7,131
Marketing and administrative 7,169 56 91 147 7,022
Research and development 5,475 255 133 388 5,087
Restructuring costs 386 386 386
Other (income) expense, net 88 12 (6 ) 6 82
Income Before Taxes 6,015 (3,602 ) (759 ) 6 (4,355 ) 10,370
Tax Provision (Benefit) 1,487 (633

)(3)

 

(169

)(3)

 

1

(3)

 

(801 ) 2,288
Net Income 4,528 (2,969 ) (590 ) 5 (3,554 ) 8,082
Net Income Attributable to Merck & Co., Inc. 4,515 (2,969 ) (590 ) 5 (3,554 ) 8,069
Earnings per Common Share Assuming Dilution $ 1.62   (1.06 ) (0.21 )

 

(1.27 ) $ 2.89  
   
Tax Rate   24.7 %   22.1 %
 

Only the line items that are affected by non-GAAP adjustments are shown.

Merck is providing non-GAAP information that excludes certain items
because of the nature of these items and the impact they have on the
analysis of underlying business performance and trends. Management
believes that providing this information enhances investors’
understanding of the company’s performance. Management uses this
information internally for planning and forecasting purposes and to
measure the performance of the company along with other metrics. Senior
management’s annual compensation is derived in part using non-GAAP
income and non-GAAP EPS. This information should be considered in
addition to, but not as a substitute for or superior to, information
prepared in accordance with GAAP.

(1) Amounts included in materials and production costs primarily reflect
$2.9 billion of expenses for the amortization of intangible assets
recognized as a result of acquisitions, as well as $347 million of
impairment charges on product intangibles. Amounts included in marketing
and administrative expenses reflect integration, transaction and certain
other costs related to business acquisitions, including severance costs
which are not part of the company’s formal restructuring programs, as
well as transaction and certain other costs related to divestitures.
Amounts included in research and development expenses reflect $225
million of in-process research and development (“IPR&D”) impairment
charges and $30 million of expenses to increase the estimated fair value
of liabilities for contingent consideration. Amount included in other
(income) expense, net represents a goodwill impairment charge related to
a business within the Healthcare Services segment.

(2) Amounts primarily include employee separation costs and accelerated
depreciation associated with facilities to be closed or divested related
to activities under the company’s formal restructuring programs.

(3) Represents the estimated tax impact on the reconciling items based
on applying the statutory rate of the originating territory of the
non-GAAP adjustments.

 
MERCK & CO., INC.
FRANCHISE / KEY PRODUCT SALES
(AMOUNTS IN MILLIONS)
Table 3
                       
     
2016 2015 % Change
1Q   2Q   3Q   Sep YTD 1Q   2Q   3Q   Sep YTD   4Q   FY 3Q   Sep YTD
TOTAL SALES

(1)
$ 9,312 $ 9,844 $ 10,536 $ 29,692 $ 9,425 $ 9,785 $ 10,073 $ 29,283 $ 10,215 $ 39,498 5 1
PHARMACEUTICAL 8,104 8,700 9,443 26,247 8,266 8,564 8,925 25,755 9,027 34,782 6 2
Primary Care and Women’s Health
Cardiovascular
Zetia 612 702 671 1,985 568 635 633 1,836 691 2,526 6 8
Vytorin 277 293 273 843 320 320 302 942 308 1,251 -10 -11
Diabetes
Januvia 906 1,064 1,006 2,976 884 1,044 1,014 2,942 921 3,863 -1 1
Janumet 506 569 548 1,624 509 554 562 1,625 526 2,151 -2 0
General Medicine & Women’s Health
NuvaRing 175 200 195 571 166 182 190 538 193 732 3 6
Implanon / Nexplanon 134 164 148 446 137 124 176 437 151 588 -16 2
Dulera 113 121 97 331 130 120 133 383 153 536 -27 -14
Follistim AQ 94 73 101 268 82 111 95 288 95 383 6 -7
Hospital and Specialty
Hepatitis
Zepatier 50 112 164 326
HIV
Isentress 340 338 372 1,050 385 375 377 1,137 374 1,511 -1 -8
Hospital Acute Care
Cubicin(2) 292 357 320 969 187 293 325 805 322 1,127 -2 20
Noxafil 145 143 147 434 111 117 132 360 128 487 11 21
Invanz 114 143 152 409 132 139 153 424 144 569 -1 -4
Cancidas 133 131 142 406 163 134 139 436 137 573 2 -7
Bridion 90 113 139 343 85 87 89 262 92 353 56 31
Primaxin 73 81 77 231 65 88 75 228 86 313 3 2
Immunology
Remicade 349 339 311 999 501 455 442 1,398 396 1,794 -30 -29
Simponi 188 199 193 581 158 169 178 505 185 690 8 15
Oncology
Keytruda 249 314 356 919 83 110 159 352 214 566 124 161
Emend 126 143 137 405 122 134 141 396 139 535 -3 2
Temodar 66 73 78 216 74 80 83 238 75 312 -6 -9
Diversified Brands
Respiratory
Singulair 237 229 239 705 245 212 201 658 273 931 19 7
Nasonex 229 101 94 425 289 215 121 625 231 858 -22 -32
Other
Cozaar / Hyzaar 126 132 131 389 185 189 150 524 143 667 -12 -26
Arcoxia 111 117 114 342 123 115 123 361 110 471 -7 -5
Fosamax 75 73 68 217 94 96 86 277 82 359 -21 -22
Zocor 46 50 54 150 49 63 56 168 49 217 -3 -11
Vaccines
Gardasil / Gardasil 9 378 393 860 1,631 359 427 625 1,410 497 1,908 38 16
ProQuad / M-M-R II / Varivax 357 383 496 1,236 348 358 390 1,096 409 1,505 27 13
RotaTeq 188 130 171 489 192 89 160 441 169 610 7 11
Zostavax 125 149 190 464 175 149 179 503 246 749 6 -8
Pneumovax 23 107 120 175 403 110 106 138 354 188 542 27 14
Other Pharmaceutical

(3)
1,093 1,151 1,224 3,464 1,235 1,274 1,298 3,806 1,300 5,105 -8 -11
 
ANIMAL HEALTH

(4)
829 900 865 2,594 831 842 827 2,499 832 3,331 5 4
 
Other Revenues

(4)(5)
  379     244     228     851   328     379     321     1,029     356     1,385 -29   -17
 

Sum of quarterly amounts may not equal year-to-date amounts due to
rounding.

(1) Only select products are shown.

(2) First quarter of 2015 reflects approximately two months of sales
following the acquisition of Cubist Pharmaceuticals, Inc. by Merck on
January 21, 2015.

(3) Includes Pharmaceutical products not individually shown above. Other
Vaccines sales included in Other Pharmaceutical were $103 million, $91
million and $135 million for the first, second and third quarters of
2016, respectively. Other Vaccines sales included in Other
Pharmaceutical were $78 million, $76 million, $99 million and $148
million for the first, second, third and fourth quarters of 2015,
respectively.

(4) Amounts reflect a reclassification of certain revenues between
Animal Health and Other Revenues.

(5) Other revenues are comprised primarily of alliance revenue,
third-party manufacturing sales and miscellaneous corporate revenues,
including revenue hedging activities.



Merck
Media:
Lainie Keller, 908-236-5036
or
Investors:
Teri Loxam, 908-740-1986
Amy Klug, 908-740-1898

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