headache-1540220

Selling off Noden

PDL BioPharma 25 August 2020 Update
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PDL BioPharma

Selling off Noden

Financial update

Pharma & biotech

25 August 2020

Price

US$3.36

Market cap

US$383m

Net cash ($m) at 30 June 2020

110.5

Shares in issue

114.0m

Free float

89.5%

Code

PDLI

Primary exchange

NASDAQ

Secondary exchange

N/A

Share price performance

%

1m

3m

12m

Abs

13.9

1.5

67.5

Rel (local)

6.7

(12.6)

39.0

52-week high/low

US$3.64

US$1.73

Business description

As of December 2019, PDL BioPharma has ceased to make additional strategic transactions and investments and is pursuing a formal process to unlock the value of its portfolio by monetizing its assets and ultimately distributing net proceeds to shareholders.

Next events

Potential LENSAR spin-off

2020/21

Sale of additional royalty assets

2020/21

Analysts

Maxim Jacobs

+1 646 653 7027

Nathaniel Calloway

+1 646 653 7036

Wiktoria O’Hare

+1 646 653 7028

PDL BioPharma is a research client of Edison Investment Research Limited

PDL BioPharma recently announced an agreement to divest its Noden subsidiary to Stanley Capital for up to $48.25m in cash. $12m is due at deal closure (currently expected in mid-August), with an additional $33m to be paid in quarterly instalments from 2021–23. There could potentially be two contingent payments of $3.25m in total. PDL has also announced that its LENSAR subsidiary has confidentially filed with the Securities and Exchange Commission (SEC) for a potential spin-off, which may occur as early as late September, although it is still seeking a strategic transaction.

Year end

Revenue ($m)

PBT*
($m)

EPS*
($)

DPS
($)

P/E
(x)

Yield
(%)

12/18

32.0

(30.4)

(0.16)

0.0

7.9

N/A

12/19

30.7

(44.6)

(0.44)

0.0

N/A

N/A

12/20e

23.1

(41.0)

(0.22)

0.0

N/A

N/A

12/21e

32.6

(36.1)

(0.32)

0.0

N/A

N/A

Note: *PBT and EPS are normalised, excluding amortization of acquired intangibles, exceptional items and share-based payments. Note that FY18 and FY19 were restated.

Noden going to private equity

PDL is divesting its Noden subsidiary to Stanley Capital, a private equity firm that focuses on healthcare, technology and sustainability. PDL expects to receive $12m at deal closure, and an additional $33m in equal quarterly installments beginning in January 2021 and continuing through October 2023. There may also be two contingent payments totaling $3.25m, although the conditions for those payments have not been disclosed.

LENSAR sales down 31% in Q220

The LENSAR femtosecond cataract laser business had product revenue of $5.1m in Q220, down 31% compared to Q219 due to the COVID-19 pandemic. April had been the weakest month of the quarter in the US, although by June monthly revenue was within 14–18% of pre-COVID-19 (January/February) levels.

Spin-off of LENSAR possible in coming months

The company announced that LENSAR confidentially submitted a registration statement with the SEC related to a potential spin-off. Timing is uncertain, but management would like to avoid any market turbulence related to the US presidential election. If the spin-off does not occur in the late-September to mid-October timeframe, it may need to wait until 2021. Additionally, the company is still seeking a strategic transaction for LENSAR.

Valuation: $506m or $4.44 per share

We have increased our valuation of PDL from $496m or $4.26 per basic share to $506m or $4.44 per share. The increase was mainly due to the terms of the Noden sale, LENSAR business improvement and the Wellstat Diagnostics settlement. This was partially offset by the decrease in value of the AcelRx and Viscogliosi Brothers (VB) assets as well as lower net cash. The number of shares outstanding also declined, improving the value per share.

Q2 results

PDL reported revenues from continuing operations of $5.2m. This is down significantly from historically reported numbers as the company has recategorized how it reports results. The vast majority of its assets (such as Noden and the royalty assets) are now classified as assets held for sale and counted as discontinued operations. Reported revenues now consist almost entirely of the results for LENSAR. LENSAR sales were down 31% compared to last year as COVID-19 had a major impact on the volume of cataract surgery. April had been the weakest month of the quarter in the US, although by June monthly revenue was approaching pre-COVID-19 levels.

Noden revenue was $8.2m, down 22% compared to Q219, mainly due to generic competition in the US. PDL also recorded an additional $16.8m loss in the quarter due to a reduction in the estimated fair value of the Noden entity following negotiations for its sale.

Royalty assets provided negative $16.3m in implied revenue due to $27.8m in reductions in estimated fair value across assets. Approximately half of this fair value reduction was due to AcelRx, which announced in Q220 that the marketer of Zalviso, Grϋnenthal, terminated the license agreement. This led to a $13.2m reduction in the estimated fair value of that asset (effectively the entirety of the value). A further $9.4m reduction in fair value measurement came from the VB asset, as informed by bids received during the monetization process.

Additionally, the company announced on 12 August that it has settled litigation related to Wellstat Diagnostics. As a reminder, the Wellstat Diagnostics notes have been carried on the PDL balance sheet with a value of $51.4m. Under the terms of the agreement, PDL is to be paid $7.5m upfront, and this payment has been made. The remainder of the payments may be paid in two different methods. They can either be split up with $5m paid by 10 February 2021 and $55m by 26 July 2021 ($67.5m total including the upfront) or paid as a lump sum of $67.5m by 26 July 2021 ($75m total including the upfront). If payment is not made, Wellstat will be liable for $92.5m with credit for any additional payments made.

Valuation

We have increased our valuation of PDL from $496m or $4.26 per basic share to $506m or $4.44 per share. The increase was mainly due to the terms of the Noden sale, LENSAR business improvement and the Wellstat Diagnostics settlement. For Noden, we are no longer discounting the operating cash flows of the subsidiary, but are instead valuing it based on the payments that PDL expects to receive from Stanley Capital. Although the Stanley Capital agreement stipulates up to $48.25m in payments, we are currently valuing Noden at $35.8m, based on discounting the announced upcoming payments through 2023, excluding the value of the contingency payments of $3.25m (as PDL has not disclosed what the contingency payments depend on).

For LENSAR, we had expected a much weaker Q2 and, while April was extremely weak, there has been a substantial recovery over the rest of the quarter, with June revenues returning to within 14–18% of January/February levels. With the Wellstat Diagnostics settlement we added the upfront payment of $7.5m to a discounted value for the future payments, which we assume to be $60m, the lesser of the choices. We now include a value of $62.1m for the Wellstat Diagnostics asset (from the $50.2m previously assumed value).

These changes were partially offset by the decrease in value of the AcelRx and VB assets, due to substantial downward fair value adjustments by the company, as well as lower net cash. The number of shares outstanding also declined, improving the value per share. We will revise our model further as the company progresses through the monetization process.

Exhibit 1: PDL valuation table

Royalty/Note

Type

Expiration year

PDL balance sheet carrying value ($m)

NPV
($m)

Assertio (formerly Depomed)

Royalty on Glumetza and other products

2024

$212.2

$216.3

VB

Royalty on Spine Implant

Undisclosed

$4.4

$4.0

University of Michigan

Royalty on Cerdelga

2022

$17.5

$10.6

Wellstat

Note (impaired)

Unknown

$50.2

$62.1

Hyperion

Note (impaired)

Unknown

$1.2

$1.2

LENSAR

Equity

N/A

$64.4

AcelRx

Royalty on Zalviso

2027

$0.0

$0.0

CareView

Note (impaired)

2022

$0.7

$0.7

Noden

Equity

N/A

N/A

$35.8

Kybella

Royalty

Unknown

$0.2

$0.4

Total

 

 

 

$395

Net cash (Q220 including cash attached to assets held for sale) ($m)

$110.5

Total firm value ($m)

$506

Total basic shares (m)

114.0

Value per basic share ($)

$4.44

Total options (m)

0.0

Total number of shares (m)

114.0

Diluted value per share ($)

$4.44

Source: Edison Investment Research

Financials

Following Q2 results, we have increased our 2020 revenue estimate from $11.7m to $23.1m as quarterly LENSAR sales were not affected as heavily as expected by COVID-19. We are maintaining our 2021 estimate of $32.6m. We have also substantially lowered our SG&A estimates by $10.0m for 2020 and $10.4m for 2021 due to company cost controls.

PDL reported gross cash of $105.4m at the end of Q220, although importantly that does not include $19.9m in cash associated with assets held for sale (hence reported gross cash would have been $125.3m if the company was not going through the monetization process). During Q2, the company repurchased $20.1m in stock. It currently has $14.8m in debt ($13.8m in principal due in December 2021 and $1.0m in principal due in December 2024), which it is carrying at $13.5m as there is a $1.3m unamortized discount of the liability component. We continue to believe PDL has enough capital to execute on its business plans.

Exhibit 2: Financial summary

$000s

2018

2019

2020e

2021e

Year end 31 December

US GAAP

US GAAP

US GAAP

US GAAP

PROFIT & LOSS

Revenue

 

 

32,028

30,706

23,098

32,550

Cost of Sales

(13,555)

(17,276)

(10,256)

(13,020)

Gross Profit

18,473

13,430

12,842

19,530

General & Administrative

(40,041)

(45,345)

(47,317)

(49,209)

EBITDA

 

 

(24,327)

(39,265)

(40,770)

(35,975)

Operating Profit (before amort. and except.)

 

 

(24,327)

(39,265)

(40,770)

(35,975)

Intangible Amortization

(1,294)

(1,290)

(1,307)

(1,307)

Other

0

0

0

0

Exceptionals

(8,569)

(10,768)

(22,313)

0

Operating Profit

(34,190)

(51,323)

(64,390)

(37,282)

Net Interest

(6,092)

(5,374)

(204)

(146)

Other

764

31,448

(14,403)

0

Profit Before Tax (norm)

 

 

(30,419)

(44,639)

(40,974)

(36,120)

Profit Before Tax (FRS 3)

 

 

(39,518)

(25,249)

(78,997)

(37,427)

Tax

6,753

1,021

15,550

0

Deferred tax

(0)

(0)

(0)

(0)

Profit After Tax (norm)

(23,666)

(43,618)

(25,424)

(36,120)

Profit After Tax (FRS 3)

(32,765)

(24,228)

(63,447)

(37,427)

Minority interest

0

280

645

0

Profit After Tax less Minority Interest (FRS 3)

(32,765)

(23,948)

(62,802)

(37,427)

Average Number of Shares Outstanding (m)

145.7

118.6

116.7

114.0

EPS - normalised ($)

 

 

(0.16)

(0.44)

(0.22)

(0.32)

EPS - FRS 3 ($)

 

 

(0.22)

(0.20)

(0.54)

(0.33)

Dividend per share (c)

0.00

0.00

0.00

0.00

Gross Margin (%)

57.7

43.7

55.6

60.0

EBITDA Margin (%)

-76.0

-127.9

-176.5

-110.5

Operating Margin (before GW and except.) (%)

-76.0

-127.9

-176.5

-110.5

BALANCE SHEET

Fixed Assets

 

 

448,291

403,311

25,392

25,718

Intangible Assets

13,700

13,186

12,550

12,550

Tangible Assets

3,705

2,560

3,323

3,649

Royalty rights

0

0

0

0

Other

430,886

387,565

9,519

9,519

Current Assets

 

 

517,217

313,895

497,195

460,098

Stocks

0

0

0

0

Debtors

4,774

6,559

6,154

6,154

Cash

365,680

168,982

109,205

119,212

Other

146,763

138,354

381,836

334,731

Current Liabilities

 

 

(52,469)

(45,693)

(36,235)

(36,235)

Creditors

(2,529)

(2,675)

(3,524)

(3,524)

Short term borrowings

0

0

0

0

Other

(49,940)

(43,018)

(32,711)

(32,711)

Long Term Liabilities

 

 

(183,260)

(78,235)

(64,420)

(64,420)

Long term borrowings

(124,644)

(27,250)

(13,507)

(13,507)

Other long term liabilities

(58,616)

(50,985)

(50,913)

(50,913)

Net Assets

 

 

729,779

593,278

421,932

385,160

Minority Interests

0

0

0

0

Shareholder equity

 

 

729,779

593,278

421,932

385,160

CASH FLOW

Operating Cash Flow

 

 

(13,425)

(32,444)

(50,834)

(37,427)

Net Interest

0

0

0

0

Tax

0

0

0

0

Capex

(1,117)

(2,463)

(519)

(326)

Acquisitions/disposals

366

0

0

0

Financing

0

0

0

0

Dividends

(48)

0

0

0

Other

7,995

(63,917)

5,827

47,760

Net Cash Flow

(6,229)

(98,824)

(45,526)

10,007

Opening net debt/(cash)

 

 

(283,785)

(241,036)

(141,732)

(95,698)

HP finance leases initiated

0

0

0

0

Exchange rate movements

0

0

0

0

Other

(36,520)

(480)

(508)

(0)

Closing net debt/(cash)

 

 

(241,036)

(141,732)

(95,698)

(105,706)

Source: company reports, Edison Investment Research. Note that the company restated FY18 and FY19 in June to account for assets held for sale and discontinued operations.

General disclaimer and copyright

This report has been commissioned by PDL BioPharma and prepared and issued by Edison, in consideration of a fee payable by PDL BioPharma. Edison Investment Research standard fees are £49,500 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the research department of Edison at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

Exclusion of Liability: To the fullest extent allowed by law, Edison shall not be liable for any direct, indirect or consequential losses, loss of profits, damages, costs or expenses incurred or suffered by you arising out or in connection with the access to, use of or reliance on any information contained on this note.

No personalised advice: The information that we provide should not be construed in any manner whatsoever as, personalised advice. Also, the information provided by us should not be construed by any subscriber or prospective subscriber as Edison’s solicitation to effect, or attempt to effect, any transaction in a security. The securities described in the report may not be eligible for sale in all jurisdictions or to certain categories of investors.

Investment in securities mentioned: Edison has a restrictive policy relating to personal dealing and conflicts of interest. Edison Group does not conduct any investment business and, accordingly, does not itself hold any positions in the securities mentioned in this report. However, the respective directors, officers, employees and contractors of Edison may have a position in any or related securities mentioned in this report, subject to Edison's policies on personal dealing and conflicts of interest.

Copyright: Copyright 2020 Edison Investment Research Limited (Edison).

Australia

Edison Investment Research Pty Ltd (Edison AU) is the Australian subsidiary of Edison. Edison AU is a Corporate Authorised Representative (1252501) of Crown Wealth Group Pty Ltd who holds an Australian Financial Services Licence (Number: 494274). This research is issued in Australia by Edison AU and any access to it, is intended only for "wholesale clients" within the meaning of the Corporations Act 2001 of Australia. Any advice given by Edison AU is general advice only and does not take into account your personal circumstances, needs or objectives. You should, before acting on this advice, consider the appropriateness of the advice, having regard to your objectives, financial situation and needs. If our advice relates to the acquisition, or possible acquisition, of a particular financial product you should read any relevant Product Disclosure Statement or like instrument.

New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

This document is prepared and provided by Edison for information purposes only and should not be construed as an offer or solicitation for investment in any securities mentioned or in the topic of this document. A marketing communication under FCA Rules, this document has not been prepared in accordance with the legal requirements designed to promote the independence of investment research and is not subject to any prohibition on dealing ahead of the dissemination of investment research.

This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document.

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

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London, WC1V 7EE

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1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

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Level 4, Office 1205

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General disclaimer and copyright

This report has been commissioned by PDL BioPharma and prepared and issued by Edison, in consideration of a fee payable by PDL BioPharma. Edison Investment Research standard fees are £49,500 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the research department of Edison at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

Exclusion of Liability: To the fullest extent allowed by law, Edison shall not be liable for any direct, indirect or consequential losses, loss of profits, damages, costs or expenses incurred or suffered by you arising out or in connection with the access to, use of or reliance on any information contained on this note.

No personalised advice: The information that we provide should not be construed in any manner whatsoever as, personalised advice. Also, the information provided by us should not be construed by any subscriber or prospective subscriber as Edison’s solicitation to effect, or attempt to effect, any transaction in a security. The securities described in the report may not be eligible for sale in all jurisdictions or to certain categories of investors.

Investment in securities mentioned: Edison has a restrictive policy relating to personal dealing and conflicts of interest. Edison Group does not conduct any investment business and, accordingly, does not itself hold any positions in the securities mentioned in this report. However, the respective directors, officers, employees and contractors of Edison may have a position in any or related securities mentioned in this report, subject to Edison's policies on personal dealing and conflicts of interest.

Copyright: Copyright 2020 Edison Investment Research Limited (Edison).

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Edison Investment Research Pty Ltd (Edison AU) is the Australian subsidiary of Edison. Edison AU is a Corporate Authorised Representative (1252501) of Crown Wealth Group Pty Ltd who holds an Australian Financial Services Licence (Number: 494274). This research is issued in Australia by Edison AU and any access to it, is intended only for "wholesale clients" within the meaning of the Corporations Act 2001 of Australia. Any advice given by Edison AU is general advice only and does not take into account your personal circumstances, needs or objectives. You should, before acting on this advice, consider the appropriateness of the advice, having regard to your objectives, financial situation and needs. If our advice relates to the acquisition, or possible acquisition, of a particular financial product you should read any relevant Product Disclosure Statement or like instrument.

New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

This document is prepared and provided by Edison for information purposes only and should not be construed as an offer or solicitation for investment in any securities mentioned or in the topic of this document. A marketing communication under FCA Rules, this document has not been prepared in accordance with the legal requirements designed to promote the independence of investment research and is not subject to any prohibition on dealing ahead of the dissemination of investment research.

This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document.

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

United States

Edison relies upon the "publishers' exclusion" from the definition of investment adviser under Section 202(a)(11) of the Investment Advisers Act of 1940 and corresponding state securities laws. This report is a bona fide publication of general and regular circulation offering impersonal investment-related advice, not tailored to a specific investment portfolio or the needs of current and/or prospective subscribers. As such, Edison does not offer or provide personal advice and the research provided is for informational purposes only. No mention of a particular security in this report constitutes a recommendation to buy, sell or hold that or any security, or that any particular security, portfolio of securities, transaction or investment strategy is suitable for any specific person.

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

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