RESULTS MATTER
2 013 A N N U A L R E P O RT
Allergan is a company that consistently delivers solid results. Financially, we have achieved
mid-teens sales growth on a compounded annual basis over the past 15 years, with strong
year-over-year earnings growth as well. Commercially, we have benefited from a broad
and balanced portfolio of products that are market leaders in several important and growing
categories. And scientifically, we continue to deliver on our promising pipeline. These are
significant results, and they matter. They demonstrate Allergan’s winning formula for achieving
consistent growth despite a challenging business and health care environment. They illustrate
the value of rooting our success in strong and durable relationships with our customers.
And they point to a promising future. Results matter to the many people who have a stake
in Allergan – our customers, patients, investors, employees and partners. That is why we will
stay focused on delivering strong results: day after day, quarter after quarter, year after year.
Table of Contents
Letter To Our Investors
Eye Care
Facial Aesthetics
Pipeline
Emerging Markets
2013 Accolades
1
6
8
10
12
14
Financial Summary
Reconciliation of Non-GAAP Adjustments
Board of Directors
Executive Committee
Corporate Overview and Stockholders’ Information
16
18
20
22
24
To Our Investors
RESULTS THAT MATTER
In 2013, we were once again able to deliver strong results, in line with our long term aspirations of growing revenues in local currencies
in excess of 10% per annum and growing adjusted Earnings per Share around the mid teens. In fact, we reported strong 12.4% revenue
growth in local currencies and 11.7% growth in U.S. Dollars. Adjusted non-GAAP Diluted Earnings per Share increased 18.1% in 2013
over 2012, after we continued to invest into the long term drivers of success, namely Research & Development (R&D), where we increased
our investment to $1,034.7 million, an increase of 13.1%, all on a non-GAAP basis.1 We were encouraged by the acceleration of
revenue growth in the second half of the year as the company benefited from many product approvals since 2010 from the U.S. Food
& Drug Administration (FDA) and the commensurate regulatory agencies around the world; and furthermore, from a strengthening of
many major economies, buoyant market conditions, as well as from market share gains in most of our product categories. In general,
we observed weakening competition from the principal players in our markets, as they adjusted to imperatives under new ownership,
focused on improving short term financial performance or made cutbacks after losing patent exclusivities. In ophthalmology, Merck & Co,
a key competitor for decades, announced their exit by divesting their products in the U.S. to another company.
Our operating performance throughout 2013 was strong. In fact, this performance got progressively stronger during the year driven
by a broad array of products across virtually all of our regions. We reported a record adjusted non-GAAP gross margin at 87.3%,
an increase of 80 basis points from 2012, as we benefited from decreased royalty payments to third parties and a decrease in the
manufacturing cost of goods by 0.3%, as a percentage of product net sales. In fact, as a testament to our long term investment in R&D
and the creation of intellectual property, for the first time in 2013 our royalty payments were exceeded by royalties received, principally
from Senju and GlaxoSmithKline in Japan and from Alcon regarding our out-license of certain brimonidine glaucoma technology.
Reduction in cost of goods was the result of leveraging the small number of highly capitalized pharmaceutical and medical plants in
our global network with rising volumes, high capacity utilization and targeted investments in automation and efficiency. In addition,
we generated a record of just over $1.5 billion in free cash flow, which has provided us considerable balance sheet strength for
making potential acquisitions and in-licensing technology to further drive the prospects for long term growth of the company. In the last
15 months we acquired SkinMedica for approximately $350 million and MAP Pharmaceuticals (MAP) for approximately $870 million.
The SkinMedica acquisition brought us the leading position in the fast growing U.S. physician dispensed category 2 and an ability to
expand our already very broad offering of medical aesthetics products; the MAP acquisition brought us LEVADEX®, a self-administered
breath activated orally inhaled dihydroergotamine product, currently under review by the FDA, for the acute treatment of migraine.
This is a complementary product to BOTOX® (onabotulinumtoxinA) for chronic migraine. Whilst the product indications are distinct, there
is a considerable overlap in the physician groups treating migraine patients. Given the pressures facing the worldwide pharmaceutical
and medical device industries, we are pleased with the earnings results achieved after absorbing considerable mandated taxes and
fees. As our contribution to the costs of healthcare reform in the U.S., Allergan paid approximately $130 million to the U.S. Government
in terms of increased rebates, fees and taxes including the Medical Device tax, an increase of approximately $30 million from 2012.
1
2
The adjusted amounts represent certain non-GAAP financial measures. For a reconciliation of these non-GAAP financial measures to GAAP financial measures, please refer to pages 18 and 19 of this Annual Report.
Physician-Dispensed Topicals: Ongoing Product Innovation, Medical Insight, Inc., July 2013
Worldwide Sales – Broad and Balanced Portfolio
FY 2013 – $6.2 Billion 1 (+12%)*
Global Reach
Balanced Revenue Growth Across All Operating Regions
(in billions of dollars)
~62% Reimbursed vs. ~38% Cash Pay
4 YR CAGR
$6.2*
Ophthalmics 47%
+10%
North America
Europe, Africa &
Middle East
Asia Pacific
Latin America
(Reimbursed 39%, Cash 8%)
$5.5*
BOTOX® Therapeutic 17%
$5.1*
(Reimbursed 17%)
$4.6*
$4.2*
+9%
BOTOX® Cosmetic 15%
(Cash 15%)
Facial Aesthetics 8%
(Cash 8%)
+11%
Breast Aesthetics 6%
(Reimbursed 1%, Cash 5%)
LATISSE® 2%
+19%
(Cash 2%)
+11%
Skin Care 5%
(Reimbursed 5%)
1
Excludes Obesity Intervention product net sales
* Growth in Local Currency
09
10
11
12
* Excludes Obesity Intervention product net sales in all periods
13
1
SOME CHALLENGES IN 2013
Of course, the year was not without some challenges. As a company focused on delivering long term revenue growth, we regularly
and objectively review where we should focus our financial and managerial resources. In spite of the clear need to address obesity
worldwide, sales of our obesity intervention products were recently in decline, principally due to patients experiencing barriers to
access in terms of coverage by their healthcare plans, to patient co-pays and, in addition, to recent surgeon adoption of an alternative
bariatric procedure. Having declared the LAP-BAND® System and ORBERA® gastric balloon, the latter sold outside the United
States, as a discontinued business in early 2013, we were pleased that we were able to divest this product line in December to
Apollo Endosurgery. This divestiture will enable us to concentrate our management resources on the many growth products in our
businesses. Strategically, we have no interest in maintaining product lines with declining sales growth in our portfolio.
Although we have been highly successful in securing product approvals, with no less than 11 such FDA approvals since the
beginning of 2010, the R&D process in pharmaceuticals and medical devices abounds with technical and scientific challenges.
We experienced some of these, resulting in delays in 2013. Regarding LEVADEX®, which we had acquired from MAP, we received
input from the FDA regarding the manufacturing process and required additional data from additional production lots. In order to fully
satisfy the FDA’s demands and to control quality standards, we acquired MAP’s third-party canister filling supplier in early 2013.
Our response to the FDA’s complete response letter was filed in December 2013 and we expect to receive FDA approval for the
product in the second quarter of 2014.
Subsequent to our in-license of DARPin® technology, for the treatment of macular degeneration, from Molecular Partners in Zurich
in 2012, we conducted our initial clinical trial that could have provided data to allow us to advance directly into phase 3 trials,
demonstrate longer duration compared to existing products, and allow us to decrease overall development time. Unfortunately, we did
not have the results to support going directly into phase 3 and decided to adopt a new clinical protocol that is similar to those used by
earlier competitive products, which has led to a one to two year delay in the program. We remain excited, however, by the promise of
this technology to bring a differentiated, superior product to market to lessen the burden of this disease for patients.
Finally, investors experienced some concerns regarding Allergan’s ability to defend its patents regarding RESTASIS® (cyclosporine
ophthalmic emulsion) 0.05% for therapeutic chronic dry eye and LUMIGAN® 0.01% for glaucoma. In early 2014, a U.S. District Court
in Texas ruled that all five of the LUMIGAN® 0.01% patents in suit are valid and infringed, and enjoined the generics from launching their
products until the patents expire, the last of which expires in 2027. Several generic companies have filed appeals to the U.S. Court
of Appeals but would need to convince the Court to invalidate or find non-infringement of all five patents to be successful. Regarding
RESTASIS®, we believe it will remain the only product approved by FDA and several regulatory agencies abroad for therapeutic chronic
dry eye for some length of time. The clinical requirements were onerous for Allergan and we too did not receive approval upon our first
Ability to Leverage SG&A
Non-GAAP SG&A as a Percentage of Sales1
1
18%
09
10
11
12
13
09
10
11
39.1
14%
39.2
12%
40.0
14%
40.5
8%
41.1
$ 4.04
$ 3.55
$ 3.16
$ 4.77
Mid Teens EPS Growth Aspiration
Non-GAAP Diluted Earnings Per Share1
$ 2.78
2
Regarding bimatoprost scalp, the same active pharmaceutical ingredient (API) in LATISSE® (bimatoprost ophthalmic solution) 0.03%,
approved for the growth of eyelashes, the results of our phase 2 trial for male and female scalp hair loss were insufficient to proceed to
phase 3. As the formulation was well tolerated, a decision was made to conduct an additional phase 2 trial with a higher concentration
of API from the previous phase 2. Male patients with androgenic alopecia have been enrolling in this trial, and we expect the trial to
complete by mid-year 2015.
12
13
The adjusted amounts represent certain non-GAAP financial measures. For a reconciliation of these non-GAAP financial measures to GAAP financial measures, please refer to pages 18 and 19 of this Annual Report. 2009 and 2010 include the obesity intervention business.
David E.I. Pyott, CBE, Chairman of the Board & Chief Executive Officer
3
submission to FDA. Several other programs from other companies have suffered similar issues. Given the value of RESTASIS® with
sales approaching $1 billion in the U.S. alone, it is not so surprising that the Office of Generics Drugs at FDA issued a draft guidance
for public comment on how generic companies could present a clinical package to secure approval for a generic of RESTASIS®.
Given earlier comments by officials both in the Review Division, the group responsible for approving new drugs, as well as by others
in the Generics Division, it was however surprising that this Draft Guidance established a pathway based solely on in vitro assays. In
addition to Allergan, 22 medical societies, patient groups and consumer groups submitted comments, all raising concerns about public
health and safety if generics were to be approved of our complex “oil in water” emulsion formulation. Given the key importance of our
formulation, method of use and manufacturing process in ophthalmic pharmaceuticals, Allergan was able to secure four new patents,
originally filed in the early 2000’s at the U.S. Patent Office, and listed in the Orange Book in January and February 2014. We have
also filed a Citizen’s Petition with the Generics Division of the FDA. All of this provides us several legal avenues to vigorously defend
RESTASIS®. Whilst Watson Pharmaceuticals (Actavis) notified us that they submitted a generic RESTASIS® filing with FDA, they also
admitted the agency refused to receive that submission for filing. The status of any generic filings is currently unclear but the situation may
become more clear by the middle of 2014, and we are confident that we have taken all of the appropriate steps to protect our therapeutic
dry eye franchise.
POWER AND SUSTAINABILITY OF GROWING MARKETS
Notwithstanding these challenges, Allergan remains in an extremely strong and enviable position. We are the No. 1 or No. 2 player in
each of our therapeutic areas with our markets enjoying strong growth and continuing growth potential 3 as we address the therapeutic
needs of an aging world population that, aesthetically, would also like to maintain a youthful appearance. These market positions,
combined with our presence in all continents of the world and considerable investment in R&D, makes us an ideal partner or natural
purchaser for companies with technology assets in our fields. Our long term track record has demonstrated our ability to not only invent
products internally, but also to shepherd externally acquired technologies through the processes of clinical development, approval by
regulatory agencies and to successful reimbursement and adoption in the marketplace.
BALANCED GROWTH ACROSS SPECIALTIES AND GEOGRAPHIES
A strong company built to last demonstrates strong growth across countries as well as product lines, and this was the case for
Allergan in 2013. Most of our operating regions, namely North America pharmaceuticals; the U.S. Medical Aesthetics business unit;
3
Mixture of public information (earnings releases, earnings calls, 10Ks, 10Qs), AGN internal data, syndicated marketing research reports, analyst reports, Internet searches, competitive intelligence, market trackers, etc. for U.S. Dollar sales at actual rates for four quarters
ending September 2013.
Europe, Africa, and Middle East; and Asia Pacific, all enjoyed double digit sales growth in local currencies. The only exception was
Latin America, where we made the strategic decision to lower inventories of breast aesthetics products in Mexico and Columbia in
advance of terminating our distributor arrangements and going direct in January 2014, and we were additionally held back by the lack
of foreign exchange for imports in Venezuela.
BOTOX® sales continued their trajectory of double digit growth in 2013, increasing by 13.2% in local currencies and 12.2% in U.S.
Dollars to almost $2 billion. With recent approvals by FDA and many global regulatory agencies, for chronic migraine and two urological
conditions: neurogenic overactive, or spastic bladder and idiopathic overactive bladder, or severe incontinence, therapeutic sales of
BOTOX® further accelerated, growing 16% in local currencies. In the U.S., BOTOX® now has eight approved therapeutic indications
along with the well-known aesthetic indications for BOTOX® Cosmetic (onabotulinumtoxinA) for moderate to severe glabellar lines and
a newly approved indication for moderate to severe lateral canthal lines, or crow’s feet lines. Worldwide, BOTOX® enjoys more than 27
different approved indications across approximately 88 countries. Aesthetic global sales accounted for approximately 46% of BOTOX®
global sales and increased by 10% in local currencies. Our other consumer-facing franchises also performed well in 2013, even in
economically challenged markets such as in Southern Europe. Dermal fillers sales were propelled by the introduction of the unique
and technologically advanced VYCROSS® lines – made up of JUVÉDERM VOLUMA® XC to correct age-related volume loss in the
cheek area, VOLBELLA® for lip augmentation, and VOLIFT® for nasolabial folds. FDA approved the first of these products, JUVÉDERM
VOLUMA® XC at the end of 2013. Physicians and their patients appreciate the softness and duration of these products everywhere
where they have been introduced, leading to an upswing in market growth and market share gains for Allergan. In breast aesthetics,
sales growth at only 0.2% in U.S. Dollars was on the surface low but was affected by the one time surge in growth in Europe in 2012
as patients chose Allergan’s NATRELLE® high quality products for revision surgery upon explantation of silicone implants fraudulently
produced by a French manufacturer. Sales were also negatively affected by the abovementioned drawdown of inventory in Mexico and
Colombia and import restrictions into Venezuela. Offsetting this were initial shipments to Japan, where NATRELLE® is the only implant
line approved, and major expansion in China. Within the skincare segment, ACZONE® (dapsone) gel 5%, responded to an investment
in direct to consumer advertising as well as focused detailing to dermatologists, and is poised to become the largest acne brand in the
U.S. by value.4
4
IMS
IMS
IMS
7
IMS
8
IMS
5
6
NPA TRx Pharmacy $ Dermatology Segment Full Year 2013
YTD Q3-2013 worldwide (53-country rollup) U.S.$ growth estimates at Q3-13 constant exchange rates (among top six companies)
MAT Q3-2013 worldwide (53-country rollup) U.S.$ sales estimates at Q3-13 constant exchange rates
53-country rollup and selected OTC CE data YTD Q3-2013 sales @ AGN 13 Budget rates
MAT Q3-2013 worldwide (53-country rollup) U.S.$ growth estimates at Q3-13 constant exchange rates (among top six companies)
Leading Market Share Positions in Growing Markets
Worldwide Market in Billions of Dollars With Aggregate Growth 2009-2013
09
$1.7
Q3 13
MAT
09
AGN #1
$1.2
Allergan
Valeant/Medicis
Merz
Others
$0.9
$0.8
Allergan
Valeant/Medicis
Merz/BioForm
Others
Allergan
J&J/Mentor
Others
$0.7
AGN #2
AGN #1
Allergan
Novartis/Alcon
Pfizer
Others
Breast Aesthetics
+13%
AGN #2
$14.7
$2.7
AGN #1
AGN #2
$20.2
Fillers
+71%
AGN #1
Neuromodulators*
+59%
Ophthalmics
+37%
AGN #2
4
Representing almost half of our worldwide revenues, ophthalmic pharmaceuticals grew 8% in local currencies in 2013, with Allergan
being the fastest growing global company, excluding retinal therapeutics.5 With growing appreciation by healthcare providers that
therapeutic dry eye is a progressive disease and merits early treatment, RESTASIS® sales grew strong at 19% in local currencies, and
RESTASIS® became the No. 1 eye drop worldwide and further consolidated its position as the No. 1 branded product by value in the
U.S. market.6 In addition, Allergan’s artificial tears franchise as reported by IMS Global, grew 2%, with growth accelerating across the
year as Allergan benefits from the introduction of OPTIVE® Advanced (marketed as OPTIVE PLUS™ in many overseas markets, as
well as OPTIVE FUSION™ in Europe). The latter, a powerful combination of hyaluronic acid and carboxy methyl cellulose polymers, is
Allergan’s first entry into the hyaluronic acid category, which accounts for nearly 30% of the overall market in Europe and about a 60%
share in the Asia Pacific Region.7 In the glaucoma market, Allergan, per IMS Global, was the fastest growing global company,8 as we
Q3 13
MAT
09
Q3 13
MAT
09
Q3 13
MAT
Sources: Ophthalmics – IMS Global (53 countries) at Q3 2013 constant exchange rates. Neuromodulator/Filler/Breast/Banding – Mixture of public information (earnings releases, earnings calls, 10Ks, 10Qs), AGN internal data, syndicated marketing research
reports, analyst reports, internet searches, competitive intelligence, market trackers, etc. * Neuromodulators include Therapeutic and Cosmetic
benefited from a very broad product offering, for both first line and combination glaucoma treatments, with LUMIGAN® (bimatoprost
ophthalmic solution) 0.01%, GANFORT™ (which is not approved in the U.S.), ALPHAGAN® P (brimonidine tartrate ophthalmic
solution) 0.1% and COMBIGAN® (brimonidine tartrate/timolol maleate ophthalmic solution) 0.2%/0.5%. Sales in Europe benefited
from the introduction in 2013 in several markets of LUMIGAN® and GANFORT® unit dose, offering a preservative free alternative to
ophthalmologists. In the U.S., physicians recognized the benefits of the newer LUMIGAN® 0.01% product offering the same efficacy
as the first generation product, but with less hyperemia. Consequently, Allergan no longer markets LUMIGAN® 0.03% in the U.S..
In the retina segment, OZURDEX® (dexamethasone intravitreal implant), a steroid delivered in a bioerodable implant to the back of the
eye and indicated for the relatively small indications of retinal vein occlusion and uveitis, grew strongly in Europe and the U.S.. We filed
for approval of the larger indication of diabetic macular edema in both the U.S. and Europe in 2013 and anticipate approval in the
U.S. in Q2 of 2014 and in early 2015 for Europe.
PROMISING OUTLOOK
As we address the challenges of 2013 and benefit from our strong diversified portfolio of products, we intend to continue to invest
heavily in the future. We plan to increase our expenditure on R&D from $1 billion in 2013 to approximately $1.5 billion in the coming
five years, focusing in particular on our key areas of new indications and new forms of botulinum toxin, retinal therapeutics, dry eye,
glaucoma, medical and aesthetic dermatology and plastic surgery. In pursuing these goals, we constantly strive to adapt our business
processes and gain new business efficiencies. To this end, we announced in early 2014 a modest restructuring program impacting
approximately 300 associates worldwide, with a net reduction of 150 positions, and entailing a charge of between approximately
$40 million and $45 million with less than a two year payback. In addition to reducing the size of our U.S. glaucoma sales force due to
changing market conditions heavily influenced by the universe of payors, we also moved some back office operations from high cost
California to Texas.
In delivering the strong results for 2013, I wish to thank the management team and employees around the world for their attention to
detail in executing our clearly defined corporate and product strategies. I wish also to acknowledge our strong Board of Directors, with
their broad range of professional and geographical skill sets, in guiding the long term direction of Allergan.
Sincerely,
5
David E.I. Pyott, CBE
Chairman of the Board & Chief Executive Officer
Major Product Approvals
1
2
PRODUCT
INDICATION1
COUNTRY
BOTOX® (onabotulinumtoxinA)
Treatment of overactive bladder with symptoms of urinary
incontinence, urgency and frequency in adults who have
had an inadequate response to or are intolerant of an
anticholinergic medication
United States and
other global markets
BOTOX® (onabotulinumtoxinA)
Temporary treatment of moderate to severe lateral canthal
lines, commonly known as “crow’s feet” lines
United States and 19 countries
of the European Union, Norway,
Iceland2
JUVÉDERM VOLUMA® XC Dermal Filler
Temporary correction of age-related volume loss in the cheek
area in adults over the age of 21
United States
NATRELLE® 410 Highly Cohesive Anatomically
Shaped Silicone-Filled Breast Implants
Women undergoing breast augmentation, revision or
reconstructive surgery
United States, Japan
Specific indication verbiage varies by country.
Approvals as of February 5, 2014.
6
A Proud History, A Promising Future:
Allergan’s Leadership in Eye Care
For more than 60 years Allergan has been a pioneer in innovative eye treatments. While other companies have entered
and exited the field over this time, we have remained committed to developing and providing important products for
serious eye conditions. Today we are the fastest growing ophthalmics company and the second largest in the world.1
And the solid results we have consistently delivered in this business have formed the foundation of Allergan’s success
as a specialty- and patient-focused company.
In 2013, prescription and over-the-counter eye care treatments accounted for nearly 50 percent of Allergan’s total
global sales. Key product highlights for the year include:
•
•
•
RESTASIS® (cyclosporine ophthalmic emulsion) 0.05%, for chronic dry eye due to inflammation and the only
prescription dry eye product in the U.S., reached nearly $1 billion in sales.
In glaucoma, we obtained approval in the European Union (EU) for LUMIGAN® (bimatoprost ophthalmic solution)
0.01% unit dose and GANFORT® (bimatoprost timolol maleate) 0.01% unit dose, which provide important new
treatment options to eye care professionals in the region.
We filed with the U.S. Food and Drug Administration and with EU regulatory authorities for approval of OZURDEX®
(dexamethasone intravitreal implant) to treat Diabetic Macular Edema, a serious eye disorder that is on the increase
due to rising rates of type 2 diabetes. We anticipate U.S. approval of this important new indication this year and in
early 2015 for Europe.
“The Allergan story begins with strong science, leading to a steady stream of innovative new products that can make
a real difference for many people,” says Julian Gangolli, Corporate Vice President and President of North America.
“Innovation and partnership with the medical community have driven the success of Allergan’s eye care business and
will continue doing so.”
1
Mixture of public information (earnings releases, earnings calls, 10Ks, 10Qs), AGN internal data, syndicated market research reports, analyst reports, internet searches, competitive intelligence, market trackers, etc.
“The positive results we achieve in eye care
will not only benefit patients but further strengthen
our company’s leadership and future.”
Doug Ingram, President of Allergan
Worldwide RESTASIS® Sales
$ 792
$ 697
$ 621
$ 523
$ 940
(in millions of dollars)
OZURDEX® (dexamethasone intravitreal implant) is currently approved in the
U.S. for macular edema following retinal vein occlusion and non-infectious
ocular inflammation, or uveitis.
09
10
11
12
13
7
8
Driving Results Through
Innovation in Facial Aesthetics
In 2013, Allergan’s Facial Aesthetics business delivered strong results by innovating, adapting and staying close to the
customer. Sales of BOTOX® Cosmetic (onabotulinumtoxinA) – already the number-one minimally invasive aesthetic
medical treatment globally1 – are benefiting from its latest approved indication, to temporarily treat moderate to severe
lateral canthal lines, commonly known as “crow’s feet” lines. We received U.S. Food and Drug Administration approval
for this new indication in 2013, and also have secured national licenses in 19 countries of the European Union as well as
Norway and Iceland. BOTOX® Cosmetic is the first and only product of its kind approved for this use.
Allergan is also the world leader in dermal fillers.2 Global sales of Allergan’s JUVÉDERM® family of products, which
address the mid and lower parts of the face, are growing robustly, thanks to market expansion and innovative products.
These include the new line of products using Allergan’s proprietary VYCROSS® technology, which results in a smooth gel
that flows easily and consistently. This unique formulation contributes to the lift capacity to correct volume loss.
VYCROSS® technology is available in JUVÉDERM VOLUMA® XC for cheeks, VOLBELLA® for lips and VOLIFT® for
nasolabial folds. Many of these products are available outside of the U.S. in markets such as Europe, Asia Pacific and
Latin America. “The science behind these products, as well as the extensive education and training we undertake
with our customers, translates into very strong results for this business,” says Simone Agra, Vice President, Medical
Aesthetics, Latin America.
In October 2013, JUVÉDERM VOLUMA® XC was approved in the U.S. as the first and only dermal filler for deep injection
to temporarily correct age-related volume loss in the cheek area in adults over the age of 21. “Gauging from the strong
interest in these first few months on the market, we believe it will be an important transformative product in the U.S., just
as it has been in many international markets,” says Philippe Schaison, President of Allergan Medical U.S.
1
2
Allergan data on file.
Mixture of public information (earnings releases, earnings calls, 10Ks, 10Qs), AGN internal data, syndicated market research reports, analyst reports, internet searches, competitive intelligence, market trackers, etc.
Our winning formula for achieving
strong results is constantly innovating and
listening closely to our customers.
Worldwide Aesthetic Market
Innovation Stimulates Both Market and Allergan Growth
(in billions of dollars)
$5.0*
Neuromodulators
Fillers
Breast
LATISSE®
$3.2
$2.3
09
12
17
* Market projections based on Allergan estimates
9
10
Investing for Future Results:
The Allergan Pipeline
Allergan’s pipeline represents our long-term strategy of investing significantly in R&D while rigorously reviewing and culling
our portfolio of candidates. By doing this – and through targeted acquisitions – we look to ensure a steady stream of new
products across our five medical specialties: eye care, medical aesthetics, medical dermatology, neurology and urologics.
“Results matter for Allergan’s R&D organization,” says Scott Whitcup, MD, Executive Vice President, R&D, and Chief
Scientific Officer. “Generating, measuring and interpreting data drive the decisions regarding our research programs and
lead to the approval of new therapies.”
For an R&D organization, success is measured by product approvals. Dr. Whitcup adds: “New products are critical to our
patients as well as to supporting overall company performance, allowing us to invest in R&D and constantly fuel the pipeline.”
Our pipeline also includes important acquired and in-licensed products, such as DARPin®, for age-related macular
degeneration, and LEVADEX®, a self-administered, orally inhaled and breath activated therapy for the acute treatment of
migraines in adults.
In addition, in January 2014 we completed a licensing agreement with Medytox, Inc., of South Korea, to develop and,
if approved, commercialize certain neurotoxin product candidates currently in development, including a potential liquidinjectable product.
Allergan’s R&D strategy concentrates on developing differentiated, commercially successful treatments. To that end,
we employ an efficient R&D model – one focused on our specialties and yielding products that are localized in their
impact and do not have a systemic effect in the body. This focused strategy and unique product development approach
enables Allergan to bring products through the worldwide regulatory processes and onto the market at a rate above the
industry average.
In 2013, Allergan secured a record
180+ approvals for a variety of products
and indications across the world.
Significant R&D Investment
Consistently Fueling the Pipeline
Anticipated Near Term Product Approvals
and Clinical Data
LEVADEX® U.S.
FDA expected approval – Q2 2014
$1,0351
$ 915 1
$ 826 1
$1,500 2
(in millions of dollars)
OZURDEX® for Diabetic Macular Edema U.S.
FDA expected approval – Q2 2014
BOTOX® (onabotulinumtoxinA) for Depression
Entering Phase II – 2nd half of 2014
DARPin®
Phase II Stage III data – 2nd half of 2014
1
2
11
12
13
17
The adjusted amounts represent certain non-GAAP
financial measures. For a reconciliation of these non-GAAP
financial measures to GAAP financial measures, please refer
to pages 18 and 19 of this Annual Report.
Allergan’s long-term goal
Bimatoprost Sustained Release Glaucoma
Phase II Data – late 2014 / early 2015
11
12
Maximizing Opportunities and
Delivering Results in Emerging Markets
Allergan sees great possibility in emerging markets, where rapidly growing economies and developing healthcare systems
are opening exciting new business opportunities. For the past five years, we have undertaken a careful and measured
strategy to maximize these opportunities in a way that draws on our unique strengths as a specialty company while also
addressing unmet needs in those markets.
“We look to enter markets where we can capitalize on the breadth of the Allergan portfolio, to meet surging demand for
quality products across therapeutic areas,” says Doug Ingram, President of Allergan and former President of Europe,
Africa and the Middle East. “We apply the same results-oriented discipline to our emerging markets strategy as we do to
our approach to established markets.”
Key emerging markets include Russia, where our eye care business has nearly tripled in revenue last year and where our
Medical Aesthetics products are market leaders.1 China is another vitally important market for us, with BOTOX® Cosmetic
and eye care products being the main drivers of growth. India, Turkey, South Africa and Brazil are just a few of the other
emerging growth markets for Allergan.
Japan, while clearly a mature economy with a highly developed health care system, is an emerging market for Allergan
and currently our highest growth market. In 2013, sales were driven by BOTOX Vista® for aesthetic use. We also
introduced our innovative NATRELLE ® 410 highly cohesive anatomically-shaped breast implants in that country.
“The strong results we have been able to deliver in China, Japan and other emerging markets demonstrate the value of
focusing on the unique opportunities in these regions,” says Ian Bell, President of Asia Pacific. “As traditional developed
markets continue to face a wide variety of challenges, these regions will take on even greater importance for Allergan.”
1
Allergan data on file.
Since 2009, Allergan has launched
direct operations in South Korea, China,
Poland, Turkey, Philippines, South Africa,
Russia, Indonesia and Vietnam.
13
Emerging Markets Revenue Growth
(in millions of dollars)
$1,200
$1,000
$800
$600
$400
NATRELLE® 410 highly cohesive anatomically-shaped breast implants
$200
are the first anatomically-shaped breast implants approved by local health
authorities for reconstructive surgery in Japan.
$0
+9%
+26%
+22%
+17%
+15%
09
10
11
12
13
Emerging Markets: Latin America, Asia (excluding Australia and New Zealand), EAME Emerging Markets.
Growth in Local Currency
Recognizing Our Results in Leadership and Social Responsibility
E XECUTIVE MAN A GE M E N T
For the second year in a row, Institutional Investor named Allergan one of its
“Most Honored Companies” in the pharmaceutical sector, with David E.I. Pyott
Best CEO and Allergan’s Investor Relations team Best Investor Relations,
based on votes by sell side analysts.
The National Law Journal recognized Allergan’s Legal team
as the top legal department in Southern California.
Phoenix House of California, the state’s leading non-profit
substance abuse services organization, honored David E.I. Pyott
for his business and philanthropic leadership.
14
The Marine Corps Scholarship Foundation honored David E.I. Pyott
with the Semper Fidelis award.
B USINES S
Nielsen ratings named the RESTASIS® television ad
one of the top 10 most memorable TV ads in the U.S.
across all product categories.
BOTOX® (onabotulinumtoxinA) for Chronic Migraine was a finalist
for Best Biotechnology Product in the 2013 Prix Galien USA Awards,
which recognize extraordinary achievements in biopharmaceutical
research and development.
Orange County Business Journal named Allergan
one of the Best Places to Work.
CIO magazine recognized Allergan as one of the top 100
companies for the exceptional use of Information Technology.
C ORPORATE SOCIA L RE SPO N SIBIL ITY
Allergan was one of just three pharmaceutical companies on the
Dow Jones Sustainability Index for North America.
15
The U.S. Environmental Protection Agency’s Green Power Partnership
named Allergan as one of its Top Partners for leadership in using
green power to help reduce the impact of conventional electricity usage.
For the second time in the past six years, the U.S. Environmental Protection Agency
(EPA) named Allergan ENERGY STAR Partner of the Year for energy efficiency. And for
the sixth year in a row, Allergan’s pharmaceutical plant in Waco, Texas,
received the EPA ENERGY STAR certification for excellence in energy efficiency.
For the sixth year in a row, the Brazilian pharmaceutical trade organization,
Sindusfarma, cited Allergan’s manufacturing facility in Guarulhos, Brazil, for Excellence in
Health and Safety Management.
Financial Summary
Y E A R E N D E D D E C E M B E R 3 1,
In millions, except per share data
2013
2012
2011
2010
2009
S TAT E M E N T O F O P E R AT I O N S H I G H L I G H T S
(as reported under U.S. GAAP)
Product net sales
Total revenues
Research and development
Earnings from continuing operations
Earnings (loss) from discontinued operations
Loss on sale of discontinued operations
Net earnings attributable to noncontrolling interest
Net earnings attributable to Allergan, Inc.
Net basic earnings per share attributable to
Allergan, Inc. stockholders:
Continuing operations
Discontinued operations
Net diluted earnings per share attributable to
Allergan, Inc. stockholders:
Continuing operations
Discontinued operations
Dividends per share
ADJUSTED AMOUNTS
16
$ 6,197.5
6,300.4
1,042.3
1,272.5
14.1
(297.9)
3.6
$
985.1
$
5,549.3
5,646.6
977.3
1,100.7
1.8
3.7
1,098.8
$
$
$
4.28
(0.96)
$
3.64
-
$
3.11
(0.04)
$
4.20
(0.94)
$
3.57
0.01
$
3.05
(0.04)
$
0.20
$
0.20
$
$ 1,439.1
$
1,240.6
$
4.85
$
$
4.77
$ 2,890.3
1,982.2
466.5
5,339.0
$
5,144.0
5,216.0
871.5
949.6
(11.5)
3.6
934.5
$
$
4,819.6
4,919.4
804.6
4.9
4.3
0.6
$
$
4,447.6
4,503.6
706.0
623.8
2.5
621.3
-
$
2.05
-
$
-
$
2.03
-
0.20
$
0.20
$
0.20
$
1,102.3
$
973.9
$
849.8
4.11
$
3.62
$
3.21
$
2.80
$
4.04
$
3.55
$
3.16
$
2.78
$
2,692.2
1,766.3
326.1
4,784.6
$
2,520.2
1,594.9
316.9
4,432.0
$
2,262.0
1,419.4
292.0
3,973.4
$
2,100.6
1,309.6
273.6
3,683.8
(a)
Adjusted net earnings attributable to Allergan, Inc.
Adjusted net basic earnings per share attributable to
Allergan, Inc. stockholders:
Continuing operations
Adjusted net diluted earnings per share attributable to
Allergan, Inc. stockholders:
Continuing operations
NET SALES BY PRODUCT LINE
Specialty Pharmaceuticals:
Eye Care Pharmaceuticals
BOTOX®/Neuromodulator
Skin Care and other
Total specialty pharmaceuticals
Medical Devices:
Breast Aesthetics
Facial Aesthetics
Core medical devices
Other ( b )
Total medical devices
Total product net sales
377.9
477.5
855.4
3.1
858.5
$ 6,197.5
377.1
387.6
764.7
764.7
$
5,549.3
349.3
362.7
712.0
712.0
$
5,144.0
319.1
283.8
602.9
243.3
846.2
$
4,819.6
287.5
258.2
545.7
218.1
763.8
$
4,447.6
P R O D U C T S O L D B Y L O C AT I O N
Domestic
International
62.0%
38.0%
60.9%
39.1%
60.0%
40.0%
(a) The adjusted amounts represent certain non-GAAP financial measures. For a reconciliation of these non-GAAP financial measures to GAAP financial measures, please refer to pages 18 and 19 of this Annual Report.
(b) Net sales for 2012 and 2011 have been retrospectively adjusted to exclude the obesity intervention business unit, which was sold on December 2, 2013 and is classified in the financial statements as a discontinued operation.
The information for 2010 and 2009 has not been adjusted and obesity intervention net sales are reflected under other medical devices.
62.6%
37.4%
65.4%
34.6%
Comparison of 5-Year Cumulative Total Return*
Among Allergan, Inc., the S&P 500 Index, and a Peer Group
$300
$250
$200
$150
$100
$50
$0
12/31/08
12/31/09
12/31/10
12/31/11
12/31/12
12/31/13
Allergan, Inc.
S&P 500
Peer Group
* $100 invested on 12/31/08 in stock or index, including reinvestment of dividends. Fiscal year ending
December 31. The 13 companies comprising the peer group include: Abbott Laboratories, Amgen Inc.,
Biogen Idec Inc., Bristol-Myers Squibb Company, Celgene Corporation, ELI Lilly and Company, Endo
Health Solutions Inc., Forest Laboratories, Inc., Gilead Sciences, Inc., Johnson & Johnson, St. Jude
Medical, Inc., Stryker Corporation and Valeant Pharmaceuticals International, Inc.
Copyright© 2014 S&P, a division of The McGraw -Hill Companies Inc. All rights reserved.
Total Sales Growth
R&D Spend 1
(in millions of dollars)
(in millions of dollars)
1
$ 1,034.7
$ 914.5
$ 826.3
$ 761.6
$ 674.9
$ 6,197.5
$ 5,549.3
$ 5,144.0
$ 4,819.6
$ 4,447.6
17
2%
8%
7%
8%
12%
-7%
13%
8%
11%
13%
09
10
111
121
13
09
10
11
12
13
2012 and 2011 sales amounts have been retrospectively adjusted to exclude the obesity intervention business.
1
Adjusted for non-GAAP items. For a reconciliation of these non-GAAP financial measures to
GAAP financial measures, please refer to pages 18 and 19 of this Annual Report.
Condensed Consolidated Statements of Earnings and Reconciliation of Non-GAAP Adjustments
In millions, except per share data
Year Ended December 31, 2013
GAAP
REVENUES
Specialty pharmaceuticals product net sales
Medical devices product net sales
$
Product net sales
Other revenues
Total
$
–
–
Adjusted
$
5,339.0
858.5
Non-GAAP
Adjustments
GAAP
$
4,784.6
764.7
$
–
–
Adjusted
$
4,784.6
764.7
6,197.5
102.9
–
–
6,197.5
102.9
5,549.3
97.3
–
–
5,549.3
97.3
6,300.4
–
6,300.4
5,646.6
–
5,646.6
786.8
2,423.3
1,034.7
9.3
–
–
–
751.2
2,193.1
977.3
90.2
–
22.3
1.5
2,046.3
1,611.0
172.6
O P E R AT I N G C O S T S A N D E X P E N S E S
Cost of sales (excludes amortization of acquired
intangible assets)
Selling, general and administrative
Research and development
Amortization of acquired intangible assets
Legal settlement
Impairment of intangible assets and related costs
Restructuring charges (reversal)
795.8
2,519.4
1,042.3
116.7
–
11.4
5.5
Operating income
1,809.3
Interest income
Interest expense
Gain on investments, net
Other, net
(9.0) (a)(b)
(96.1) (b)(c)(d)(e)(f)
(7.6) (e)(f)
(107.4) (g)
–
(11.4) (h)
(5.5) (i)
237.0
(0.4) (q)(r)
(18.9) (r)(s)(t)(u)
(62.8) (t)(u)
(66.7) (g)
–
(22.3) (v)
(1.5) (i)
750.8
2,174.2
914.5
23.5
–
–
–
1,783.6
6.8
(75.0)
–
(10.3)
–
0.4 (j)
–
(7.4) (k)(l)(m)
6.8
(74.6)
–
(17.7)
6.7
(63.6)
–
(23.1)
–
0.9
–
15.3
(78.5)
(7.0)
(85.5)
(80.0)
16.2
Earnings from continuing operations before income taxes
Provision for income taxes
1,730.8
458.3
230.0
59.8
(n)
1,960.8
518.1
1,531.0
430.3
188.8
45.2
(x)
1,719.8
475.5
Earnings from continuing operations
Earnings (loss) from discontinued operations
Loss on sale of discontinued operations
1,272.5
14.1
(297.9)
170.2
(14.1) (o)
297.9 (p)
1,442.7
–
–
1,100.7
1.8
–
143.6
(1.8) (o)
–
1,244.3
–
–
454.0
–
1,442.7
3.6
1,102.5
3.7
141.8
–
1,244.3
3.7
Net earnings
Net earnings attributable to noncontrolling interest
18
5,339.0
858.5
Year Ended December 31, 2012
Non-GAAP
Adjustments
988.7
3.6
6.7
(62.7)
–
(7.8)
(j)
(w)
(63.8)
Net earnings attributable to Allergan, Inc.
Net earnings per share attributable to
Allergan, Inc. stockholders
Basic
Diluted
$
985.1
$
454.0
$
1,439.1
$
1,098.8
$
141.8
$
1,240.6
$
$
3.32
3.26
$
$
1.53
1.51
$
$
4.85
4.77
$
$
3.64
3.58
$
$
0.47
0.46
$
$
4.11
4.04
Total product net sales
$
6,197.5
$
41.1
$
6,238.6
$
5,549.3
$
123.3
$
5,672.6
The information for 2012 and 2011 in this Annual Report has been retrospectively adjusted to reflect
the obesity intervention unit, which was sold on December 2, 2013, as discontinued operations. The
information for 2010 and 2009 has not been adjusted.
“GAAP” refers to financial information presented in accordance with generally accepted accounting
principles in the United States.
In this Annual Report, Allergan included historical non-GAAP financial measures, as defined in
Regulation G promulgated by the U.S. Securities and Exchange Commission, with respect to the year
ended December 31, 2013, as well as the corresponding periods for 2012 through 2009. Allergan
believes that its presentation of historical non-GAAP financial measures provides useful supplementary
information to investors regarding its operational performance because it enhances an investor’s overall
understanding of the financial performance and prospects for the future of Allergan’s core business
activities by providing a basis for the comparison of results of core business operations between current,
past and future periods. The presentation of historical non-GAAP financial measures is not meant to be
considered in isolation from or as a substitute for results as reported under GAAP.
In this Annual Report, Allergan reported the non-GAAP financial measures “non-GAAP earnings
attributable to Allergan, Inc.” and all of its subcomponents and related “non-GAAP basic and diluted
earnings per share attributable to Allergan, Inc. stockholders.” Allergan uses non-GAAP earnings to
enhance the investor’s overall understanding of the financial performance and prospects for the future
of Allergan’s core business activities. Non-GAAP earnings is one of the primary indicators management
uses for planning and forecasting in future periods, including trending and analyzing the core operating
performance of Allergan’s business from period to period without the effect of the non-core business
items indicated. Management uses non-GAAP earnings to prepare operating budgets and forecasts
and to measure Allergan’s performance against those budgets and forecasts on a corporate and
segment level. Allergan also uses non-GAAP earnings for evaluating management performance for
compensation purposes.
Despite the importance of non-GAAP earnings in analyzing Allergan’s underlying business, the
budgeting and forecasting process and designing incentive compensation, non-GAAP earnings has no
standardized meaning defined by GAAP. Therefore, non-GAAP earnings has limitations as an analytical
tool, and should not be considered in isolation, or as a substitute for analysis of Allergan’s results as
reported under GAAP. Some of these limitations are:
• it does not reflect cash expenditures, or future requirements, for expenditures relating to
restructurings, legal settlements, and certain acquisitions, including severance and facility transition
costs associated with acquisitions;
• it does not reflect asset impairment charges or gains or losses on the disposition of assets
associated with restructuring and business exit activities;
• it does not reflect the tax benefit or tax expense associated with the items indicated;
• it does not reflect the impact on earnings of charges or income resulting from certain matters
Allergan considers not to be indicative of its on-going operations; and
• other companies in Allergan’s industry may calculate non-GAAP earnings differently than it does,
which may limit its usefulness as a comparative measure.
Allergan compensates for these limitations by using non-GAAP earnings only to supplement net
earnings on a basis prepared in conformance with GAAP in order to provide a more complete
understanding of the factors and trends affecting its business. Allergan strongly encourages investors
to consider both net earnings and cash flows determined under GAAP as compared to non-GAAP
earnings, and to perform their own analysis, as appropriate.
In this Annual Report, Allergan also reported sales performance using the non-GAAP financial measure
of constant currency sales. Constant currency sales represent current year reported sales adjusted
(bg)
(bg)
for the translation effect of changes in average foreign currency exchange rates between the current
year and the corresponding prior year. Allergan calculates the currency effect by comparing adjusted
current year reported amounts, calculated using the monthly average foreign exchange rates for the
corresponding prior year, to the actual current year reported amounts. Management refers to growth
rates at constant currency so that sales results can be viewed without the impact of changing foreign
currency exchange rates, thereby facilitating period-to-period comparisons of Allergan’s sales. Generally,
when the dollar either strengthens or weakens against other currencies, the growth at constant currency
rates will be higher or lower, respectively, than growth reported at actual exchange rates.
Reporting sales performance using constant currency sales has the limitation of excluding currency
effects from the comparison of sales results over various periods, even though the effect of changing
foreign currency exchange rates has an actual effect on Allergan’s operating results. Investors should
consider these effects in their overall analysis of Allergan’s operating results.
(a) Fair market value inventory adjustment rollout of $8.9 million associated with the acquisition
of SkinMedica, Inc..
(b) Expenses from changes in fair value of contingent consideration of $70.7 million included in selling,
general and administrative expenses and integration and transaction costs of $19.6 million
associated with business combinations, consisting of cost of sales of $0.1 million and selling,
general and administrative expenses of $19.5 million.
(c) Aggregate charges of $3.1 million for external costs for stockholder derivative litigation
costs associated with the DOJ settlement announced in September 2010 and other legal
contingency expenses.
(d) Transaction costs of $1.0 million associated with a licensing agreement with Medytox, Inc..
(e) Expenses related to the realignment of various business functions of $2.8 million, consisting of
selling, general and administrative expenses of $1.7 million and research and development
expenses of $1.1 million.
(f) Upfront licensing fee of $6.5 million included in research and development expenses associated
with a license and collaboration agreement for technology that has not achieved regulatory approval
and related transaction costs of $0.1 million included in selling, general and administrative expenses.
(g) Amortization of certain intangible assets related to business combinations, asset acquisitions
and product licenses.
(h) Impairment of an intangible asset related to technology acquired in connection with the
2011 acquisition of Precision Light, Inc.
(i) Net restructuring charges (reversal).
(j) Interest expense associated with changes in estimated taxes related to uncertain tax positions
included in prior year filings.
(k) Unrealized gain of $10.4 million on the mark-to-market adjustment to derivative instruments.
(l) Gain on sale of investments of $0.7 million.
(m) Impairment of a non-marketable equity investment of $3.7 million.
(n) Total tax effect for non-GAAP pre-tax adjustments of $(47.2) million, the estimated impact of
the retroactive U.S. Research and Development tax credit for 2012 of $(15.1) million and changes
in estimated income taxes related to uncertain tax positions included in prior year filings
of $2.5 million.
(o) Earnings (loss) from discontinued operations associated with the sale of the obesity intervention
business unit.
(p) Loss on the sale of discontinued operations.
(q) Fair market value inventory adjustment rollout of $0.3 million associated with the purchase
of a distributor’s business in Russia related to Allergan’s products.
(r) Expenses from changes in fair value of contingent consideration of $5.4 million included in selling,
general and administrative expenses and integration and transaction costs of $2.1 million
Year Ended December 31, 2011
GAAP
$
4,432.0
712.0
$
(u)
(v)
(w)
(x)
(y)
(z)
(aa)
(ab)
(ac)
(ad)
(ae)
(af)
(ag)
(ah)
(ai)
(aj)
(ak)
$
4,432.0
712.0
GAAP
$
3,973.4
846.2
$
–
–
Adjusted
$
3,973.4
846.2
Non-GAAP
Adjustments
GAAP
$
3,683.8
763.8
$
–
–
Adjusted
$
3,683.8
763.8
–
–
5,144.0
72.0
4,819.6
99.8
–
(36.0) (ak)
4,819.6
63.8
4,447.6
56.0
–
–
4,447.6
56.0
5,216.0
–
5,216.0
4,919.4
(36.0)
4,883.4
4,503.6
–
4,503.6
717.6
2,058.4
826.3
23.5
–
–
–
722.0
2,017.6
804.6
138.0
609.2
369.1
0.3
722.0
1,949.7
761.6
23.5
–
–
–
750.9
1,921.5
706.0
146.3
–
–
50.9
1,590.2
258.6
1,168.0
1,426.6
928.0
7.3
(53.6)
–
(8.8)
7.0
(76.9)
24.6
(34.2)
–
24.5 (ah)
(24.6) (bc)
18.9 (bd)(be)
7.0
(52.4)
–
(15.3)
(55.1)
(79.5)
18.8
(60.7)
1,371.5
393.3
848.5
224.7
337.3
108.8 (bf)
(0.4) (y)
(99.9) (z)(aa)(ab)(ac)(ad)
(45.2) (ab)(ae)
(62.6) (g)
–
(7.6) (af)(ag)
0.1 (i)
1,374.6
(t)
–
–
Adjusted
Year Ended December 31, 2009
Non-GAAP
Adjustments
5,144.0
72.0
718.0
2,158.3
871.5
86.1
–
7.6
(0.1)
(s)
Year Ended December 31, 2010
Non-GAAP
Adjustments
215.6
–
(67.9) (al)(am)(an)(ao)(ap)
(43.0) (ao)
(114.5) (g)
(609.2) (aq)
(369.1) (ar)
(0.3) (i)
(20.2) (at)(au)(av)
730.7
(91.9) (at)(av)(aw)(ax)(ay)(az)(ba) 1,829.6
(at)(au)(bb)
(31.1)
674.9
(124.4) (g)
21.9
–
–
–
–
(50.9) (i)
–
318.5
1,246.5
6.9
(71.8)
–
(0.5)
–
7.3 (ah)
–
(9.8) (ai)
6.9
(64.5)
–
(10.3)
7.3
(78.7)
–
(16.4)
–
25.1
–
7.6
(65.4)
(2.5)
(67.9)
(87.8)
32.7
1,309.2
359.6
213.1
56.8
1,522.3
416.4
170.8
165.9
1,200.7
227.4
949.6
(11.5)
–
156.3
11.5
–
1,105.9
–
–
4.9
–
–
973.3
–
–
978.2
–
–
623.8
–
–
228.5
–
–
852.3
–
–
938.1
3.6
167.8
–
1,105.9
3.6
4.9
4.3
973.3
–
978.2
4.3
623.8
2.5
228.5
–
852.3
2.5
(aj)
(o)
(ah)
(w)
(as)
1,185.8
333.5
$
934.5
$
167.8
$
1,102.3
$
0.6
$
973.3
$
973.9
$
621.3
$
228.5
$
849.8
$
$
3.07
3.01
$
$
0.55
0.54
$
$
3.62
3.55
$
$
0.00
0.00
$
$
3.21
3.16
$
$
3.21
3.16
$
$
2.05
2.03
$
$
0.75
0.75
$
$
2.80
2.78
$
5,144.0
$
(78.7) (bg)
$
5,065.3
$
4,819.6
$
(38.7) (bg)
$
4,780.9
$
4,447.6
$
106.4
$
4,554.0
associated with business combinations, consisting of cost of sales of $0.1 million and selling,
general and administrative expenses of $2.0 million.
Aggregate charges of $9.7 million for external costs for stockholder derivative and tax
litigation associated with the DOJ settlement announced in September 2010 and other legal
contingency expenses.
Expenses related to the realignment of various business functions of $1.8 million, consisting of
selling, general and administrative expenses of $1.5 million and research and development
expenses of $0.3 million.
Upfront licensing fees of $62.5 million included in research and development expenses associated
with the license and collaboration agreements with Molecular Partners AG for technology that has
not achieved regulatory approval and related transaction costs of $0.3 million included in selling,
general and administrative expenses.
Impairment of an in-process research and development asset related to technology acquired in
connection with the 2011 acquisition of Vicept Therapeutics, Inc. of $17.0 million and a prepaid
royalty asset associated with the Sanctura® franchise of $5.3 million.
Unrealized loss on the mark-to-market adjustment to derivative instruments.
Total tax effect for non-GAAP pre-tax adjustments of $(52.9) million and a change in estimated
income taxes related to uncertain tax positions included in prior year filings of $7.7 million.
Fair market value inventory adjustment rollout associated with the purchase of a distributor’s
business in South Africa related to Allergan’s products.
Expenses from changes in fair value of contingent consideration of $11.9 million and integration
and transaction costs of $1.9 million associated with business combinations.
External costs of $3.4 million for stockholder derivative litigation costs associated with the
DOJ settlement announced in September 2010.
Upfront licensing fee of $45.0 million included in research and development expenses associated
with a license and collaboration agreement with Molecular Partners AG for technology that has not
achieved regulatory approval and related transaction costs of $0.1 million included in selling,
general and administrative expenses.
Upfront payment of $60.0 million and subsequent milestone payment of $20.0 million for the
U.S. Food and Drug Administration acceptance of a New Drug Application filing for
technology that has not achieved regulatory approval associated with a collaboration and
co-promotion agreement with MAP Pharmaceuticals, Inc. and related transaction costs of
$0.6 million.
Costs associated with tax audit settlements for prior years’ filings of $2.0 million.
Expenses related to the realignment of research and development functions of $0.2 million.
Impairment of an in-process research and development asset related to a tissue reinforcement
technology acquired in connection with the 2010 acquisition of Serica Technologies, Inc. of
$4.3 million.
Additional costs of $3.3 million for the termination of a third-party agreement primarily related to the
promotion of Sanctura XR® associated with the impairment of the Sanctura® assets in the third
quarter of 2010.
Non-cash interest expense associated with amortization of convertible debt discount.
Unrealized gain on the mark-to-market adjustment to derivative instruments of $11.1 million, gain
on sale of investments of $1.9 million and impairment of a non-marketable equity investment of
$3.2 million.
Total tax effect for non-GAAP pre-tax adjustments.
Net licensing fee of $36.0 million for a development and commercialization agreement with
Bristol-Myers Squibb Company.
(bg)
(al) External costs of $14.4 million associated with responding to the DOJ subpoena announced in a
company press release on March 3, 2008 and related stockholder derivative litigation costs
associated with the DOJ settlement.
(am) Expenses from changes in fair value of contingent consideration of $7.9 million and integration and
transaction costs of $1.6 million associated with business combinations.
(an) Distributor termination fee of $33.0 million associated with the purchase of a distributor’s business
in Turkey related to Allergan’s products.
(ao) Upfront licensing fee of $43.0 million included in research and development expenses associated
with a license, development and commercialization agreement with Serenity Pharmaceuticals, LLC
for technology that has not achieved regulatory approval and related transaction costs of $0.4 million
included in selling, general and administrative expenses.
(ap) Writeoff of manufacturing assets related to the abandonment of an eye care product of $10.6 million.
(aq) Legal settlement costs associated with an announced resolution with the DOJ regarding Allergan’s
past U.S. sales and marketing practices relating to certain therapeutic uses of BOTOX®.
(ar) Aggregate charges related to the impairment of the SANCTURA® assets.
(as) Total tax effect for non-GAAP pre-tax adjustments of $(226.7) million and an income tax benefit of
$(0.7) million for a change in estimated income taxes related to uncertain tax positions included in
prior year filings.
(at) Compensation expense from stock option modifications related to the restructuring plan
announced in February 2009 of $78.6 million, consisting of cost of sales of $5.0 million, selling,
general and administrative expenses of $52.6 million and research and development expenses of
$21.0 million.
(au) Rollout of retention termination benefits and accelerated depreciation costs capitalized in inventory
of $14.4 million included in cost of sales and one-time termination benefits of $0.1 million included
in research and development expenses related to the phased closure of the Arklow, Ireland breast
implant manufacturing facility.
(av) Fair market value inventory adjustment rollout of $0.8 million included in cost of sales and
transaction costs of $0.4 million included in selling, general and administrative expenses related to
the creation of Samil Allergan Ophthalmic Joint Venture Company.
(aw) External costs of $32.2 million associated with responding to the DOJ subpoena.
(ax) Asset impairments and accelerated depreciation costs related to the 2009 restructuring plan of
$2.3 million.
(ay) Integration and transition costs related to the acquisition of Groupe Cornéal Laboratoires of
$0.4 million.
(az) Contribution to The Allergan Foundation of $18.0 million.
(ba) Gain on settlement of a manufacturing and distribution agreement of $14.0 million related to an
eye care pharmaceuticals product.
(bb) Upfront payment of $10.0 million for a license and development agreement with Pieris AG for
technology that has not achieved regulatory approval.
(bc) Net gain on sale of investments.
(bd) Unrealized loss on the mark-to-market adjustment to derivative instruments of $13.6 million.
(be) Loss on extinguishment of convertible debt of $5.3 million.
(bf) Total tax effect for non-GAAP pre-tax adjustments of $(106.2) million, a net expense of $4.1 million
for a change in estimated income taxes related to pre-acquisition periods associated with business
combinations and uncertain tax positions included in prior year filings and an income tax benefit of
$(6.7) million related to foreign research and development tax credits.
(bg) The adjustment to measure sales using constant currency.
19
Board of Directors
David E.I. Pyott, 60, Chairman of the Board and Chief Executive Officer
Elected to the Board and joined Allergan in 1998. Mr. Pyott has been Chief Executive Officer of Allergan since January 1998 and in 2001
became Chairman of the Board. Mr. Pyott also served as President of Allergan from January 1998 until February 2006, and again from
March 2011 until June 2013. Previously, Mr. Pyott served as head of the Nutrition Division and a member of the Executive Committee of
Novartis AG. Mr. Pyott is a director of Edwards Lifesciences Corporation as well as Avery Dennison Corporation, where he also serves as the
lead independent director. Mr. Pyott serves on the board and Executive Committee of the California Healthcare Institute; is a member of the
Directors’ Board of The Paul Merage School of Business at the University of California, Irvine (UCI); and serves on the board and Executive
Committee of the Biotechnology Industry Organization. Mr. Pyott is a member of the board of the Pan-American Ophthalmological Foundation
and is a member of the Advisory Board for the Foundation of The American Academy of Ophthalmology. Mr. Pyott also serves as a Vice
Chairman of the Board of Trustees of Chapman University.
Deborah Dunsire, M.D., 51
Dr. Dunsire was appointed to the Board in 2006, and serves on our Audit and Finance Committee and our Science and Technology
Committee. Dr. Dunsire has served as President and Chief Executive Officer of EnVivo Pharmaceuticals since July 2013.
Prior to joining EnVivo, she served as President and Chief Executive officer of Millennium Pharmaceuticals, Inc., The Takeda Oncology
Company, from July 2005 to July 2013. Dr. Dunsire served on the board of directors of Takeda Pharmaceutical Company Limited in
Japan. Prior to joining Millennium, Dr. Dunsire led the Novartis U.S. Oncology Business, playing a critical role in the broad development and
successful launch of a number of products. Dr. Dunsire was also responsible for managing the merger and significant growth of the combined
Sandoz Pharmaceuticals and Ciba-Geigy oncology businesses. Dr. Dunsire served on the U.S. Pharmaceutical Executive Committee at
Novartis. Dr. Dunsire is a former board member of the Biotechnology Industry Organization. Dr. Dunsire was the 2001 recipient of the American
Cancer Society’s Excalibur Award and is the 2009 recipient of The Healthcare Businesswomen’s Association’s “Woman of the Year.”
David E.I. Pyott
Deborah Dunsire
Michael R. Gallagher, 68
Mr. Gallagher was elected to the Board in 1998, and serves as our Lead Independent Director. He is the Chair of our Corporate Governance
and Compliance Committee and the Chair of our Organization and Compensation Committee. In 2004, Mr. Gallagher retired as Chief
Executive Officer and as a Director of Playtex Products, Inc. Prior to joining Playtex in 1995, Mr. Gallagher was Chief Executive Officer of North
America for Reckitt & Colman plc; President and Chief Executive Officer of Eastman Kodak’s subsidiary, L&F Products; President of the Lehn
& Fink Consumer Products Division at Sterling Drug, General Manager of the Household Products Division of the Clorox Company, and Brand
Manager of The Procter & Gamble Company. Mr. Gallagher is a member and past Chairman of the Board of Advisors of the Haas School of
Business, University of California, Berkeley.
20
Trevor M. Jones, Ph.D., 71
Prof. Jones was appointed to the Board in 2004, and is the Chair of our Science and Technology Committee and serves on our Corporate
Governance and Compliance Committee. From 1994 to 2004, Prof. Jones was the Director General of the Association of the British
Pharmaceutical Industry. From 1987 to 1994, Prof. Jones was a main board director at Wellcome plc. Prof. Jones received his bachelor
of pharmacy degree and Ph.D. from the University of London. Prof. Jones has also gained an honorary doctorate from the University of
Athens as well as honorary doctorates in science from the Universities of Strathclyde, Nottingham, Bath and Bradford in the United Kingdom.
Furthermore, Prof. Jones was recognized in the Queen’s Honors List and holds the title of Commander of the British Empire. Prof. Jones is
also a Fellow of the Royal Society of Chemistry, a Fellow of the Royal Society of Medicine, a Fellow of The Royal Pharmaceutical Society,
an honorary Fellow of the Royal College of Physicians and of its Faculty of Pharmaceutical Medicine, and an honorary Fellow of the British
Pharmacological Society. Prof. Jones is a board member of Arthurian Life Sciences Ltd., Simbec Research Ltd., Synexus Ltd., and
Verona Pharma plc. Prof. Jones is also a founder of the Geneva-based public-private partnership, Medicines for Malaria Venture and the
UK Stem Cell Foundation.
Louis J. Lavigne, Jr., 65
Mr. Lavigne was appointed to the Board in 2005, and serves on our Audit and Finance Committee and our Science and Technology
Committee. Mr. Lavigne is the Managing Director of Lavrite, LLC, a management consulting firm in the areas of corporate finance, accounting,
management and strategy since 2005. Mr. Lavigne was Executive Vice President and Chief Financial Officer of Genentech, Inc. from March
1997 through his retirement in March 2005, leading the company through significant growth while overseeing the financial, corporate relations
and information technology groups. Mr. Lavigne joined Genentech in July 1982, was named controller in 1983, and, in that position, built
Genentech’s operating financial functions. In 1986, Mr. Lavigne was promoted to Vice President and assumed the position of Chief Financial
Officer in September of 1988. Mr. Lavigne was named Senior Vice President in 1994 and was promoted to Executive Vice President in
1997. Prior to joining Genentech, Mr. Lavigne held various financial management positions with Pennwalt Corporation, a pharmaceutical and
chemical company. Mr. Lavigne serves on the board of Accuray Incorporated, Depomed, Inc., DocuSign, Inc., Novocure Limited and SafeNet
Inc. Mr. Lavigne is a faculty member of the Babson College Executive Education’s Bio-Pharma: Mastering the Business of Science program.
Mr. Lavigne is a member of the West Audit Committee Chair Network. Mr. Lavigne is a board member of Children’s Hospital Oakland, its
Foundation and the Children’s Enterprise Council with UCSF. Mr. Lavigne is also a trustee of Babson College and Babson Global. Mr. Lavigne
is a former trustee of the California Institute of Technology and the Seven Hills School.
Michael R. Gallagher
Trevor M. Jones
Louis J. Lavigne, Jr.
Peter J. McDonnell, M.D., 55
Dr. McDonnell was appointed to the Board in 2013, and serves on our Corporate Governance and Compliance Committee and our Science
and Technology Committee. Dr. McDonnell is the Director and William Holland Wilmer Professor of the Wilmer Eye Institute of the Johns
Hopkins University School of Medicine since 2003. Dr. McDonnell also serves as the Chief Medical Editor of Ophthalmology Times since
2004, and has served on the editorial boards of numerous ophthalmology journals. Dr. McDonnell also served as the Assistant Chief of
Service at the Wilmer Institute from 1987 to 1988. He served as a consultant to the United States Department of Health and Human Services
in 1996. Dr. McDonnell served as a full-time faculty at the University of Southern California from 1988 until 1999, where he advanced to the
rank of professor in 1994.
Dr. McDonnell is an international leader in corneal transplantation, laser refractive surgery and the treatment of dry eye. Dr. McDonnell’s
research interests include the causes and correction of refractive error, corneal wound healing and microbial keratitis. In 1999, Dr. McDonnell
was named the Irving H. Leopold Professor and Chair of the Department of Ophthalmology at the University of California, Irvine (UCI). He is
the recipient of research grants from the National Eye Institute, Research to Prevent Blindness, and other funding agencies. He has published
over 250 scientific articles and holds four patents. The American Academy of Ophthalmology honored him with the Honor Award in 1991 and
the Senior Achievement Award in 2001. In 2003, he received the Alcon Research Institute Award. Dr. McDonnell has served on the editorial
boards of six ophthalmology journals. Dr. McDonnell is a member of many professional ophthalmology and medical societies.
Peter J. McDonnell
Timothy D. Proctor, 64
Mr. Proctor was elected to the Board in 2013, and serves on the Organization and Compensation Committee and the Audit and Finance
Committee. Mr. Proctor served as General Counsel at Diageo PLC since 2000 until July 2013. Prior to joining Diageo, Mr. Proctor served as the
Director, Worldwide Human Resources, of Glaxo Wellcome, plc (now GlaxoSmithKline plc), a British multinational pharmaceutical company, from
1998 to 1999. From 1993 to 1998, Mr. Proctor held various roles with the U.S. operating subsidiary of Glaxo Wellcome, plc., including Senior
Vice President, Human Resources, General Counsel and Secretary. Prior to that, Mr. Proctor served in senior legal roles at Merck & Co.,
a publicly-traded pharmaceutical company, from 1980 to 1993. Mr. Proctor is a well-respected leader in the area of international law, with more
than 35 years of domestic and international corporate legal experience.
Russell T. Ray, 66
Mr. Ray was appointed to the Board in 2003, and is the Chair of our Audit and Finance Committee and serves on our Organization and
Compensation Committee. Mr. Ray is a Special Advisor to HLM Venture Partners, a private equity firm that provides venture capital to health
care information technology, health care services and medical technology companies. Prior to joining HLM Venture Partners in 2003,
Mr. Ray was Founder, Managing Director and President of Chesapeake Strategic Advisors from April 2002 to August 2003 and was the
Global Co-Head of the Credit Suisse First Boston Health Care Investment Banking Group, where he focused on providing strategic and
financial advice to life sciences, health care services and medical device companies from 1999 to 2002. Prior to joining Credit Suisse First
Boston in 1999, Mr. Ray spent 12 years at Deutsche Bank and its predecessor entities BT Alex.Brown and Alex.Brown & Sons, Inc. as Global
Head of Health Care Investment Banking. Mr. Ray is a director of Prism Education Group, Inc. and SWP Media, Inc. Mr. Ray served as a
director of InfoMedics, Inc. from December 2009 until December 2012 when the company was acquired. Mr. Ray is also a member of the
Midwest Peregrine Society.
Timothy D. Proctor
Russell T. Ray
Henri A. Termeer, 68
Mr. Termeer was appointed to the Board in 2014, and serves on our Corporate Governance and Compliance Committee and our
Organization and Compensation Committee. Mr. Termeer served as President and a director of Genzyme Corporation, a leading global public
biotechnology company, beginning October 1983, as Chief Executive Officer beginning 1985 and as Chairman of the Board beginning
May 1988. Mr. Termeer resigned from Genzyme in June 2011 following the acquisition of Genzyme by Sanofi in a transaction valued at more
than $20 billion. In 2008, he was appointed to Massachusetts Governor Deval Patrick’s Council of Economic Advisors.
Widely acknowledged for his contributions to the biotechnology industry and health care field, Mr. Termeer is active in the areas of
humanitarian assistance, policy issues, and innovation in providing access to health care. Mr. Termeer is a director of Massachusetts
General Hospital, a board member of Partners HealthCare and a member of the board of fellows of Harvard Medical School. Mr. Termeer is
also a member of the board of the Massachusetts Institute of Technology and serves on its Executive Committee, a board member of the
Biotechnology Industry Organization, the Life Sciences Foundation, WGBH and Boston Ballet. He is chairman emeritus of the New England
Healthcare Institute, a nonprofit, applied research health policy organization he was instrumental in founding.
Mr. Termeer has been recognized by many highly regarded organizations for his contributions to the healthcare field and global business.
In 2010, he was inducted into the Academy of Distinguished Entrepreneurs, which was established by Babson College to recognize the
economic and social contributions of business pioneers. Mr. Termeer received the Pharmaceuticals and Biotechnology Lifetime Achievement
Award from Frost and Sullivan in 2009, and was selected by Ernst & Young for its Master Entrepreneur Award in 2007 for the role he has
played in guiding the overall development of the biotech industry. Mr. Termeer has also been inducted as a Fellow in the American Academy
of Arts and Sciences and was elected in 2005 to Honorary Fellowship at the British Royal College of Physicians.
Henri A. Termeer
21
Executive Committee
David E.I. Pyott, 60, Chairman of the Board and Chief Executive Officer
Mr. Pyott joined Allergan in January 1998 as President and Chief Executive Officer (CEO) and now serves as Chairman of the Board
(since 2001), and CEO. Previously, he was head of the Nutrition Division and a member of the Executive Committee of Novartis AG
from 1995 through 1997. Mr. Pyott has about 30 years of international experience in nutrition and health care and has worked in
Austria, Germany, the Netherlands, Spain, Switzerland, Malaysia, Singapore, and the United Kingdom. Mr. Pyott holds a diploma in
European and International Law from the Europa Institute at the University of Amsterdam, a Master of Arts degree from the University
of Edinburgh, and a Master of Business Administration degree from the London Business School. He also has been honored in the
Queen’s Birthday Honors List in 2006 and holds the title of Commander of the British Empire, and was awarded the University of
David E.I. Pyott
California, Irvine Medal in 2010.
Raymond H. Diradoorian, 56, Executive Vice President, Global Technical Operations
Mr. Diradoorian has been Executive Vice President, Global Technical Operations since February 2006. From April 2005 to
February 2006, Mr. Diradoorian served as Senior Vice President, Global Technical Operations. Since February 2001, Mr. Diradoorian
served as Vice President, Global Engineering and Technology. Mr. Diradoorian joined Allergan in July 1981. Prior to joining Allergan,
Mr. Diradoorian held positions at American Hospital Supply and with the Los Angeles Dodgers baseball team. Mr. Diradoorian
received a Bachelor of Science degree in Biological Sciences from the University of California, Irvine and a Master of Science degree
Raymond H. Diradoorian
in Technology Management from Pepperdine University.
Jeffrey L. Edwards, 53, Executive Vice President, Finance and Business Development, Chief Financial Officer
Mr. Edwards has been Executive Vice President, Finance and Business Development, Chief Financial Officer, since September 2005.
Mr. Edwards joined Allergan in 1993. From March 2003 to September 2005, Mr. Edwards served as Corporate Vice President,
Corporate Development and previously served as Senior Vice President, Treasury, Tax and Investor Relations. Prior to joining Allergan,
Mr. Edwards was with Banque Paribas and Security Pacific National Bank, where he held various senior-level positions in the credit
and business development functions. Mr. Edwards completed the Advanced Management Program at the Harvard Business School
and received a Bachelor of Arts degree in Sociology from Muhlenberg College.
Jeffrey L. Edwards
Julian S. Gangolli, 56, Corporate Vice President and President, North America
Mr. Gangolli has been Corporate Vice President and President, North America since January 2004. Mr. Gangolli served as Senior
22
Vice President, U.S. Eye Care from July 1998 to January 2004. Prior to joining Allergan, Mr. Gangolli served as Vice President, Sales
and Marketing of VIVUS, Inc., a publicly-traded biopharmaceutical company, from 1994 to 1998, where he was responsible for
facilitating the successful transition of the company from a research and development start-up into a niche pharmaceutical company.
Prior to that, Mr. Gangolli served in a number of increasingly senior marketing roles in the UK, Global Strategic Marketing and in the
U.S. for Syntex Pharmaceuticals, Inc., a multinational pharmaceutical company. Mr. Gangolli began his career in pharmaceutical
sales and marketing with Ortho-Cilag Pharmaceuticals, Ltd. a UK subsidiary of Johnson & Johnson. Mr. Gangolli received a BSc
Julian S. Gangolli
(Honors) in Applied Chemistry and Business Studies from Kingston Polytechnic in England.
Douglas S. Ingram, Esq., 51, President
Mr. Ingram was appointed President of Allergan on July 1st, 2013. Prior to assuming his current role, Mr. Ingram served as
Executive Vice President and President, Europe, Africa and Middle East from August 2010 to June 2013, and Executive Vice
President, Chief Administrative Officer, and Secretary from October 2006 to July 2010 where he led Allergan’s Global Legal Affairs,
Compliance, Internal Audit and Internal Controls, Human Resources, Regulatory Affairs and Safety, and Global Corporate Affairs
and Public Relations departments. Mr. Ingram also served as General Counsel from January 2001 to June 2009 and as Secretary
and Chief Ethics Officer from July 2001 to July 2010. During that time, he served as Executive Vice President from October 2003
to October 2006, as Corporate Vice President from July 2001 to October 2003 and as Senior Vice President from January 2001 to
July 2001. Prior to that, Mr. Ingram was Associate General Counsel and Assistant Secretary from 1998 and joined Allergan in 1996
as Senior Attorney and Chief Litigation Counsel. Prior to joining Allergan, Mr. Ingram was an attorney at Gibson, Dunn & Crutcher LLP
from 1988 to 1996. Mr. Ingram received his Juris Doctorate from the University of Arizona in 1988, graduating summa cum laude
and Order of the Coif.
Douglas S. Ingram, Esq.
Arnold A. Pinkston, 55, Executive Vice President, General Counsel and Assistant Secretary
Mr. Pinkston joined Allergan as Executive Vice President, General Counsel and Assistant Secretary in October 2011 with over
25 years of experience managing legal affairs. Prior to joining Allergan, Mr. Pinkston served as the Senior Vice President, General
Counsel and Secretary of Beckman Coulter, Inc. from 2005 through the company’s sale to Danaher Corporation in June 2011.
While at Beckman Coulter, Mr. Pinkston was responsible for all aspects of the company’s global legal affairs as well as the
company’s compliance program, corporate social responsibility program, internal audit department and knowledge resources.
Prior to joining Beckman Coulter, Mr. Pinkston held various positions at Eli Lilly and Company from 1999 through 2005, including
serving as deputy general counsel responsible for the legal affairs of Lilly USA. Mr. Pinkston served as general counsel of PCS Health
Arnold A. Pinkston
Systems from 1994 to 1999 after working for McKesson Corporation and beginning his legal career as an attorney with Orrick,
Herrington & Sutcliffe. Mr. Pinkston received a Bachelor’s Degree in Geophysics from Yale College and a Juris Doctor degree from
Yale Law School.
Scott D. Sherman, 48, Executive Vice President, Human Resources
Mr. Sherman joined Allergan as Executive Vice President, Human Resources in September 2010 with more than 15 years of human
resources leadership experience. Prior to joining Allergan, Mr. Sherman worked at Medtronic, Inc. from August 1995 to September
2010 in roles of increasing complexity and responsibility. Most recently, Mr. Sherman served as Medtronic’s Vice President,
Global Total Rewards and Human Resources Operations, where he was responsible for global executive compensation, base pay,
short-term and long-term incentive programs, as well as health, retirement, life, disability, wealth accumulation and wellness.
Mr. Sherman held a series of other positions at Medtronic including Vice President, International Human Resources; Vice President,
Human Resources - Europe, Emerging Markets and Canada; and Vice-President, Human Resources Diabetes. Prior to joining
Scott D. Sherman
Medtronic, Mr. Sherman held various positions in the Human Resources and Sales organizations at Exxon Corporation from 1990
to 1995. Mr. Sherman holds a Master’s Degree in Industrial and Labor Relations from Cornell University and a Bachelor’s Degree in
International Affairs from The George Washington University.
Scott M. Whitcup, M.D., 54, Executive Vice President, Research and Development, Chief Scientific Officer
Dr. Whitcup has been Executive Vice President, Research and Development since July 2004 and in April 2009 became Chief
Scientific Officer. Dr. Whitcup joined Allergan in 2000. Prior to joining Allergan, Dr. Whitcup served as the Clinical Director of the
National Eye Institute at the National Institutes of Health. As Clinical Director, Dr. Whitcup’s leadership was vital in building the clinical
23
research program and developing new therapies for ophthalmic diseases. Dr. Whitcup graduated from Cornell University and
Cornell University Medical College. He completed residency training in internal medicine at the University of California, Los Angeles
and in ophthalmology at Harvard University, as well as fellowship training in uveitis and ocular immunology at the National Institutes
of Health. Dr. Whitcup is a faculty member at the Jules Stein Eye Institute/David Geffen School of Medicine at the University of
California, Los Angeles.
Other Executive Officer
James F. Barlow (Not Pictured) Senior Vice President, Corporate Controller (Principal Accounting Officer)
Scott M. Whitcup
Corporate Overview and Stockholders’ Information
Corporate Headquarters
Market Prices of Common Stock and Dividends
Allergan, Inc.
The following table shows the quarterly price range of the common stock
2525 Dupont Drive
and the cash dividends declared per share during the period listed.
Irvine, CA 92612-1599
(714) 246-4500
Calendar Quarter
E-mail: corpinfo@allergan.com
Internet: www.allergan.com
Transfer Agent, Registrar and Dividend Disbursing Agent
Wells Fargo Shareowner Services
P.O. Box 64874
St. Paul, MN 55164-0874
(800) 468-9716
2013
Low
First
2012
High
Div
Low
High
Div
$92.19 $112.30
$0.05
$84.30
$96.39
$0.05
Second
81.33
116.45
0.05
87.69
97.09
0.05
Third
82.56
93.25
0.05
81.28
95.75
0.05
Fourth
88.34
111.45
0.05
86.51
95.44
0.05
Allergan common stock is listed on the New York Stock Exchange and is traded under
the symbol “AGN.” The approximate number of stockholders of record was 4,420 as of
February 14, 2014.
Internet: https://www.shareowneronline.com
Annual Meeting of Stockholders
The Annual Meeting of Stockholders of Allergan, Inc. will be held at
Allergan’s corporate headquarters, 2525 Dupont Drive, Irvine, CA, 92612,
Trademarks
® and ™ Marks owned by Allergan, Inc.
JUVÉDERM is a registered trademark of Allergan Industrie SAS.
on May 6, 2014, at 10:00 a.m. Pacific Time.
24
For inquiries related to the Annual Meeting of Stockholders, please contact:
DARPin is a registered trademark of Molecular Partners AG.
Matthew J. Maletta
Allergan, for the year ending December 31, 2013, continued its proud
Allergan, Inc.
tradition of placement in the top quartile for environmental health and
P.O. Box 19534
safety performance within its pharmaceutical company peer group.
Irvine, CA 92623-9534
More information on its sustainability performance worldwide can be
Phone: (714) 246-5185
found by visiting the “Responsibility” section on Allergan’s corporate
Fax: (714) 246-4774
Web site at www.allergan.com, and selecting the “Environmental Health
Form 10-K
and Safety Information” page.
A copy of Allergan, Inc.’s Annual Report on Form 10-K, as filed with the
Securities and Exchange Commission, is available through our Web site at
www.allergan.com or without charge by contacting:
Investor Relations
James M. Hindman
Allergan, Inc.
P.O. Box 19534
Irvine, CA 92623-9534
Phone: (714) 246-4636
Fax: (714) 246-4162
E-mail: corpinfo@allergan.com
Dividend Reinvestment and Stock Purchase Plan
The plan allows Allergan stockholders to reinvest their dividends
or invest cash in Allergan stock without brokerage commissions
or service charges. If you are interested in joining the plan or
would like more information, you may request a prospectus from
the below address or access the information online at:
https://www.shareowneronline.com:
Wells Fargo Shareowner Services
Dividend Reinvestment Plan
Allergan, Inc.
P.O. Box 64856
St. Paul, MN 55164-0856
Photography:
Eric Myer | www.ericmyer.com (executive portraits)
Alain McLaughlin | www.amphotosf.com (Mr. Lavigne executive photo)
Charlotte Raymond | www.charlotteraymondphotography.com (emerging markets photo)
Allergan’s global values customer focus | impact | people + passion | collaboration | innovation | integrity
2525 Dupont Drive
P.O. Box 19534
Irvine, CA 92623-9534
(714) 246-4500
www.allergan.com
NYSE: AGN