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BIOTECHNOLOGY M Eugene Trogan, Ph.D. 212-218-3839 [email protected] OR G AN J OSEPH Andrew Peters 212-218-3992 [email protected] INITIATION OF COVERAGE May 31, 2007 Pozen, Inc. Key Metrics POZN - NASDAQ (as of 5/30/07) Price Target 52-Week Range Shares Outstanding (mm) Market Cap. ($mm) 3-Mo. Average Daily Volume Institutional Ownership Debt/Total Capital (3/07) ROE (12/06) Book Value/Share (3/07) Price/Book Value Dividend Yield $15.81 $24.00 $5.26-18.25 29.47 $465.9 489,890 62.2% NM NM $0.80 19.8X NM EQUITY RESEARCH EPS FY 12/31 1Q 2Q 3Q 4Q Year P/E 2006A ($0.22) ($0.29) ($0.14) ($0.01) ($0.66)A NM Prior 2007E Curr. 2007E ($0.07)A ($0.13)E $0.45E ($0.20)E $0.05E NM Prior 2008E Curr. 2007E Prior 2008E Curr. 2008E $0.08E NM Revenue ($mm) 2006A 1Q 2Q 3Q 4Q Year $2.24 $0.87 $3.42 $6.97 $13.5A Prior 2007E $7.66A $7.50E $26.50E $9.11E $50.8E Curr. 2008E $62.0E Company Description: Pozen, Inc. is a specialty pharmaceutical company focused primarily on combination products for treatment of acute and chronic pain that improve on efficacy, safety, and/or patient convenience relative to currently available medications. Lead candidate Trexima (combination of Imitrex and naproxen) for migraine is being developed as a potential follow-on therapy to GlaxoSmithKline’s blockbuster migraine drug Imitrex. Pozen is also developing a protonpump inhibitor (Nexium) and naproxen combination product (PN400) for chronic pain, expected to go into Phase III in 3Q07. POZN – NASDAQ – BUY Trexima for Migraine is Key Driver; Partner GSK to Bring to Market in 3Q07 Following FDA Approval Investment Highlights We are initiating coverage of Pozen, Inc. with a Buy rating and a $24.00 price target. Lead product candidate, Trexima, for migraine treatment, has an expected PDUFA date of August 1st. We believe that Pozen’s Trexima will be approved and, with development partner GlaxoSmithKline (GSK - $52.72 – NYSE), will be commercially successful, as it is poised to replace GSK’s blockbuster Imitrex (which had $1.1bn in 2006 sales and 51% of the migraine market) and dominate the migraine market. Trexima represents a large market opportunity. Trexima is a combination product of naproxen sodium (Aleve) and GSK’s Imitrex. We believe that partner GSK will be able to aggressively market Trexima since: (1) the drug has superior efficacy and comparable safety to Imitrex; and (2) GSK will lose its patent exclusivity on Imitrex in 4Q’08. We note that in switching patients from 2X per day Wellbutrin SR to once per day Wellbutrin XL, GSK achieved ~30% conversion in 3 months, and an ~85% conversion by 12 months. We estimate that Pozen will likely receive a $20mm milestone payment in 2H07 following the commercial launch and an additional $80mm in sales milestones. It will also collect a mid-single-digit royalty (we assume 5%) through 2009 and a high-teen royalty rate (we assume 17%) thereafter, which we estimate will translate into royalty payments to the company of $2.6mm in 2007, $22.0mm in 2008, $27.8mm in 2009, and $107.2mm in 2010. Existing pipeline has significant value. Pozen is partnered with AstraZeneca (AZN - $53.35 - NYSE) in a late-stage program that combines a PPI with the NSAID naproxen, for chronic pain. One such combination, PN400, is likely to have comparable efficacy to other NSAIDs while reducing the common GI side effects. We believe PN400 stands to capture a significant share of the pent-up demand created by the market withdrawal in 2004 of COX-2 inhibitors Vioxx and Bextra. Pozen stands to receive $160mm in development and regulatory milestones, $175mm if certain (undisclosed) sales milestones are achieved, and a royalty ranging between mid-single-digits and the mid-teens. We assume that PN400 will enter the market in 2010 and provide Pozen with estimated royalty revenue of $15.0mm that year. Pozen also recently announced positive data for its phase I PA325 “safer aspirin” program that couples a PPI with aspirin. The Disclosure section may be found on pages 27-28 of this report. The Valuation section may be found on page 7 of this report. Pozen, Inc. May 31, 2007 Investment Thesis We are initiating coverage of Pozen, Inc. with a Buy rating and $24.00 price target. We believe that the key to Chapel Hill, North Carolina-based Pozen’s story is its lead product candidate, Trexima, which is currently under FDA review for migraine treatment with a decision (PDUFA) date of August 1st. We believe that Pozen’s Trexima will be approved and, with development partner GlaxoSmithKline, will be commercially successful, as we believe it is poised to replace GSK’s blockbuster Imitrex (which had $1.1bn in 2006 sales and 51% of the migraine market) and dominate the migraine market. Trexima is a combination product of naproxen sodium (Aleve) and GlaxoSmithKline’s blockbuster drug sumatriptan (Imitrex) for treatment of migraines. We believe that partner GSK will be able to effectively market Trexima since: (1) the drug has superior efficacy and comparable safety to Imitrex; and (2) GSK will lose its patent exclusivity on Imitrex in 4Q’08 and is therefore likely to aggressively market Trexima in order to achieve maximal conversion prior to generic competition. We conservatively estimate a 30% conversion rate during the first 12 months, growing to 50% in the second year after market launch (in 2003-2004, in switching patients Wellbutrin SR to Wellbutrin XL, GSK achieved ~30% conversion in 3 months, and an ~85% conversion by 12 months). Pozen will likely receive a $20mm milestone payment in 2H07 following the FDA’s approval of, and GSK’s notice of, its intent to commercialize, as well as an additional $80mm in sales milestones. Pozen will also collect a mid-single-digit royalty (we assume 5%) through 2009 and a high-teen royalty rate (we assume 17%) thereafter, which we estimate will translate into royalty payments to the company of $2.6mm in 2007, $22.0mm in 2008, $27.8mm in 2009, and $107.2mm in 2010. In addition to Trexima, Pozen is partnered with AstraZeneca in a late-stage program that combines a proton-pump inhibitor (PPI) with the non-steroidal anti-inflammatory drug (NSAID) naproxen, for chronic pain. The program’s lead candidate, PN400 (incorporating AZN’s blockbuster Nexium [esomeprazole] and Aleve [naproxen]) is likely to have comparable efficacy to other NSAIDS while reducing gastrointestinal side effects (by 65% vs. naproxen alone), which occur in about 2% of the 60 million U.S. patients who regularly use NSAIDs. In 3Q07, Pozen and AZN are expected to make a key go/no-go decision towards PN400 Phase III development based on an interim data review of an ongoing trial of a related candidate drug (PN200). We believe that PN400 stands to capture a significant share of the pent-up demand for safer, non-steroidal analgesics as a result of the FDA market withdrawal in 2004 of COX-2 inhibitors Vioxx and Bextra. Pozen has already received $40mm in upfront payments, and stands to receive an additional $160mm in development and regulatory milestones, $175mm if certain (undisclosed) sales milestones are achieved, and a royalty ranging between midsingle-digits and the mid-teens. We assume that PN400 will enter the market in 2010 and estimate it will provide Pozen with royalty revenue of $15.0mm that year. Incorporating a similar strategy to that employed in the Trexima and PN programs, the company’s phase I PA325 “safer aspirin” program couples a PPI with aspirin for chronic pain in order to reduce the GI-effects associated with chronic aspirin use for chronic pain. This program remains unpartnered, however, Pozen does plan to partner it in the near future. Our model does not include any milestones or royalty payments from this program, thus potentially providing further upside to our estimates and $24 price target. We derive our 12-month price target of $24.00 by applying a 22X P/E multiple to our 2010 fully-taxed EPS of $1.86 and discounting back two years at 30%. We believe that a 30% discount rate is appropriate given that a substantial portion of Pozen’s profits in 2010 are derived from Trexima, which has yet to be approved by the FDA. We base our valuation on 2010 since it represents the first year in which both Trexima and PN400 should be on the market. Upside could come from achievement of sales-based milestones for Trexima or PN400 in addition to a partnership announcement for the PA325 program. 2 Pozen, Inc. May 31, 2007 Investment Positives Trexima Shouldn’t Give Us Headaches Into PDUFA Pozen’s Trexima will likely replace GlaxoSmithKline’s $1.1bn Imitrex franchise. Key to Pozen’s success is the commercialization of its lead product candidate, Trexima, currently under FDA review with a decision (PDUFA) date of August 1st. A combination product of naproxen sodium (Aleve) and GlaxoSmithKline’s blockbuster drug sumatriptan (Imitrex), Trexima is poised to replace GSK’s blockbuster Imitrex, in our view. We believe that Pozen’s Trexima, with development partner GSK, will be commercially successful, if approved, as it leverages a key strength of the partner company. If GSK promotes Trexima as a follow-on therapy to Imitrex, we believe it will dominate the migraine treatment landscape much as Imitrex currently does. Imitrex posted U.S. sales for full-year 2006 of $1.1bn, capturing about 51% of the entire $2.1bn U.S. migraine market. Even though Imitrex is one of seven triptan-based migraine therapies currently available, we attribute the majority of the Imitrex market share to the well-known branding of Imitrex in the physician community, as well as to the powerful sales and marketing muscle of GSK. Since Trexima has been shown to have superior efficacy and comparable safety to Imitrex, we believe GSK should be able to quickly convert its Imitrex franchise to Trexima. Furthermore, since GSK will lose its patent exclusivity on Imitrex in 4Q’08, we believe GSK is likely to aggressively market Trexima, once approved, to achieve the maximal Imitrex-to-Trexima conversion rate during the 12-month period prior to the expected loss of Imitrex patent exclusivity, and limit the loss of market share to Imitrex generics. We conservatively estimate a 30% conversion during the first 12 months, growing to 50% in the second year after market launch. As an analogy, while switching patients during 2003-2004 from its 2X per day anti-depressant Wellbutrin SR to 1X per day Wellbutrin XL to stave off the effect of generic competition on the SR product, GlaxoSmithKline achieved approximately a 30% conversion in 3 months, and an 85% conversion by 12 months. Pozen stands to receive significant milestone and royalty revenue from the Trexima partnership with GlaxoSmithKline. Pozen has already received $60mm in milestone payments under this agreement. In addition, it stands to receive an additional $20mm milestone payment in 2H07 following the FDA’s expected approval of Trexima and GlaxoSmithKline’s notification of its intent to commercialize. Pozen is also eligible to receive $80mm in sales milestones as well as a mid-single-digit royalty (we assume 5%) through 2009 and a high-teen royalty rate (we assume 17%) thereafter. Based on our royalty and market penetration assumptions of the GlaxoSmithKline collaboration, we estimate Pozen will receive royalty payments of $2.6mm in 2007, $22.0mm in 2008, $27.8mm in 2009, and $107.2mm in 2010. Recently published data from both pivotal phase III trials of Trexima show it to be a more efficacious treatment of migraine compared to the current standard of care. In early April of 2007, the full data from the two replicate, randomized, double-blind, single attack, parallel-group studies conducted in almost 3,000 patients was published in the Journal of the American Medical Association.1 In both Phase III studies, Trexima was shown to be superior to Imitrex alone or naproxen alone in the evaluated primary endpoint of sustained pain-free response (refer to Table 7 and page 13-14 for detailed discussion of trial results). Ultimately, Trexima was shown to have favorable clinical benefits compared to monotherapy, with either of the two components of Trexima administered individually (Imitrex and naproxen), as well as placebo. In addition, according to Pozen’s 10K filings, the June 2006 approvable letter reflected that the “FDA had determined that Trexima is effective as an acute treatment for migraine headaches.” 1 Brandes, JL, Kudrow, D, Stark, SR, et al. Sumatriptan-Naproxen for Acute Treatment of Migraine: A Randomized Trial. Journal of the American Medical Association. 2207; 297:14431454. 3 Pozen, Inc. May 31, 2007 Importantly, the side effect profile observed in the trials was no different than those found in treatment with either monotherapy, and was shown to be safe and well tolerated. Additional data from a 12-month open-label safety and tolerability study of Trexima have supported the safety profile of the drug, as the adverse event profile for patients taking Trexima did not differ from those expected for the individual components alone. Given the competitive advantages of superior efficacy and comparable safety of Trexima relative to Imitrex, we believe that Trexima, once approved, will serve as the new treatment paradigm for migraine headaches. The proven safety of Trexima’s component ingredients minimizes safety risks with Trexima approval. Pozen’s lead development program, Trexima, is a unique formulation of Imitrex and naproxen (Aleve), two already approved drugs that are widely used to treat migraines. As such, we believe safety concerns for the drug are largely mitigated relative to more traditional development programs, and because of this, we believe Trexima is likely to be approved by August 1st. Although lingering concerns exist for the drug after the multiple missteps Pozen has had in its regulatory development, we believe the company has properly addressed the remaining safety concerns of the FDA. Trexima has been shown to be both safe and efficacious in all clinical studies to date, showing no materially different side effects compared to its individual components taken separately. Additionally, a 12-month, multi-center, open label study of 600 patients showed that Trexima was well-tolerated, with the type and frequency of reported AEs being similar to those reported in long-term studies of Imitrex. We note that the safety of long-term use of sumatriptan is well established, and although no large studies have been published to assess the long-term use of naproxen, safety concerns of the drug are relatively minor, as it has been available over-the-counter since 1994. In addition, triptans (sumatriptan was first in its class) have been on the market since 1992, and now there are six second-generation commercially available triptans as well (refer to Table 5 on page 11). Trexima’s approvable letter, in our opinion, was based on the FDA requiring greater clarity on acute coronary syndrome (ACS). We believe this risk is no greater than that for already marketed triptans. We believe that the FDA had previously requested additional safety primarily because 1 patient in the 12-month, open-label, safety trial had ACS that was judged as potentially related to Trexima. The 47-year-old woman had used oral Imitrex before enrolling in the study, had been enrolled in the study for 7 months, and had treated multiple migraine attacks with Trexima. She experienced chest discomfort and shortness of breath about 2 hours after taking the study drug. The patient ended up undergoing a coronary angioplasty and was withdrawn from the study. We believe that this patient should not have been enrolled to the study since she was obese (35.7 BMI), had abnormally high cholesterol levels, had a family history of coronary artery disease, and, on further evaluation via angiography, was found to have coronary artery disease. We note that triptans are not recommended for patients who have uncontrolled hypertension, ischemic heart disease, and/or are at risk of developing coronary artery disease. We believe that the patient who had ACS should have been excluded from the study based on her cardiovascular disease risk. In addition, even with this one case of ACS (out of approximately 6,000 patients), we believe that Trexima’s cardiovascular safety profile is no different from other marketed triptans. We note that for Imitrex (2 out of 6,348 patients), Axert (almotriptan; 1 out of 3865), and Maxalt (rizatriptan; 1 out of 3700), the number of reported ACS events reported in the label of each drug is in-line with or greater than Trexima’s. PN for Chronic Pain – Late-Stage Program Partnered with AstraZeneca In a Post-Vioxx/Bextra environment with safety risks of COX-2 inhibitors, the PN program may provide for a much desired, safer NSAID alternative. We believe Pozen is in a unique position among specialty pharmaceutical companies in that, along with Trexima for migraines, it has an additional phase III program in what potentially represents another billion-dollar indication. Pozen’s Phase III PN program for chronic 4 Pozen, Inc. May 31, 2007 pain, combining a proton-pump inhibitor (PPI) with the non-steroidal anti-inflammatory drug (NSAID) naproxen, is partnered with AstraZeneca and is expected to go into Phase III in 3Q’07. The PN400 program aims to develop a safer treatment for chronic pain, incorporating AZN’s blockbuster Nexium (esomeprazole) and naproxen. PN400 offers the potential benefit of having comparable efficacy of other NSAIDS while reducing GI side effects (e.g., nausea, vomiting, gastrointestinal bleeding, ulceration and/or perforation of the stomach), which occur in about 2% of the 60 million U.S. patients who regularly use NSAIDs. Patients who use NSAIDs chronically are at a significantly higher risk of having gastrointestinal complications (e.g., nausea, vomiting, gastric ulcers, bleeding, etc). For example, approximately 107,000 patients are hospitalized annually for NSAID-related GI complications and more than 16,500 NSAID-related deaths occur each year in arthritis patients alone. The side effects with NSAIDs are so significant that newer medicines, particularly the COX-2-selective class of pain medicines (NSAIDs target both COX-1 and COX-2) were developed. However, in 2004, the use of the COX-2-class of drugs, was brought to the forefront due to data emerging suggesting an increased cardiovascular risk, in particular with Merck’s (MRK - $52.71 – NYSE) Vioxx and Pfizer’s (PFE $27.41 – NYSE) Bextra, both of which were later removed from the market. The loss of these very successful drugs resulted in a Y/Y revenue decline in 2005 of about $3bn from the COX-2 class. We believe that PN400, if approved, stands to capture a significant share of this void given that PN400 is likely to provide much of the same safety and efficacy benefits as the COX-2 inhibitor class. In two Phase II pilot studies, the combination of naproxen and one of two forms of PPIs (lansoprazole or omeprazole) reduced the risk of gastrointestinal damage by 65% compared to either naproxen alone or the separate co-prescription of an equivalent dose of naproxen and a PPI. In addition, at least one recent study showed that compared to Pfizer’s popular Celebrex ($1.58bn in 2006 U.S. sales), a naproxen + PPI combination achieved a comparable reduction in stomach ulcers, with a lower rate of GI discomfort (i.e., dyspepsia) observed vs. Celebrex (5.7% vs. 15%).2 Therefore, based on these results and our channel checks, we believe that in patients with an increased risk of NSAID-related ulceration and with concomitant cardiovascular disease, physicians may chose to prescribe a combination of a non-selective NSAID and a PPI rather than a COX2 inhibitor for control of chronic pain. Pozen’s PPI + Naproxen (PN) program with partner AstraZeneca has the potential to bring significant milestone and royalty revenue, in our view. Pozen has already received a $40mm upfront payment, and stands to receive an additional $160mm in development and regulatory milestones, as well as an additional $175mm if certain (undisclosed) sales milestones are achieved. In addition, Pozen will receive royalties based on annual sales by AstraZeneca of PN400, with the royalty rate ranging between mid-single-digits to the mid-teens depending on certain (undisclosed) sales thresholds. We assume that PN400 will enter the market in 2010 and, based on a blended royalty rate of 8%, we estimate will provide Pozen with royalty revenue of $15.0mm that year. Pozen’s Business Model of Improving Formulations of Successful Drugs and Partnering with Big Pharma Removes Significant Regulatory & Marketing Risk Pozen’s considerable pipeline is augmented by a smart and conservative development strategy. The company almost exclusively develops follow-on therapies to currently marketed treatments. As with both Trexima and the PN program, the company identified deficiencies in the current treatment, (often the standard of care in the space) and strategically developed a patent portfolio behind newer and improved medicines that 2 Lai KC. et al. Celecoxib compared with lansoprazole and naproxen to prevent gastroinstestinal ulcer complications. Am. J. Med. 2005; 188:1271-1278. 5 Pozen, Inc. May 31, 2007 would allow the company to take advantage of the already-established market. This strategy allows Pozen to keep development costs low, as their strategy is often to partner the product early, and utilize accelerated FDA review processes to shorten development timelines. Because the products used in Pozen’s proprietary combinations have already been approved and well established in the market, the FDA (under a 505(b)2 application) allows a shortened development timeline toward approval. The combination of relatively low risk development and strong partners (often the makers of the products it hopes to replace), makes Pozen’s development strategy potentially highly successful, as it is able to keep costs low, and secure significant royalty streams for potentially blockbuster products. The company has approximately 35 employees, an exceptionally small number considering it has two phase III clinical programs in multi-billion dollar indications. They are able to achieve this through an outsourcing model, where only the most critical components of their organizational structure are internal, with the remaining components of drug development outsourced to third parties. In addition, given that Pozen will not incur a COGS expense for either Trexima or PN400 (100% gross margins), even with mid-single-digit royalty rates in the first three years (high-teen royalty rate thereafter) after market launch several of Trexima, we estimate it will be highly profitable in 2010 with projected EPS of $1.86. Although very early stage, Pozen’s remaining pipeline looks promising as well. Incorporating a similar strategy to that employed in the Trexima and PN programs, the company’s phase I PA325 “safer aspirin” program recently reported promising proof-ofconcept data. The drug is being developed as a replacement for the chronic use of aspirin for both chronic pain as well as prophylactically against heart disease. Like the PN program, it aims to couple the aspirin with a PPI, thereby reducing the GI-effects associated with chronic use of aspirin. Although the company has not conducted extensive trials with the compound, we believe previous experience with the PN program is highly indicative for the potential outcome and likelihood of success for PA 325, and we remain confident that its development will continue in the future. Our model does not include any milestones or royalty payments from this program, which may provide for further upside for our estimates and our price target of $24.00. Investment Risks If FDA grants Trexima anything but an outright approval by August, shares of Pozen would likely see significant downside as the company is heavily dependent on Trexima for future milestone/royalty payments to reach profitability. We believe anything short of an outright approval into the August PDUFA date would be viewed by the street as negative, and would be reflected in significant downturn (>50%) in stock price. We remind investors that on the day of the announcement of the Trexima approvable letter on June 9, 2006, Pozen’s shares closed 61% below the prior day’s close. The company’s shares have rebounded back to $15, aided by GSK’s continued commitment in the Trexima program as well as the AstraZeneca PN400 collaboration, announced in August 2006. Trexima’s migraine market penetration risk. One of the risks to Pozen is the similarity in terms of effectiveness between Trexima and the individual components of the drug taken together as separate tablets, as was done in the phase II trial. Physicians may not accept a combination product that will most likely be priced at a premium to generic alternatives if the efficacy of the premium product is not markedly superior to the much cheaper generic components that can be taken separately. In addition, according to the company’s 10K filings, GSK may reduce, but not eliminate, the royalty payment to Pozen if generic competitors attain a pre-determined share of the market. These concerns, however, are largely mitigated, in our view, by the strong branding that GSK carries, as well as its marketing power, which will enable Trexima to be successful in the marketplace even if similar generic alternatives are available. Additionally, we believe 6 Pozen, Inc. May 31, 2007 physicians generally prefer a combination therapy to two separate medicines from a compliance perspective. PN400 development and market risk. If the small, PN200 pilot study, that is being used by Pozen, and its partner AstraZeneca, to make a go/no-go decision on the PN400 program, is not successful, the development will likely stop on the combination naproxen/ Nexium tablet. The significant potential the program has on future revenue for Pozen makes this outcome especially risky for the company, and is why the 3Q07 interim review of the pilot study data is especially important. Furthermore, though we do not believe it will be the case, the FDA may nevertheless view PN200 (omeprazole + naproxen) sufficiently different from the PN400 (esomeprazole + naproxen) candidate that Pozen is currently advancing and therefore may not extend the SPA which the company already has for PN200 to the PN400 program. There is a risk that the development timelines for the program may be significantly extended as a result, especially if the FDA requires other PN400 studies in addition to those already planned. In addition, though data to date suggest otherwise, the drug may not provide a sufficient benefit advantage over physicians’ preference to separately titrate and combine a PPI and naproxen doses or to separately prescribe generic combinations. For example, TAP Pharmaceuticals (private) currently markets a combination package, branded as PREVACID NapraPac containing the two individual drug products, the PPI PREVACID (lansoprazole) and the NSAID Naprosyn (naproxen). We also note that the Pozen’s agreement with AstraZeneca provides for certain reductions to the PN400 royalty rate based on loss of market share due to generic competition. Pozen’s product development is heavily reliant on partners. Pozen is dependent on its partnerships with GlaxoSmithKline and AstraZeneca for the development of Trexima and PN400, respectively. There is a risk that these partners may terminate their collaborative agreements with Pozen if their priorities shift, or if they determine that the agreements no longer provide for favorable economics, or for no reason at all. Both GlaxoSmithKline and AstraZeneca have the right to terminate their agreements if certain delays occur or if specified development and regulatory milestones are not met or upon 90 days’ notice for any reason. Valuation We are initiating coverage on Pozen with a Buy rating and a 12-month price target of $24.00. Our price target is derived by applying a 22X multiple to our 2010 fully-taxed EPS estimate of $1.86 and discounting back at 30%. We believe that 2010 is an appropriate year upon which to base our valuation since it is the first year that we estimate both Trexima and PN400 will be on the market. We believe that a 30% discount is warranted given that Trexima, as well as PN400, have yet to be approved. Upside could come from better-than-expected sales of Trexima, or PN400, or from milestone payments from PN400 and PA325, both of which are not included in our model. Market Model Assumptions Trexima Pozen has already received $60mm in milestone payments under the terms of its collaborative agreement with GlaxoSmithKline. In addition, it stands to receive an additional $20mm milestone payment in 2H07 following FDA’s approval of Trexima and GlaxoSmithKline’s notification of its intent to commercialize. Pozen is also eligible to receive $80mm in sales milestones as well as a mid-single-digit royalty (we assume 5%) through 2009 and a high-teen royalty rate (we assume 17%) thereafter. 7 Pozen, Inc. May 31, 2007 Table 1: Pozen/GSK Trexima-related Milestones Milestones Amount Status Upfront milestone payment $25 million June 2003 Initiate Phase III Trexima program $15 million May 2004 Acceptance of NDA $20 million October 2005 NDA approval $10 million Est. 3Q07 GSK notification of "intent to market" $10 million Est. 3Q07 Sales performance milestones based on achievement of certain sales threshold $80 million Pending Source: Company reports We project Trexima will receive approval from the FDA by August 1, 2007 and for the drug to be launched in 3Q07. We model a 3% yearly growth in the overall migraine market, which currently is at $2.1bn. We conservatively model that GlaxoSmithKline will achieve peak 24% market share with Trexima by 50% conversion of its Imitrex sales to Trexima within the first two years after launch. As an analogy, in switching patients in 2003-2004 from its 2X per day anti-depressant Wellbutrin SR to 1X per day Wellbutrin XL to stave off the effect of generic competition on the SR product, GlaxoSmithKline achieved approximately a 30% conversion in three months, and an 85% conversion by 12 months. Assuming similar pricing for Trexima as Imitrex, this translates to Trexima sales for 2007-2010 of $52.1mm, $439.1mm, $556.7mm, and $630.8mm. We note that Pozen has no COGS expense related to Trexima since, per the collaboration agreement, GlaxoSmithKline is solely responsible for manufacturing. Based on our royalty and market penetration assumptions of the GlaxoSmithKline collaboration, we estimate Pozen will receive royalty payments of $2.6mm in 2007, $22.0mm in 2008, $27.8mm in 2009, and $107.2mm in 2010. Table 2: Trexima Revenue Model (2006 – 2010) Pozen, Inc (POZN-NASDAQ) Trexima Revenue Model (2007 - 2012) $ in thousands Migraine Market Imitrex Base Sales Imitrex to Trexima Conversion Rate Trexima Sales % of Migraine Market 2006A $2,100,000 $1,019,000 0% $0 Q107A Q207E Q307E Q407E $267,000 0% $0 $260,857 0% $0 $260,857 0% $0 $260,857 20% $52,171 Royalty Rate Trexima Royalty 5% $2,609 2007E $2,163,000 $1,049,570 5% 52,171 2.4% 2008E $2,227,890 $1,081,057 41% $439,090 19.7% 2009E $2,294,727 $1,113,489 50% $556,744 24.3% 2010E $2,363,569 $1,146,893 55% $630,791 26.7% 5% $2,609 5% 21,954 5% 27,837 17% 107,235 Source: Morgan Joseph & Co, Inc. estimates PN400 Pozen entered into a collaborative and license agreement with AstraZeneca for PN400 in August 2006 granting AstraZeneca an exclusive, worldwide fee-bearing license, except for Japan. AstraZeneca may elect to include Japan in the licensed territory at no additional cost within 2 years after the effective date of the agreement. Pozen has already received a $40mm upfront payment, and stands to receive an additional $160mm in development and regulatory milestones, as well as an additional $175mm if certain (undisclosed) sales milestones are achieved. In addition, Pozen will receive royalty based on annual sales by AstraZeneca of PN400, with the royalty rate ranging between midsingle-digits to the mid-teens depending on certain (undisclosed) sales thresholds. In our estimates, we assume a blended royalty rate of 8%. 8 Pozen, Inc. May 31, 2007 Table 3: Pozen/AZN PN400-related Milestones Milestones Amount Status Upfront milestone payment $40 million August 2006 Development & regulatory milestones $160 million Pending Sales performance milestones based on achievement of certain sales threshold $175 million Pending Source: Company reports Upcoming Events and Milestones Pozen has several important catalysts over the next 12 months, the most important of which is Trexima’s FDA decision (PDUFA) date of August 1, 2007. The company’s lead product, developed jointly with GSK, is a major value driver for the stock, and we believe that if Trexima is approved in August, POZN’s share price should increase at least by 40% from present levels. Assuming Trexima approval in 3Q07, we expect GSK to launch the drug during the same quarter. In addition to the Trexima PDUFA, the company’s other late-stage program has a critical go or no-go decision for PN400 that it expects to make in 3Q07 based on an interim review of data from the phase II/III pilot PN200 study. Advancement of PN400 into Phase III will be a key indicator of the potential of the PPI/NSAID combination approach, and a clear indicator that pilot study PN200-301 showed a good safety profile and clear signal of efficacy, however, we note that a Phase III trial would not be required to show efficacy in pain, as the primary endpoint will be a measure of reduction in ulcers with the combination product vs. naproxen alone. The PA “safer aspirin” program is likely to progress further based on the promising results of the recently reported Phase I pilot study. We expect for the development plan for PA325 to be better defined and for Pozen to initiate a Phase II trial in 4Q07 or early 1Q08. In addition, a potential partnership for this program remains on the horizon, and the likelihood of more favorable deal terms will only be increased with the approval of Trexima, which would serve to validate Pozen’s PPI combination strategy for creating better tolerated and patient adhered therapeutics. Table 4: Upcoming Events and Milestones Event Trexima PDUFA Date Date August 1, 2007 PN 200 Pilot Trial Interim Analysis 2Q07 Initiate PN400 Phase 3 trial 3Q07 Potential US launch of Trexima by partner GlaxoSmithKline 3Q07 PN 200 data from completed 6-mos study 4Q07 Initiation PA325 Safer Aspirin Trial 4Q07/1Q08 Potential PA325 partnership 2007/2008 Source: Company reports and Morgan Joseph & Co, Inc. research 9 Pozen, Inc. May 31, 2007 Company Background Pozen, Inc, based in Chapel Hill, North Carolina, is a specialty pharmaceutical company focused primarily on combination products for the treatment of acute and chronic pain and other pain-related conditions. The company is dedicated to developing drugs that improve the efficacy, safety, and/or patient convenience relative to currently available medications. The company’s lead product candidate for treatment of migraines, Trexima, is under FDA review with an FDA decision (PDUFA) date of August 1, 2007. Trexima is being developed in collaboration with GSK as a follow-on therapy for GSK’s blockbuster Imitrex. Trexima is based on Pozen’s MT technology platform, which is focused on combining the non-steroidal anti-inflammatory drug (NSAID) naproxen with other approved compounds to provide safer or more efficacious alternatives than either component alone. Trexima is a single combination tablet of 500mg naproxen and 85mg sumatriptan (Imitrex), formulated with GSK’s proprietary RT formulation technology. RT technology, currently used for Imitrex, is GSK’s proprietary method to enhance the gastric dissolution and dispersion of oral tablets. In addition, the two components of Trexima target two separate pathways thought to be involved in migraines, namely vasodilation (targeted by sumatriptan) and inflammation (targeted by naproxen). In addition to Trexima, Pozen also has several other development programs that leverage the strengths of the company’s capabilities. Pozen, along with its development partner AstraZeneca AB is developing a product that is a combination of an NSAID and a proton pump acid inhibitor (PPI) intended to provide management of pain and inflammation in patients with osteoarthritis, rheumatoid arthritis, and ankylosing spondylitis, who are at risk of developing NSAID-associated ulcers. The PN program, as the platform is named, has several product candidates, with PN400 expected to go into phase III trials in 3Q07. Based on our review of early proof-of concept and Phase II studies, we believe the PN program shows great promise given its comparable efficacy to other NSAIDs and its significantly reduced GI side effects. Earlier stage product development programs include the development of a “safer aspirin” (the PA program), as well as a new combination product containing lornoxicam, to treat pain or other pain-related indications. Migraine Program Migraine – Disease Background Trexima, the company’s lead product candidate, is partnered with GSK and is being developed for the treatment of migraines. Migraines are characterized by chronic, recurring headaches lasting between 4 to 72 hours (untreated), which can also be accompanied by visual, auditory, and gastrointestinal disturbances such as nausea and vomiting. Approximately 28 million people in the US are affected by migraines. The incidence of migraines in the U.S. is approximately 6.5% of men and approximately 18.2% of women3. Of recurrent migraine sufferers, most patients (62%) suffer at least one attack per month, 37% have one to three attacks per month, and 11% of these recurrent migraine sufferers have at least one attack per week. Additionally, it is estimated that migraines are among the four conditions that cause the highest levels of individual disability (the other three being acute psychosis, dementia, and quadriplegia). This high prevalence and the marked impairment of the patients' quality of life culminate in a major societal burden with high healthcare costs as well as indirect costs such as unemployment and loss of work productivity. Indirect and direct costs related to loss of productivity as a result of migraines have been estimated at approximately $13bn per year, according to one study.4 3 American Migraine Study II, 1999 Hu, HM, et al., Burden of Migraine in the United States: Disability and Economic Costs. Archives of Internal Medicine. 1999; 159:813-818. 4 10 Pozen, Inc. May 31, 2007 Migraine – Current Treatment Options While a large number of people suffer from the disease, relatively few effective treatment options exist for many patients. It is believed that only 41% of migraine sufferers (diagnosed) receive prescription medication for the migraine attacks, while the remaining patients (59%) use widely available over-the-counter (OTC) medications to control their symptoms, or no medications at all. Current acute therapy for migraines includes simple (e.g., acetaminophen) and compound analgesics (e.g., acetaminophen, aspirin, and caffeine; acetaminophen with codeine), nonsteroidal anti-inflammatory drugs (NSAID—e.g., naproxen, ibuprofen), migraine-specific therapies such as ergots (ergotamine and dihydroergotamine [DHE]) and triptans (serotonin [5-HT] 1B and 1D, 5-HT1B/1D agonist), and adjuvant therapies such as metoclopramide for gastrointestinal disturbances. Over-the-counter non-specific therapies are well suited for a low-severity migraine, but patients with more disabling attacks are better served with migraine-specific agents. Triptans Triptans are considerably more effective in treating migraine attacks than standard NSAIDs. GlaxoSmithKline’s Imitrex (sumatriptan), approved in 1992, was the first drug specifically indicated and developed to treat migraines. The drug is a serotonin 5HT-1 receptor agonist, and by constricting blood vessels and nerves in the brain, it serves to block the pain stimuli that characterize migraine attacks. Imitrex is available as an oral, nasal, and injectable formulation. The injected form of the drug works the fastest, and is effective in most migraine attacks, but the pain and inconvenience, combined with a general patient reluctance to use injectable products, limits its use in the migraine population. While GSK’s Imitrex is the clear market leader, with 50% of sales in the overall migraine market, a number of 2nd-generation triptans have been developed since the introduction of Imitrex. Drugs such as Maxalt (rizatriptan), Amerge (naratriptan), Zomig (zolmitriptan), Axert (almotriptan), Frova (frovatriptan), and Relpax (eletriptan) all have similar efficacy and side effect profiles compared to Imitrex, but GSK has been able to retain significant market share due to name recognition, and a slightly superior pharmacokinetic / pharmacodynamic profile (see Table 5). As a class, long-term triptan use has been associated with the occurrence of cardiovascular related events, including chest pain/discomfort, throat discomfort and warm/cold sensations. Due to triptans’ vasoconstrictive properties, their use is contraindicated in patients with coronary artery disease or uncontrolled hypertension. Triptan sales in the U.S. in 2006 were approximately $2.1bn, with GSK’s Imitrex capturing $1.1bn or about 50% of the market share. Table 5: Marketed Triptans and 2006 IMS sales Generic name Almotriptan Eletriptan Frovatriptan Naratriptan Rizatriptan Sumatriptan Zolmitriptan Brand name Axert Relpax Frova Amerge Maxalt Imitrex Zomig Company Johnson & Johnson Pfizer Vernalis/Endo Pharma Glaxosmithkline Merck GlaxoSmithKline AstraZeneca 2006 IMS sales ($mm) $64 $213 $53 $5 $324 $1,100 $213 Source: Company reports and IMS Trexima (MT 400) Pozen and its development partner, GSK, are developing Trexima to be the nextgeneration treatment for migraines. In October 2006, GSK and the Indian generic drugmaker, Dr. Reddy’s Laboratories (RDY - $16.21 – NYSE), settled a Paragraph IV 11 Pozen, Inc. May 31, 2007 dispute over generic Imitrex, permitting Dr. Reddy’s to enter the market with a generic Imitrex no earlier than 4Q08. If approved by the August 1, 2007, PDUFA date, we believe that GSK will have a very strong incentive to convert the current Imitrex franchise to Trexima during the 15-month period prior to generic market entry. In June 2003, Pozen signed an agreement with GSK for the development and commercialization of proprietary combinations of a triptan and a long-acting NSAID. Under the signed joint development agreement, GSK has exclusive rights in the U.S. to commercialize all combinations that combine GSK’s triptans, including Imitrex and Amerge with a long-acting NSAID. Pozen is responsible for the development of the first combination product, while GSK would be responsible for formulation development, manufacturing, and commercialization for the drug. Trexima is the proposed brand name for the combination of 85 mg Imitrex (sumatriptan succinate) and 500 mg of the NSAID naproxen sodium in a single tablet, formulated with GSK’s RT Technology. Although GSK is positioning Trexima to replace its widely prescribed Imitrex franchise, it is more than a follow-on product, as clinical studies have consistently shown it superior to the current “Gold-standard” Imitrex. Trexima targets two separate pathways thought to be associated with migraines. The triptan alters the constriction of the blood vessels, which correlates to the relief of migraine pain, whereas the NSAID inhibits the enzyme responsible for the production of prostaglandins, which are the mediators of pain and inflammation, thereby enhancing the speed, effectiveness and duration of migraine symptom relief. The combination of both drugs gives an enhanced delivery and efficacy profile compared to currently available migraine medications, including the current gold standard, GSK’s Imitrex. The tablet is formulated so that it provides a faster onset of pain relief, has longer duration of action, and fewer recurrences of headaches, while at the same time maintaining a similar safety profile to Imitrex. Two Phase III trials (MT400-301 and -302) run by Pozen and GSK have positively differentiated Trexima from Imitrex. Pozen was able to show superiority over the current standard of care in virtually all 2- and 4-hour efficacy endpoints, as well as for longer periods up to 24-hours. To support an NDA for Trexima, Pozen has conducted five phase I trials, a Phase II trial, two pivotal phase III trials, and one 12-month, open-label safety trial. Below, we review the key findings of the Phase II and the two Phase III trials. MT 400 – Phase II In 2001, the company completed a 972-patient, phase II double-blind, placebo-controlled, single-dose clinical trial, where an early incarnation of Trexima showed a statistically significant superiority over placebo and its components. The four-arm study randomized patients to receive one of four treatments: (1) 50 mg sumatriptan capsule and 500 mg naproxen tablet; (2) 50 mg sumatriptan capsule and a placebo tablet; (3) a placebo capsule and a 500 mg naproxen tablet; or (4) a placebo capsule and a placebo tablet. Patients were instructed to take the study medication following the onset of a moderateto-severe migraine. The primary measure in the trial was sustained pain relief over 24 hours. In the sumatriptan plus naproxen sodium group, 46% of subjects achieved 24hour pain relief response (primary endpoint), which was significantly more effective than sumatriptan alone (29%), naproxen sodium alone (25%), or placebo (17%) (P < .001). Twohour headache response also significantly favored the sumatriptan plus naproxen combination therapy (65%) versus sumatriptan (49%), naproxen sodium (46%), or placebo (27%) (P < .001). A similar pattern of between-group differences was observed for 2-hour pain-free response and sustained pain-free response (P < .001). The incidence of headache recurrence up to 24 hours after treatment was lowest in the sumatriptan plus naproxen sodium group (29%) versus sumatriptan alone (41%; P = .048), versus naproxen sodium alone (47%; P = .0035), and versus placebo (38%; P = .08). The incidences of the associated symptoms of migraine were significantly lower at 2 hours following sumatriptan 50 mg plus naproxen sodium 500 mg treatment versus placebo (P < .001). Importantly, the frequencies and types of adverse events reported did not differ between treatment groups. 12 Pozen, Inc. May 31, 2007 Table 6: Results of Phase II MT 400 Trial Sumatriptan 50mg + Naproxen Sodium 500mg N=250 Pain response (%) 0.5 hr 1 hr 2 hrs 4 hrs Pain-Free (%) 0.5 hr 1 hr 2 hrs 4 hrs Additional Endpoints 24-Hr Sustained Pain Response 24-Hr Sustained Pain-Free Headache Recurrence Rescue Medication use (2-24 Hrs) Adverse Event Rate Sumatriptan 50mg N=226 Naproxen Sodium 500mg N=248 Placebo N=241 5% 29% 65% 74% 8% 23% 49% 56% 8% 27% 46% 48% 3% 12% 27% 29% 1% 8% 34% 54% 0% 4% 20% 35% 0% 3% 18% 27% 0% 1% 6% 14% 46% 25% 29% 35% 23% 29% 11% 41% 51% 24% 25% 12% 47% 52% 17% 17% 5% 38% 64% 15% Source: Smith et al. Sumatriptan and Naproxen Sodium for the Acute Treatment of Migraine 2005. Headache 45: 983-991. This trial, in addition to previous phase I clinical work, prompted the company to complete a 505(b) (2) application, under which the FDA allows a reduced development program. After the acceptance by the FDA of this application, Pozen then began developing MT 400 specifically with sumatriptan, and eventually landing upon the current Trexima formulation after considerable phase I pK/pD testing. The reduced clinical development under the 502(b) allowed the company to begin its two pivotal phase III trials once the appropriate formulation for the combination product had been selected, and a partnership established with GSK, which markets sumatriptan (Imitrex). MT 400-301 – First Pivotal Trexima Trial The first pivotal trial of Trexima for the acute treatment of migraine, which commenced in 2H04, was a double-blind, four parallel group at-home study of 1,875 screened patients (1,677 randomized); with each group containing approximately 434 patients. Patients were approximately equally randomized to the following four arms: (1) Trexima (sumatriptan and naproxen sodium); (2) sumatriptan only; (3) naproxen sodium only; and (4) placebo. The Trexima formulation evaluated was the current formulation of 85mg sumatriptan combined with 500mg of naproxen as a single tablet using GSK’s RT release technology. The trial was conducted at 118 U.S. study sites, with patients instructed to treat the attack when pain intensity was moderate to severe, as judged by the individual patient using a 4point pain scale. The primary objective of the study was to determine whether the combination of sumatriptan and naproxen is efficacious vs. placebo, as assessed by headache relief, sensitivity to light (photophobia), sound (phonophobia), and nausea 2 hours after dosing. The study was also designed to compare the efficacy of sumatriptannaproxen combination with each monotherapy, using sustained pain-free response as the outcome measure. The first four endpoints (percent of patients with headache relief 2hours after dosing, absence of photophobia, absence of phonophobia, and absence of nausea) were all compared against placebo, while the remaining two endpoints, designed to meet the FDA’s “combination drug rule” consisted of a comparison of Trexima to each individual component (sumatriptan or naproxen) on the 24-hour sustained pain-free response criteria. Trexima (23%) showed superiority to sumatriptan (14%; P<0.001) and naproxen (10%; P<.001) alone, and to placebo (7%; P<0.001) for sustained-pain free response. In addition, Trexima was superior to placebo at 2 hours for pain, photophobia, and phonophobia, P<0.001, and nausea (P=0.007). There were no statistically significant differences on nausea at 2 hours between Trexima and any of the comparator groups, though Trexima did show superiority to placebo (48% vs. 28%) at least 3 hours which 13 Pozen, Inc. May 31, 2007 was sustained to 24 hours. The lack of significance on the nausea-free at 2 hours endpoint may be related to baseline imbalances in incidences in nausea, since there was a greater percentage of patients in the Trexima arm whose migraines were characterized with nausea (56%) compared with any of the active control (48% for both sumatriptan or naproxen) and placebo (49%). MT 400-302 – Second Pivotal Trial of Trexima The second Trexima pivotal phase III trial was, for the most part, a replica of the MT 400-301 study, having the same primary and secondary endpoints as the prior study. The trial showed statistically significant improvement in each of the first four primary endpoints, with 65% of patients having pain relief at 2-hours in the Trexima arm, compared to just 28% for placebo (p-value less than 0.001). The other primary endpoints, including nausea-free at 2 hours, comparing Trexima to placebo were also met with a high degree of statistical significance (P< 0.001). Compared to monotherapy, the incidence of pain-free response was 25% for Trexima, compared to 16%, 10%, and 8% for sumatriptan, naproxen, and placebo, respectively (P<0.001). Table 7: MT 400-301 and MT 400-302 Pivotal Trial Data Primary Endpoints Number of Patients Headache Relief at 2-Hrs Absense of Nausea at 2-Hrs Absense of Photophobia at 2-Hrs Absense of Phonophobia at 2-Hrs Sustained Pain-free Response Secondary Endpoints Pain-free at 2-Hrs Headache Relief at 4-Hrs Absense of Nausea at 4-Hrs Absense of Photophobia at 4-Hrs Absense of Phonophobia at 4-Hrs Sustained Headache Relief Sustained Absense of Nausea Sustained Absense of Photophobia Sustained Absense of Phonophobia Any Vomiting to 24-Hrs Post Dose Use of Rescue Medication MT 400-301 362 Trexima a,b 57% 65% a 50% a 56% a,b,c 23% a,b 30% a,b 72% a 73% a,b 50% a,b 56% a,b 44% a 48% a,b 37% a,b 41% a,b 4% a,b 23% 362 364 Sumatriptan Naproxen 50% 43% 64% 68% 46% 41% 52% 44% 14% 10% 23% 61% 69% 46% 52% 33% 44% 30% 33% 9% 38% 16% 54% 68% 41% 44% 28% 41% 27% 29% 5% 29% MT 400-302 382 Placebo 29% 64% 32% 34% 7% 10% 37% 56% 32% 34% 17% 28% 16% 18% 11% 58% 364 361 Trexima Sumatriptan a,b 65% 55% a 71% 66% a,b 58% 48% a,b 61% 50% a,b,c 25% 16% a,b 34% a,b 78% a,b 81% a,b 74% a,b 75% a,b 48% a,b 56% a,b 46% a,b 49% a 4% a,b 22% 25% 66% 71% 61% 63% 35% 44% 35% 36% 7% 32% 356 Naproxen 44% 70% 47% 51% 10% 360 Placebo 28% 64% 36% 38% 8% 15% 55% 67% 57% 60% 30% 44% 31% 36% 5% 38% 9% 37% 55% 38% 41% 18% 33% 21% 21% 10% 53% Note: (a) statist. significant vs. placebo, (b) statist. significant vs. sumatriptan, (c) statist. significant vs. naproxen sodium **Note: All primary endpoints except "Sustained Pain-free Response" require statistical significance against placebo; the last primary endpoint requires significance against monotherapy components of Trexima Source: Brandes et al. Sumatriptan-Naproxen for Acute Treatment of Migraine: A Randomized Trial. JAMA 2007: 297 (13) 1443-1454 In summary, in both trials, Trexima showed superiority compared with sumatriptan or naproxen in sustained pain-free response, the endpoint we believe is most important for approval. In addition, with the exception of 2 hr nausea-free in the -301 study, Trexima met all other primary and secondary endpoints compared to placebo. We do not regard the miss on the 2-hr nausea-free endpoint in the -301 study as concerning since (1) there was an imbalance in group baseline characteristics, with the placebo group having lower rates of nausea than the Trexima group; (2) sumatriptan also did not show a change in this endpoint vs. placebo; (3) Trexima did show a significant reduction in nausea at 4 and 24 hrs vs. placebo in both trials; (4) Trexima achieved significant nausea reduction (at 2 hours) in the second (MT 400-302) trial (P=0.007); and (5) in the June 9, 2006 FDA approvable letter, the FDA acknowledged that Trexima is effective as an acute treatment of migraine headaches. Trexima was generally safe and well tolerated. There were no statistically significant differences between Trexima and sumatriptan monotherapy (Imitrex) in either of the two pivotal trials. In addition, there were no serious adverse events attributed to Trexima in the two trials. 14 Pozen, Inc. May 31, 2007 Open-Label Twelve-Month Tolerability Study In addition to MT 400-301 and MT 400-302, Pozen and development partner GSK conducted a one-year, multi-center, open-label safety study assessing the safety of the long-term use of Trexima to treat migraine attacks of moderate to severe intensity.5 A total of 600 patients were enrolled in the trial, with 94% being treated for at least one migraine. Of the patients who used Trexima to treat a migraine attack over that period, 73% completed six months of therapy, while 64% completed a full year of follow-on open label treatment. The vast majority of attacks (70%) were successfully treated with a single dose of Trexima, with the majority of patients averaging a little more than one attack per week (five attacks per month). Trexima was well-tolerated, with nasopharyngitis (9%) and sinusitis (8%) being the most common adverse events. The type and frequency of adverse events reported in this longterm study are similar to those reported in long-term studies of Imitrex up to two years of duration that were part of the basis of approval. Additionally, for those patients who were unable to successfully treat the attack with one dose, when an additional dose was given to counter the acute attack, the rates of adverse events reported were no higher than what was observed with one course of treatment. All the serious adverse events were judged as unrelated to Trexima, with the exception of one case of acute coronary syndrome that was judged as potentially related to treatment. The 47-year-old woman had used oral Imitrex before enrolling in the study. The patient had been enrolled in the study for seven months and had treated multiple migraine attacks with Trexima. She experienced chest discomfort and shortness of breath about two hours after taking the study drug. The patient ended up undergoing a coronary angioplasty and was withdrawn from the study. We believe that this patient should not have been enrolled to the study since she was obese (35.7 BMI), had abnormally high cholesterol levels, had a family history of coronary artery disease, and on further evaluation via angiography, was found to have coronary artery disease. We note that triptans are not recommended for patients who are at risk of developing coronary artery disease, unless a cardiovascular evaluation determines that a patient is relatively free of serious underlying cardiovascular disease. Trexima’s Regulatory Roller-Coaster; August 1 PDUFA is the Ride’s Climax. Pozen had a pre-NDA meeting with the FDA in April 2005 and, in August of that year, it submitted an NDA for Trexima. In October, Pozen announced the FDA’s acceptance of the NDA, which would be reviewed under the normal 10-month period. In June 2006, the company received an approvable letter as the FDA, while recognizing the efficacy of the drug, requested additional safety data (we believe triggered by the one case of acute coronary syndrome observed in the Phase IIIb trial). After a July 2006 FDA meeting, Pozen, along with development partner GSK, submitted a response to the approvable letter in November 2006. This response included data from Phase IIIb studies conducted by GSK and two in-vitro studies. However, in December 2006, the FDA notified the company that it required additional information, including a more detailed analysis of patient baseline characteristics to compare Trexima’s safety profile with that of Imitrex. In February 2007, Pozen submitted a complete response to the FDA’s approvable letter, which was subsequently accepted for review, and a PDUFA date of August 1, 2007, was established. 5 Winner, P. et al. Twelve-Month Tolerability and Safety of Sumatriptan-Naproxen Sodium for the Treatment of Acute Migraine. Mayo Clinic Proc. 2007; 82(1):61-68. 15 Pozen, Inc. May 31, 2007 Table 8: Historical Development Timeline for Pozen’s Trexima Date August 2005 June 9, 2006 November 9, 2006 December 2006 February 2007 March 22, 2007 Timeline POZN submits Trexima NDA FDA grants Approvable Letter for Trexima requesting addional safety data POZN submits response to Approvable Letter FDA renders POZN response as incomplete; requests additional information POZN submits complete response FDA accepts POZN's amended response; PDUFA date August 1, 2007 Source: Company reports and MJ research PN Program – Chronic Pain Indications NSAID Use Risk and Pozen’s “Safer NSAID” PN Program We believe Pozen is in a unique position among development stage biotechnology companies, in that, along with Trexima, it has another late-stage clinical program addressing a blockbuster indication. The company refers to the proton pump inhibitor (PPI)/naproxen single tablet combination program as the PN program. The PN program addresses a large market opportunity by potentially offering a safer non-steroidal antiinflammatory drug (NSAID) alternative that significantly decreases the rate of GI side effects commonly associated with long-term NSAID usage. The PN program aims to provide pain and inflammation relief associated with conditions such as osteoarthritis and rheumatoid arthritis. Osteoarthritis alone affects an estimated 20-30 million people in the U.S. and represents one of the most frequent causes of disability. Patients who use NSAIDs chronically may develop major gastrointestinal complications, including gastric ulcers and other painful and debilitating side effects (primarily in the GI tract). In addition, according to the ARAMIS study,6 approximately 107,000 patients are hospitalized annually for NSAID-related GI complications and more than 16,500 NSAID-related deaths occur each year in arthritis patients alone. These side effects from NSAIDs use (even for short periods of time) are significant enough that newer medicines, particularly the COX-2 class of pain medicines, were developed as alternatives. Whereas NSAIDs target both the COX-1 (protects the stomach’s mucosa) and COX-2 (causes inflammation), the COX-2 selective inhibitors were designed to provide the antiinflammatory benefits of NSAIDS without the risk of ulcers. The use of the COX-2-class of drugs, however, was questioned in 2004 as a result of an emergent increased cardiovascular risk for Merck’s Vioxx and Pfizer’s Bextra, which offset the gastrointestinal benefit that may have been derived. Both of these products were later removed from the market, which resulted in a Y/Y revenue loss of about $3bn from the COX-2 inhibitor class between 2004 and 2005. Therefore, since, PN400, if approved, would target the mild-to-moderate segment of the pain market, we believe it stands to capture a significant share of this $3bn void created by the removal of Bextra and Vioxx. Proton-Pump Inhibitor (PPI)-Naproxen Combination (PN) Program Pozen’s PN program, partnered with AstraZeneca, combines a PPI and the NSAID naproxen into a single tablet. To date, the company has conducted clinical programs on three different combinations, PN100 (a combination of the PPI Prevacid [generic name, lansoprazole] and the NSAID naproxen), and PN200 (a combination of the PPI Prilosec [generic name, omeprazole] and naproxen) and the lead formulation PN400. PN400, the next-generation product of the collaboration and the current focus of development in the company’s PN program, is a combination of the PPI esomeprazole magnesium (Nexium) with naproxen in a single tablet. Pozen is developing the drug for pain and inflammatory 6 Singh, G. Recent Considerations in NonSteroidal Anti-Inflammatory Drug Gastropathy. American Journal of Medicine. 1998. 105:31S-38S. 16 Pozen, Inc. May 31, 2007 conditions associated with both osteoarthritis and rheumatoid arthritis, and anticipates it will begin phase III pivotal trials with PN400 in 3Q07. Pozen independently began its PN program with the development of PN100. The focus was soon changed to PN200. Preliminary phase I and phase II safety and efficacy trials were carried out by the company, giving a clear signal for the potential of the program. Concurrent with PN200 development, Pozen was in active partnership discussions for the PN program. In addition, Pozen was able to obtain a special protocol assessment (SPA) for a proposed Phase III design for PN200. However, under the partnership terms it reached with AZN on August 1, 2006, Pozen would use AZN’s Nexium (esomeprazole) as the PPI since AZN maintains exclusivity for this branded product. Pozen is currently conducting a six-month PN-200 comparative study using PN200 (omeprazole + naproxen) as compared to enteric coated naproxen (EC Naproxen) in chronic pain. The primary endpoint of the trial is the cumulative incidence of gastric ulcers over six months of treatment. Because final results will not be available until 4Q07, Pozen plans to conduct an interim review of this trial in 3Q07, and if deemed to be successful, will initiate Phase III studies with PN400. PN100/PN200 In early 2006, Pozen submitted a special protocol assessment (SPA) to the FDA for the company’s pivotal phase III trials for PN200. An agreement was reached on the SPA in April 2006 to evaluate the use of PN200 to treat the signs and symptoms of osteoarthritis, rheumatoid arthritis, and ankylosing spondylitis in patients at risk of developing NSAIDassociated gastric ulcers. Additionally, the agency agreed that the development program and study design proposed for PN200 would be applicable to a product that contained an isomer of omeprazole combined with naproxen. We believe that the SPA Pozen secured for PN200 should apply to PN400, however, the company intends to verify this in a meeting planned for this quarter. We believe that PN400 carries a lower risk than typical early-stage pipelines as both components of PN400 are already marketed and widely used. In addition, Pozen has conducted two pilot studies with earlier versions of PN400, PN100, and PN200. In study PN 100-103, 60 normal healthy volunteers aged 40-65 years were randomized into three treatment groups: (A) PN100 (15 mg lansoprazole + 500 mg naproxen) B.I.D. (two times per day); (B) enteric coated (EC) naproxen 500 mg B.I.D.; (C) lansoprazole 15 mg every morning and naproxen 500 mg B.I.D. The primary endpoint was a measurement of GI damage as assessed by the Lanza scoring scale (see Figure 1) at day 14. Figure 1: Lanza Scoring Scale for Gastrointestinal Lesions Source: Company reports As shown in Figure 2 below, PN100 demonstrated a statistically significant improvement in GI safety compared to EC naproxen. After 14 days of treatment, only 25% of patients in the PN100 arm had a Lanza score of 3 or 4 compared with about 80% in the EC naproxen group (P<0.001). Comparable results were observed in a similarly designed 17 Pozen, Inc. May 31, 2007 study (PN 200-101) of 40 healthy volunteers equally randomized to PN200 (omepazole + naproxen) or to EC naproxen. After 15 days of treatment, about 25% of PN200-arm patients had Lanza scores of 3 or 4 compared with about 65% of patients in the EC naproxen arm (P=0.022). Figure 2: PN100-103 and PN200-101 Pilot Study Results- PPI + NSAID Reduce GI Damage vs. Naproxen alone Source: Company reports It is important to note that reduced GI ulcer risk was noted not only compared to naproxen alone, but also against the individual components of PN100 (lansoprazole and naproxen) co-prescribed separately. Whereas only 25% of PN100 patients had a Lanza score of 3 or 4, about 70% lansoprazole + naproxen co-prescribed patients did so (P<0.01), showing that a single combination tablet provides significant reduction in GI damage, which cannot be mimicked via the individual components prescribed separately. Figure 3: PN100 vs. Standard Co-Therapy: PPI + NSAID Single Tablet Combination Provides Added GI Protection vs. Co-Therapy of Individual Components Source: Company reports 18 Pozen, Inc. May 31, 2007 PN400 On March 2, 2007, Pozen filed an Investigational New Drug (IND) application with the FDA for PN400 and, last month, initiated a Phase 1 study with the drug. Pozen, in partnership with AstraZeneca, is currently also conducting a six-month comparison trial with PN200 in patients undergoing chronic NSAID therapy, compared to enteric-coated naproxen. This trial now serves as a pilot trial for PN400 and an interim look at the data in 3Q07 will allow Pozen and AstraZeneca to make a “go/no-go” decision for commencing Phase III trials for PN400 in 3Q07. The primary endpoint of the PN200 trial is the cumulative incidence of gastric ulcers over six months of treatment. Pozen plans to conduct two Phase III pivotal trials with PN400 versus EC naproxen in arthritis patients at risk. In addition, the company plans to conduct an additional trial in arthritis patients at high risk, versus approved therapy, data from which, if successful, will be used to expand the label of the drug, once approved. The primary endpoint of the two pivotal trials and the additional label extension trial is incidence of gastric ulcers at six months. We note that both PN200 and PN400 will only have a safety primary endpoint (i.e., reduction of gastric ulcers) and not efficacy. PN400 is expected to assume all of the pain management claims of naproxen by a demonstration of bioequivalence. In addition, Pozen only has to complete a 12-month open-label, and not a long-term, cardiovascular safety study. The company hopes to position the combination product as a safer alternative to commonly used NSAIDs, offering compliance advantages, as well as potential clinical advantages based upon unique formulations and administration advantages that PN400 offers over the current formulations of its individual components. For example, Pozen has shown that if the two products are taken individually, the NSAID is released first, followed by the PPI. This is counter-productive, as the PPI serves to protect the patient from the potentially harmful side effects of the NSAID. Because Pozen’s products are uniquely formulated to release the protective PPI first, followed by the NSAID (refer to Figure 4), the gastrointestinal system is protected, and the benefit of the reduction in the number of gastric ulcers may be observed. Figure 4: RT Technology Achieves Controlled Release of PPI Followed by NSAID Source: Company reports We believe that PN400, once approved, will significantly increase the likelihood of patient compliance with the combination drug vs. a PPI and naproxen taken separately. According to one study,7 32% of patients are less than 80% compliant with concomitantly prescribed PPI and naproxen. Moreover, compared to patients with adherence of >= 80%, patients with 20-40% adherence to concomitant PPI and NSAID therapy were 4X more 7 Goldstein, JL, et al. The Effectiveness of Concomitant PPI Therapy in Preventing NSAID-Related Gastroduodenal Mucosal Injury: Does Adherence Matter? Gastroenterology. 2005; 128(4) Suppl 2. Abs. 860, p. A138. 19 Pozen, Inc. May 31, 2007 likely, and those with adherence <20% were 6X more likely, to have GI complications. In addition, according to a marketing survey conducted by the company, 90% of physicians surveyed preferred a single, combination tablet. PA325 “Safer Aspirin” Program Pozen is also developing several other products leveraging the company’s strengths to enter sizable markets with bioequivalent products offering superior safety or efficacy profiles. The most advanced of the early-stage products in POZN's pipeline is the company’s “safer aspirin” program, known as PA325, which combines a PPI (omeprazole) and aspirin as a single tablet. Similar to the PN program, PA325 is intended to have fewer GI complications compared to an aspirin taken alone, in patients at risk for developing aspirin-associated gastric ulcers. PA 325 is not covered under the AstraZeneca agreement for PN400 and Pozen continues to retain full rights to this program. Numerous studies have concluded, and it is well accepted, that low doses of aspirin (75325 mg) every day can significantly reduce the risk of cardiovascular disease, including heart attacks, unstable angina, and stroke as well as potentially reduce the risk of gastrointestinal cancer. In fact, aspirin is the only NSAID that has been clinically proven to help reduce cardiovascular risk. Despite the well-recognized benefits of chronic aspirin use, one of the barriers to this cardiovascular disease risk-lowering aspirin regimen has been the harmful gastrointestinal side effects that are commonly associated with chronic aspirin ingestion, which include, for example, nausea, vomiting, and stomach ulcers, as well as reduction in blood clotting ability. Despite this, however, according to the Center for Disease Control, 26 million people in the U.S. take aspirin daily for its cardioprotective benefits, accounting for $350mn of aspirin sales. The goal of Pozen’s PA325 program is to develop an aspirin-based NSAID that helps reduce the risk of cardiovascular disease while also reducing or eliminating the GI side effects that are normally seen with chronic aspirin use. The proprietary formulation of a PPI and aspirin permit the PPI to be released first, which helps to protect the stomach and ease irritation on the stomach’s mucosal lining. The program currently is unpartnered, though we believe that a potential partnership could be announced by the end of this year. We are encouraged by recent Phase I pilot trial data and believe that PA325 shows significant potential. However, we do not include PA325 into our financial model given the relatively early stage of this program. Therefore, any revenue generated from PA325, if approved, or upfront or developmental milestones from a partnership, would represent additional upside to our revenue and earnings estimates. Assuming that development of PA325 remains on track, we believe that PA325 could reach the market as early as 2010. The company announced phase I proof-of-concept data in 1Q07, from a small phase I study involving 80 patients treated for 28 days with either PA325 q.d. (one per day) or 325 mg of enteric-coated (EC) aspirin. The primary endpoint was gastrointestinal damage as measured by the Lanza scoring system used in previous trials for the PN program. The results in this study were highly significant, with 10% of the patients taking PA325 having Lanza 3 or 4 GI damage, compared to 57.5% of the placebo (enteric-coated aspirin) group showing this level of GI damage (see Figure 5). Further establishing a preliminary efficacy profile, is that no ulcers were observed in the PA325 group, while 20% of enteric-coated aspirin patients developed a gastric ulcer in the study. The company recently completed the dosing phase of a second proof-of concept study with PA325 as compared to a lower dose of aspirin (i.e., 81 mg), and expects to complete the analysis of results this quarter. Pozen has also suggested that it has requested a meeting with the FDA to review the pilot trial data and determine a Phase III development path. 20 Pozen, Inc. May 31, 2007 Figure 5: “Safer Aspirin” PA325 Proof of Concept Study Results Source: Company reports Other Pipeline Products Pozen also has an earlier stage program focusing on the development of novel product candidates containing lornoxicam alone or in combination with other active ingredients. The company is developing this product platform for the treatment of pain, and related indications, and is partnered with Nycomed. Pozen hopes to create a “better NSAID” with efficacy similar to comparable opioids, without the narcotic side effects. Lornoxicam is marketed by the brand name Xefo in Europe and Japan. Pozen has filed INDs for two formulations of lornoxicam containing products. The first, an oral tablet formulation, was filed with the FDA in 2003, and has completed early clinical trials in patients undergoing dental surgery. Data from this study provided preliminary evidence of the efficacy of the drug. Because of the established efficacy profile of NSAIDs, safety is the primary regulatory concern for the company, and Pozen has indicated it plans to continue the development of oral lornoxicam products focusing on the long-term safety of the oral tablet. An injectable formulation is also being developed by Pozen. The company filed an IND in 2005, and has completed one phase I pK study, as well as two phase II studies evaluating the injectable formulation for management of acute post-operative bunionectomy pain, as well as for the management of severe migraine symptoms. In the phase II trials, both doses of drug studied demonstrated a superior profile relative to placebo, however, in the migraine trial, the drug failed to demonstrate a similar result. The company is continuing the development of the lornoxicam program, although it is no longer pursuing a migraine indication. Financial Results & Projections Pozen Inc. was incorporated in 1996 and went public via an initial public offering (IPO) on October 11, 2000, pricing 5.75 million shares at $15, resulting in net proceeds of $78.3mm. Pozen has not raised capital in the open market since the 2000 IPO, leaving it with only 29.5mm shares outstanding. 21 Pozen, Inc. May 31, 2007 FY2007 Financial Guidance Revenue. Pozen management has provided 2007 financial guidance. Pozen plans to generate revenue for the year in the range of $50-$55mm. This range includes a $10mm milestone payment from GSK related to the expected approval of Trexima in 3Q07, an additional $10mm milestone payment upon GSK’s formal intent to commercialize Trexima, which must occur within 30 days of approval, $12mm amortization of PN program milestone from AstraZeneca, $14-$18mm in reimbursement from AZN for R&D expenses related to the PN program, and $1.9mm in remaining amortization related to Trexima. Earnings. The company has guided that it will breakeven in 2007, which assumes operating expenses of $50-55mm and approval and commercial launch of Trexima in 3Q07. This guidance does not assume the receipt of any milestones related to the PN program with AstraZeneca or any additional payments received from a potential collaborative agreement for the PA program, which is currently unpartnered. Historical Results and Morgan Joseph Estimates Income Statement. Pozen reported 1Q07 and YE06 net loss of $2.09mm and $19.3mm or EPS of ($0.07) and ($0.66), respectively, based on revenue for the corresponding period of $7.66mm and $13.5mm, which were mainly comprised of licensing revenue and milestone payments from GlaxoSmithKline and AstraZeneca. Our revenue estimates are $7.5mm for 2Q07, $26.5mm for 3Q07, $9.1mm for 4Q07, and $50.8mm for the full-year 2007. Our revenue assumptions include the receipt of $48.2mm in milestone payments, which also includes $20mm from GSK as part of the “intent to commercialize” milestone payment as per agreement. For fiscal 2008-2010, our revenue forecast calls for $62.0mm, $67.8mm, and $162.2mm for the corresponding periods. Balance Sheet. Pozen had $58.2mm in cash and cash equivalents and no debt at the end of 1Q07 or net cash per share of about $2. Given our projections, we believe that the company’s cash balance will be sufficient to fund operations through 2010 and beyond. Management Team John R. Plachetka, Pharm.D., President, Chairman, and Chief Executive Officer. Prior to founding POZEN in 1996, Dr. Plachetka was vice president of development at Texas Biotechnology Corporation for two years, where he led the development of argatroban, a novel thrombin blocker. Previously, he served for two years as president and chief executive officer of Clinical Research Foundation-America, and had a nineyear career at Glaxo Inc. where Dr. Plachetka held various executive positions including director of cardiovascular clinical research and led the U.S. development program for Imitrex®, Trandate®, and a thromboxane antagonist. He earned his bachelor's degree in pharmacy from the University of Illinois College of Pharmacy and holds a doctor of pharmacy degree from the University of Missouri-Kansas City. William L. Hodges, CPA, Senior Vice President, Finance and Administration and Chief Financial Officer. Prior to joining the company in 2004, Mr. Hodges was senior vice president and chief financial officer of Pergo, Inc., the leading U.S. laminate flooring manufacturer. Previously, he spent 16 years in the pharmaceutical industry, culminating as senior vice president and chief financial officer at Glaxo Wellcome, Inc. He also worked four years as vice president, corporate planning and business support at Glaxo Wellcome where he worked closely with the commercial and technical operations of the company. Mr. Hodges spent over two years in London, United Kingdom, with Wellcome plc., where he served as regional controller - Northern Europe and Japan, and manager group financial analysis. At Burroughs Wellcome he held various financial management positions, including director of procurement, with responsibility for the U.S. and certain global operations. Mr. Hodges received his bachelor's degree in Business 22 Pozen, Inc. May 31, 2007 Administration/Accounting from the University of North Carolina at Chapel Hill and is a certified public accountant. Kristina M. Adomonis, Senior Vice President of Business Development. Prior to joining the company in 1999, Ms. Adomonis was vice president of global business development and licensing for the Over-The-Counter (OTC) business sector at Novartis Consumer Health and was a member of the U.S. Executive Committee. She was also director of business development at Glaxo Wellcome's U.S. operations and prior to that served on the Canadian Executive Committees of Burroughs Wellcome and Abbott Laboratories, where she managed the business development units for both operations. She joined the industry in 1980 with F. Hoffmann-La Roche Ltd. Ms. Adomonis received her bachelor's degree in chemistry from Tufts University and an MBA from McGill University. Marshall E. Reese, Ph.D., Executive Vice President, Product Development. Dr. Reese is responsible for overseeing all of the company’s product development activities. Most recently, Dr. Reese was at the Swiss-based pharmaceutical company Novartis as senior vice president and global head of research and development, Consumer Health Care. Prior to joining Novartis in 1999, Dr. Reese held several senior executive positions over 16 years at Glaxo Inc. and GlaxoWellcome, including vice president of global OTC development and manufacturing with GlaxoWellcome, based in the United States, and vice president of development planning and international OTC strategies for Glaxo and GlaxoWellcome, in both the United States and the United Kingdom. During his tenures with Glaxo and Novartis, Dr. Reese was responsible for managing the switch from prescription to over-the-counter medications for Lamisil topical, Voltaren oral, topical and patches and Nicotine gum, lozenge and patches in Europe, Middle East Africa, and Japan, and for Beconase AQ, Zovirax and Zantac 75 in Europe. Additionally, he managed the regulatory approval process for Augmentin, Beconase AQ, Ventolin Rotocaps, and Ventolin Syrup in the United States. Dr. Reese received his B.S., M.S., and Ph.D. degrees from the University of Tennessee at Knoxville. Gilda M. Thomas, Senior Vice President and General Counsel. Prior to joining the company in 2007, Ms. Thomas was vice president, general counsel and company secretary at EMD Pharmaceuticals, Inc., an affiliate of Merck KGaA, Darmstadt, Germany where she was responsible for overseeing and directing all legal matters for a fully-integrated start-up pharmaceutical company. She spent 14 years at Burroughs Wellcome Co., which merged into Glaxo Welcome, Inc. At Glaxo Wellcome, Ms. Thomas was associate general counsel responsible for the 13 member corporate section of the legal department. Ms. Thomas received a juris doctor degree from Harvard Law School, a masters’ degree from Simmons College, and a bachelor’s degree from Wellesley College. John E. Barnhardt, CPA, Vice President, Finance and Administration and Principal Accounting Officer. Prior to joining Pozen in 1997, Mr. Barnhardt held finance and accounting positions with publicly traded companies beginning in 1988. These positions included chief financial officer of Medco Research, Inc., engaged in the research and development of pharmaceutical products primarily for the diagnosis and treatment of cardiovascular disease, and principal accounting officer of Microwave Laboratories, Inc., a defense contractor developing and manufacturing traveling wave tubes for electronic countermeasure systems. Mr. Barnhardt received his bachelor's degree in Zoology from North Carolina State University, and while employed at Ernst & Ernst (now Ernst & Young LLP), became a certified public accountant. 23 Pozen, Inc. May 31, 2007 Table 9: Quarterly and Annual Income Statements ($ in thousands) Pozen, Inc (POZN-NASDAQ) Quarterly and Annual Income Statement (2004 - 2010E) $ in thousands, except per share data FY end December 31 2008E 2009E 2010E FY04 FY05 FY06 Q1A Q2E Q3E Q4E FY07E FY08 FY08 FY08 Trexima Royalty $0 $0 $0 $0 $0 $0 $2,609 $2,609 $21,954 $27,837 $107,235 PN400 Royalty 0 0 0 0 0 0 0 0 0 0 15000 23,088 28,647 13,517 7,656 7,500 26,500 6,500 48,156 40,000 40,000 40,000 $23,088 $28,647 $13,517 $7,656 $7,500 $26,500 $9,109 $50,765 $61,954 $67,837 $162,235 2006A 2007E Revenues: Licensing/Milestone revenue Total Revenues Operating Expenses Cost of goods sold 0 0 0 0 0 0 0 0 0 0 0 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% R&D Expense 20,399 18,769 22,358 7,304 8,034 9,240 11,087 35,665 44,582 46,811 51,492 SG&A Expense 8,661 9,185 12,822 3,231 3,554 3,910 4,691 15,386 17,694 19,463 22,383 Total Operating Expenses Sequential growth % $29,060 $27,954 $35,181 $10,535 $11,589 $13,149 $15,779 $51,051 $62,276 $66,274 $73,875 EBITDA ($5,972) $693 ($21,664) ($2,879) ($4,089) $13,351 ($6,670) ($287) ($321) $1,563 $88,360 Interest income (expense) 711 1,266 2,354 789 242 245 578 1,854 2,677 3,500 3,000 Other income (expense) - - - - - % of sales Total Non Operating Income/(Expense) PreTax Income/(Loss) Income Tax Tax rate Net Income/(Loss) - 711 1,266 2,354 789 242 245 578 1,854 2,677 3,500 3,000 ($5,261) $1,959 ($19,310) ($2,090) ($3,847) $13,596 ($6,092) $1,567 $2,356 $5,063 $91,360 - $31,976 $0 $0 $0 0.0% 0.0% 0.0% 0.0% - 0.0% - 0.0% - 0.0% - 0.0% - 0.0% - 0.0% 35.0% (5,261) 1,959 (19,310) (2,090) (3,847) 13,596 (6,092) 1,567 2,356 5,063 59,384 Earnings Per Share ($0.18) $0.07 ($0.66) ($0.07) ($0.13) $0.45 ($0.20) $0.05 $0.08 $0.16 $1.86 Weighed Average Shares Outstanding (FD) 28,749 29,623 29,225 29,469 29,764 30,061 30,362 29,914 30,512 31,123 31,901 100% Margin Analysis (% total revenue) Gross Margin 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% R&D 88% 66% 165% 95% 107% 35% 122% 70% 72% 69% 32% SG&A 38% 32% 95% 42% 47% 15% 52% 30% 29% 29% 14% Operating Margin -26% 2% -160% -38% -55% 50% -73% -1% -1% 2% 54% Net Margin -23% 7% -143% -27% -51% 51% -67% 3% 4% 7% 37% Source: Company reports and Morgan Joseph & Co. Inc. estimates Source: Company reports and Morgan Joseph & Co. Inc. estimates 24 Pozen, Inc. May 31, 2007 Table 10: Annual Balance Sheet ($ in thousands) Pozen, Inc (POZN-NASDAQ) Annual Balance Sheet (2005 - 2010E) Dollars in thousands FY ends December 31 2005A 2006E 2007E 2008E 2009E FY FY FY FY FY06 FY07 199,190 2010E Assets Cash and cash equivalents 27,468 26,297 51,072 77,033 110,201 Short-term investments 18,371 36,285 36,285 36,285 36,285 36,285 Total Cash and Investments $45,839 $62,582 $87,357 $113,318 $146,486 $235,475 614 4,376 - $46,453 $66,958 $87,357 $113,318 $146,486 $235,475 235 183 1,006 835 1,079 10,910 $46,688 $67,141 $88,363 $114,153 $147,565 $246,385 1,444 966 1,932 3,864 7,728 15,456 0 0 0 0 0 0 Other current liabilities 10,345 18,061 27,092 40,637 60,956 91,434 Total Current Liabilities $11,789 $19,027 $29,024 $44,501 $68,684 $106,890 Other current assets Total Current Assets Net Property, Plant, & Equipment Total Assets - - - Liabilities and Equity Accounts payable Current debt LT debt 0 0 0 0 0 0 1,000 24,000 36,000 54,000 81,000 121,500 Total liabilities $12,789 $43,027 $65,024 $98,501 $149,684 $228,390 Total Shareholders'(deficit) Equity $33,899 $24,114 $23,340 $15,652 ($2,119) $17,995 Total Liabilities and Equity $46,688 $67,141 $88,363 $114,153 $147,565 $246,385 Deferred revenue Source: Company reports and Morgan Joseph & Co. Inc. estimates Source: Company reports and Morgan Joseph & Co. Inc. estimates 25 Pozen, Inc. May 31, 2007 Table 11: Annual Cash Flow ($ in thousands) Pozen, Inc (POZN-NASDAQ) Annual Cash Flow Statement (2005 - 2010E) Dollars in thousands FY ends December 31 2005A Net loss 2006E 2007E 2008E 2009E 2010E FY05 FY06 FY07E FY08 FY08 FY08 59,384 $1,959 ($19,310) $1,567 $2,356 $5,063 Depreciation and amortization 153 96 150 150 150 150 Amortization of bond/defrd comp 389 4,428 4,500 500 500 500 Changes in WC Net Cash From Operations (Purchases) sales of property, plant, equipment Purchase of investments Sale of investments Net Cash from Investing (9,186) 27,838 18,605 23,000 27,500 29,000 ($6,685) $13,052 $24,822 $26,006 $33,213 $89,034 (42) (45) (45) (45) (45) (45) (47,008) (54,138) 29,200 37,300 ($17,850) ($16,883) Preferred stock, net - - - - ($45) ($45) ($45) ($45) - - - - - - Issue common stock, net 238 2,659 - - - - Issue debt, Net & other - 0 - - - Net Cash from Financing 238 $2,659 $0 $0 $0 $0 Increase (Decrease) in Cash (24,297) (1,172) $24,777 $25,961 $33,168 $88,989 Cash at beginning of period $51,764 $27,467 $26,295 $51,072 $77,033 $110,201 Cash at end of period $27,467 $26,295 $51,072 $77,033 $110,201 $199,190 Source: Company reports and Morgan Joseph & Co. Inc. estimates 26 Pozen, Inc. May 31, 2007 Required Disclosures For important disclosures and price charts with our ratings and target price changes go to: http://www.morganjoseph.com/research_equity_reports.php Price Target: Our price target is $24.00. Valuation: We are initiating coverage on Pozen with a Buy rating and a 12-month price target of $24.00. Our price target is derived by applying a 22X multiple to our 2010 fully-taxed EPS estimate of $1.86 and discounting back at 30%. We believe that 2010 is an appropriate year upon which to base our valuation since it is the first year that we estimate both Trexima and PN400 will be on the market. We believe that a 30% discount is warranted given that Trexima, as well as PN400, have yet to be approved. Upside could come from better-than-expected sales of Trexima or from milestone payments from PN400 and PA325, both of which are not included in our model. Risks: Significant risk factors include: Regulatory risk for Trexima FDA approval. If Trexima receives anything but an outright FDA approval by the August PDUFA date, shares of Pozen would likely see significant downside as the company is heavily dependent on Trexima for future milestone/royalty payments to reach profitability. Trexima’s migraine market penetration risk. Physicians may not readily prescribe a combination product of two drugs that would be available generically if the efficacy of the combination product is not shown to be superior to the two individual components given separately. In addition, GSK may reduce the royalty payments to Pozen if generic competitors attain a pre-determined share of the market. PN400 development and market risk. If the PN200 pilot study being used by Pozen and partner AstraZeneca to make a go/no-go decision on the PN400 program is not successful, then development on the combination naproxen/ Nexium tablet will likely stop. In addition, though data to-date suggest otherwise, the drug, nevertheless, may not provide a sufficient benefit advantage over physicians’ preference to separately titrate and combine PPI and naproxen doses or to separately prescribe generic combinations. We note that Pozen’s agreement with AstraZeneca provides for certain reductions to the PN400 royalty rate based on loss of market share due to generic competition. 27 Pozen, Inc. May 31, 2007 Pozen’s product development is heavily reliant on partners. Pozen is dependent on its partnerships with GlaxoSmithKline and AstraZeneca for the development of Trexima and PN400, respectively. There is a risk that these partners may terminate their collaborative agreements with Pozen if their priorities shift, or if they determine that the agreements no longer provide for favorable economics, or for no reason at all. Both GlaxoSmithKline and AstraZeneca have the right to terminate their agreements if certain delays occur or if specified development and regulatory milestones are not met, or upon 90 days’ notice for any reason. I, Eugene Trogan, Ph.D., the author of this research report, certify that the views expressed in this report accurately reflect my personal views about the subject securities and issuers, and no part of my compensation was, is, or will be directly or indirectly tied to the specific recommendations or views contained in this research report. I, Andrew Peters, the author of this research report, certify that the views expressed in this report accurately reflect my personal views about the subject securities and issuers, and no part of my compensation was, is, or will be directly or indirectly tied to the specific recommendations or views contained in this research report. Research analyst compensation is dependent, in part, upon investment banking revenues received by Morgan Joseph & Co. Inc. Morgan Joseph & Co. Inc. expects to receive or intends to seek compensation for investment banking services from the subject company within the next three months. Meaning of Ratings: A) Buy means reasonable outperformance relative to the market over 12-18 months. B) Hold means market-type risk adjusted performance; potential source of funds. C) Sell means expected to underperform the market. Of the securities currently subject to research coverage by Morgan Joseph & Co. Inc., the percentage rated as a “Buy” is 59%; the percentage rated as a “Hold” is 38%; and the percentage rated as a “Sell” is 3%. In the previous 12 months, Morgan Joseph & Co. Inc. has provided investment banking services to 32% of the companies we currently rate as “Buy,” to 11% of the companies we currently rate as “Hold”; and to 0% of the companies we currently rate as “Sell.” Other Disclosures The information contained herein is based upon sources believed to be reliable but is not guaranteed by us and is not considered to be all inclusive. It is not to be construed as an offer or the solicitation of an offer to sell or buy the securities mentioned herein. Morgan Joseph & Co. Inc., its affiliates, shareholders, officers, staff, and/or members of their families, may have a position in the securities mentioned herein, and, before or after your receipt of this report, may make or recommend purchases and/or sales for their own accounts or for the accounts of other customers of the Firm from time to time in the open market or otherwise. Opinions expressed are our present opinions only and are subject to change without notice. Morgan Joseph & Co. Inc. is under no obligation to provide updates to the opinions or information provided herein. Additional information is available upon request. =============================================================================================== © Copyright 2007 by Morgan Joseph & Co. Inc. 28 Pozen, Inc. May 31, 2007 Equity Division Research David B. Kestenbaum Howard S. Goldberg Dean Haskell Adam Steinberg, CFA Jeffrey Blaeser Patricia Oey Eugene Trogan, Ph.D. Managing Director Director of Research Senior Vice President Assistant Director of Research Managing Director Senior Vice President Senior Vice President Vice President Vice President Vice President Christopher Bamman Julia Heckman James Leahy Andrew Peters Richard S. Paget, CFA 212.218.3851 [email protected] 212.218.3894 [email protected] 212.218.3296 212.218.3856 212.218.3765 212.218.3739 212.218.3734 212.218.3839 [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] Research Associate Research Associate Research Associate Research Associate 212.218.3989 212.218.3772 212.218.3784 212.218.3992 [email protected] [email protected] [email protected] [email protected] Managing Director Director of Sales & Sales Trading Managing Director Director of Trading Senior Vice President Senior Vice President Senior Vice President Vice President Vice President 212.218.3871 [email protected] 585.899.6021 [email protected] 212.218.3874 212.218.3872 617.217.2068 212.218.3874 212.218.3873 [email protected] [email protected] [email protected] [email protected] [email protected] Sales and Trading Michael Weitzner Matthew DiBiase Tim Bonham Ian Burgess Frank Gauvain John Lombardo Andrew Monroy Locations New York Pittsford Nashville 600 Fifth Avenue, 19th Fl New York, NY 10020 Tel. 212.218.3700 Fax. 212.218.3789 1173 Pittsford-Victor Road, Ste 120 Pittsford, NY 14534-3841 Tel. 877.237.6542 Fax. 585.899.6029 102 Woodmont Boulevard, Suite 405 Nashville, TN 37205 Tel. 615.238.2300 Fax.615.238.2301 29