Renee
4 years ago
Sagent Pharmaceuticals Inc.: SEC Charges Husband and Wife in Insider Trading Scheme
https://www.sec.gov/litigation/litreleases/2020/lr24810.htm
SEC Complaint:
https://www.sec.gov/litigation/complaints/2020/comp24810.pdf
On May 4, 2020, the Securities and Exchange Commission charged husband and wife Zhuobin ("Ben") Hong and Caixia Jiang in a multi-million dollar insider trading scheme involving the securities of Sagent Pharmaceuticals, Inc.
According to the SEC's complaint, filed in federal district court in California, Hong and Jiang generated profits of approximately $8.5 million by trading in the securities of Sagent in advance of a July 11, 2016 announcement about the company's acquisition. The complaint alleges that the couple obtained confidential information about the acquisition directly or indirectly from a friend and neighbor whose company competed in the bidding process to acquire Sagent. According to the complaint, Hong and Jiang, who resided in California at the time of the trading but are now in China, attempted to evade detection by trading through accounts held in the names of relatives living in China. Between November 2015 and June 2016, these newly opened trading accounts amassed more than 1 million shares of Sagent stock. On multiple occasions, the defendants' purchases made up greater than 20% of the total trading volume in Sagent stock on that trading day, which they sold immediately following the acquisition announcement.
The case originated from the SEC Market Abuse Unit's Analysis and Detection Center, which uses data analysis tools to detect suspicious patterns. Enhanced detection capabilities enabled SEC Enforcement staff to spot and uncover the unusual trading activity alleged in the SEC's complaint.
The SEC's complaint charges Hong and Jiang with violating the antifraud provisions of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder, and seeks disgorgement of ill-gotten gains plus interest, penalties, and injunctive relief. The complaint also names Hong's and Jiang's China-based relatives, Zhuoyan Hong and Haotao Jiang, as relief defendants and seeks to have them disgorge illicit gains generated by trading in their brokerage accounts.
The SEC's investigation was conducted by Megan Bergstrom, John Rymas, and Diana Tani of the SEC's Market Abuse Unit and Joseph Sansone, Chief of the Market Abuse Unit, supervised the case. The litigation will be led by Donald Searles and supervised by Amy Jane Longo of the SEC's Los Angeles Regional Office. The SEC appreciates the assistance of the Financial Industry Regulatory Authority and the Hong Kong Securities and Futures Commission.
UserAlias1
9 years ago
Sagent Pharmaceuticals Reports Fourth-Quarter and Full-Year 2014 Results
Last update: 19/02/2015 7:00:06 am
Sagent Pharmaceuticals Reports Fourth Quarter and Full Year 2014 Results
Record quarterly revenue primarily driven by new product launches and Oct. 1 addition of Omega Laboratories
Full year results exceed updated Fiscal Year 2014 earnings guidance
SCHAUMBURG, Ill., Feb. 19, 2015 (GLOBE NEWSWIRE) -- Sagent Pharmaceuticals, Inc. (Nasdaq:SGNT), a leader of specialty pharmaceutical products with a specific emphasis on the injectable market, today announced financial results for the fourth quarter and fiscal year ended December 31, 2014.
Fourth Quarter 2014 Highlights
-- Revenue increased 32% to $84.4 million driven by products launched in the
last twelve months and the October 1, 2014 acquisition of Omega
Laboratories Limited ("Omega");
-- Reported gross profit increased 41% to $24.4 million, or 28.9% of net
revenue, inclusive of $2.1 million of incremental expense due to purchase
accounting revaluation of Omega inventory;
-- Adjusted Gross Profit1 increased 50% to $27.2 million, or 32.2% of net
revenue;
-- Net tax benefit of $25.4 million from the release of domestic deferred
tax valuation allowance based upon strength of current and anticipated
future financial performance;
-- Net income of $30.0 million, or diluted earnings per share of $0.91;
-- Acquired Omega, a market leading specialty pharmaceutical company based
in Montreal, Canada for approximately $83 million on October 1, 2014; and
-- Entered into an $80.0 million asset based revolving loan facility with
JPMorgan Chase on October 31, 2014.
"We are pleased to report another quarter of record revenue and strong earnings results, which contributed to 2014 full year financial performance that exceeded our expectations," said Jeffrey M. Yordon, chief executive officer and chairman of the board of Sagent. "2014 was a year of significant progress for Sagent. We have leveraged our strong financial performance to invest in our market leading product pipeline and geographic expansion through the acquisition of Omega and continued investment in Sagent (China) Pharmaceuticals ("SCP"). The strong year over year growth is a direct result of our commitment to execute against our key strategic initiatives to build a long-term, profitable business through a combination of organic development and strategic acquisition activity."
Financial Results for the Quarter Ended December 31, 2014
Net revenue for the fourth quarter of 2014 was $84.4 million, an increase of $20.3 million, or 32%, compared to $64.1 million in the fourth quarter of 2013. The increase was primarily driven by $10.0 million in revenue from the launch of 17 new codes or presentations of seven new products since December 2013 and the annualization of propofol, which launched in November 2013, and $8.6 million from the addition of Omega on October 1, 2014. Gross profit for the fourth quarter of 2014 was $24.4 million, or 28.9% of net revenue, inclusive of $2.1 million of incremental expense due to the purchase accounting revaluation of Omega inventory, compared to $17.3 million, or 26.9% of net revenue, in the fourth quarter of 2013. Adjusted gross profit for the fourth quarter of 2014 was $27.2 million, or 32.2% of net revenue, compared to $18.1 million, or 28.2% of net revenue in the fourth quarter of 2013.
Total operating expenses for the fourth quarter of 2014 were $19.4 million, an increase of $7.1 million, compared to $12.3 million for the same period in 2013. Included in the fourth quarter of 2014 were $2.4 million of operating expenses for Omega. Product development expense totaled $9.1 million, an increase of $4.4 million, or 95% compared to $4.6 million in the fourth quarter of 2013. Selling, general and administrative ("SG&A") expenses for the fourth quarter of 2014 totaled $11.6 million compared to $10.2 million in the fourth quarter of 2013, with the increase due primarily to $1.5 million of costs associated with Omega. The equity in net income of joint ventures for the fourth quarter of 2014 totaled $1.5 million compared to $2.5 million in the fourth quarter of 2013. The decline is due predominantly to lower non-cash accounting gains on our acquisition of certain products from our Sagent Agila joint venture in 2014 than 2013.
Adjusted EBITDA for the fourth quarter of 2014 was $8.7 million, an increase of $1.6 million, or 22% compared to $7.1 million in the fourth quarter of 2013.(2)
Income taxes were a $26.4 million benefit in the fourth quarter of 2014 compared to $0.9 million of expense in the fourth quarter of 2013. During the fourth quarter of 2014 we concluded that the valuation allowance previously recorded against our net domestic deferred tax assets was no longer required, based on our recent income and projections of sustained profitability. As a result, we recorded a non-recurring net income tax benefit of approximately $25.4 million during the fourth quarter. In addition, in the fourth quarter of 2014 Omega had a $0.7 million income tax benefit.
Net income for the fourth quarter of 2014 was $30.0 million, or $0.91 per diluted share, compared to net income for the fourth quarter of 2013 of $3.6 million, or $0.11 per diluted share. Included in the fourth quarter of 2014 is a $2.1 million loss associated with Omega, inclusive of a $2.5 million net impact of purchase accounting.
Financial Results for the Fiscal Year Ended December 31, 2014
Net revenue for the fiscal year ended December 31, 2014 was $289.8 million, an increase of $45.0 million, or 18%, compared to $244.8 million in fiscal 2013. Gross profit for fiscal 2014 was $86.2 million, or 29.7% of net revenue, compared to $77.5 million, or 31.7% of net revenue, in fiscal 2013. Adjusted gross profit in fiscal 2014 was $91.4 million, or 31.5% of net revenue, compared to $80.2 million, or 32.8% of net revenue in 2013.
Total operating expenses for the fiscal year ended December 31, 2014 were $67.1 million, an increase of $13.0 million, compared with $54.1 million for the same period in 2013. Product development expense for fiscal 2014 totaled $26.8 million compared to $20.3 million in 2013. SG&A expenses for fiscal 2014 totaled $43.2 million compared to $36.2 million in the prior year. Acquisition related costs for the year ended December 31, 2014 totaled $1.1 million. The equity in net income of joint ventures for fiscal 2014 totaled $4.0 million compared to $2.4 million for 2013.
Other operating activity for 2013 included the receipt of a $5.0 million one-time termination fee related to the amendment of the company's Manufacturing and Supply Agreement with Actavis. In addition, in conjunction with the completion of the acquisition of our joint venture partner's 50% interest in SCP, our previously held equity interest was remeasured to fair value, resulting in a gain of $2.9 million reported as gain on previously held equity interest.
Adjusted EBITDA for the fiscal year ended December 31, 2014 was $32.6 million, a decline of $8.1 million, or 20% compared to $40.8 million in 2013. The decline is primarily driven by the non-recurring $5.0 million termination fee recognized in 2013.
Income taxes were a $23.6 million benefit for the fiscal year ended December 31, 2014 compared to $0.9 million of expense in 2013.
Net income for the fiscal year ended December 31, 2014 was $40.1 million, or $1.22 per diluted share compared to a net income of $29.6 million, or $0.99 per diluted share for 2013.
Liquidity
Our cash and cash equivalents and short term investments at December 31, 2014 were $74.1 million, our working capital totaled $112.9 million and outstanding borrowings were $8.0 million.
Fiscal 2015 Guidance
Yordon concluded, "Consistent with our recent guidance disclosures, our growth outlook is influenced by GPO contract renewals, product pricing, the pace of FDA approvals and associated product launches and to a lesser degree, market shortages. We see continued opportunity with private label programs in which we obtain slightly favorable pricing for a guarantee of supply and government contracting opportunities. We continue to supplement our current pipeline with product sourcing initiatives, investment in SCP and an increased focus on business development activities."
Sagent's business plan for fiscal 2015 currently anticipates:
-- Net revenue for the year to be in the range of $325 to $375 million;
-- Adjusted Gross Profit as a percentage of net revenue in the range of 27%
to 31%; and
-- Operating expenses in the range of $80 to $90 million.
Based upon the above assumptions, the Company anticipates Adjusted EBITDA in the range of $20 to $50 million.
(1) Adjusted Gross Profit is a non-GAAP measure. Please see discussion of Non-GAAP Financial Measures at the end of this press release.
(2) Adjusted EBITDA is a non-GAAP measure. Please see discussion of Non-GAAP Financial Measures at the end of this press release.
Conference Call Information
Sagent will host its 2014 fourth quarter and fiscal year end conference call today beginning at 9:00 a.m. Eastern Standard Time. Please call 877-293-5456 from the United States or +1-707-287-9357 internationally. In addition, the live conference call is being webcast and can be accessed on the "Events and Presentations" page of the "Investor Relations" section f the Company's website, www.sagentpharma.com. A replay also will be available for 14 days following the live call, and may be accessed via the Company's website or by calling 855-859-2056, passcode 85446416.
About Sagent Pharmaceuticals
(MORE TO FOLLOW) Dow Jones Newswires
February 19, 2015 07:00 ET (12:00 GMT)
surf1944
12 years ago
Form 8-K for SAGENT PHARMACEUTICALS, INC. 31-May-2012
Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 23, 2012, Sagent Pharmaceuticals, Inc. (the "Company" or "we") held our annual meeting of stockholders in Hoffman Estates, Illinois, at which four proposals were presented to the Company's stockholders for consideration. The four proposals, each of which were described in the Company's definitive Proxy Statement filed with the Securities and Exchange Commission on April 13, 2012 (the "Proxy Statement"), were: (1) to elect as the Class I director the nominee named in the Proxy Statement; (2) to ratify the retention of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2012; (3) to hold an advisory vote to approve the compensation of the Company's named executive officers; and (4) to hold an advisory vote on the frequency of future advisory votes to approve the compensation of the Company's named executive officers. A total of 25,244,260 shares, or 90.41%, of our issued and outstanding shares of common stock as of March 26, 2012, were represented in person or by proxy at the annual meeting. The final results for each of the matters submitted to a stockholder vote at the annual meeting are as follows:
Proposal 1.
Our stockholders elected the Class I director named below to serve a three-year term until our 2015 annual meeting of stockholders or until his successor has been duly elected and qualified, or until his earlier resignation, removal or death. The votes regarding this proposal were as follows:
For Against Abstain Broker Non-Votes Jeffrey M. Yordon 21,311,938 0 396,892 3,535,430
Proposal 2.
Our stockholders ratified the retention of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2012. The votes regarding this proposal were as follows:
For Against Abstain 25,232,028 12,132 100
Proposal 3.
Our stockholders approved, in an advisory vote, the compensation of our named executive officers. The votes regarding this proposal were as follows:
For Against Abstain Broker Non-Votes 19,765,655 1,942,732 443 3,535,430
Proposal 4.
Our stockholders voted, in an advisory vote, regarding the frequency of future advisory votes on the compensation of our named executive officers. The votes regarding this proposal were as follows:
One Year Two Years Three Years Abstain Broker Non-Votes 19,621,674 764,096 1,322,960 100 3,535,430
In accordance with our stockholders' recommendation, our Board of Directors has decided to include an advisory stockholder vote on executive compensation in our proxy materials every year until the next required advisory vote on the frequency of future stockholder advisory votes to approve the compensation of our named executive officers, which will occur no later than our annual meeting of stockholders in 2018.
surf1944
13 years ago
Good News for Sagent Pharma
Zacks Equity Research, On Thursday September 1, 2011, 10:15 am EDT
Recently, the US Food and Drug Administration (FDA) boosted Sagent Pharmaceuticals Inc. (NasdaqGM: SGNT - News) by clearing its injectable therapy, Orphenadrine Citrate. The FDA approval will allow the Schaumburg, Illinois-based Sagent to market Orphenadrine as an adjunct to rest, physical therapy and other measures to get relief from acute painful musculoskeletal conditions. The drug is expected to be launched in the third quarter of 2011. Sagent, founded in 2006, will market the therapy in 60 mg per 2 mL single-dose, latex-free vials.
Orphenadrine is an anticholinergic drug, marketed under various brand names, for treating painful muscle spasms and other similar discomforts. As per data from IMS, the injectable market for orphenadrine in the US was worth approximately $4.3 million.
The FDA approval of the therapy comes close on the heels of the launch of another injectable therapy at Sagent Pharma- vecuronium bromide as an adjunct to general anesthesia. Vecuronium, a neuromuscular blocking agent, was launched in 10 and 20 mg single-use vials.
The blocking agent is used to facilitate endotracheal intubation and provide relaxation of skeletal muscles during surgery or mechanical ventilation. As per data from IMS, the market for vecuronium bromide in the US was worth approximately $10 million in 2010. The launch of vecuronium bromide by Sagent Pharma in the US is highly beneficial for the concerned patient population as the blocking agent is currently in short supply in the country.
Currently, Sagent Pharma, which focuses on developing, manufacturing, sourcing and marketing pharmaceutical products, carries a Zacks #4 Rank (Sell rating) in the short run.
surf1944
13 years ago
Sagent Pharmaceuticals Announces Closing of Initial Public Offering of Common Stock and Exercise of Over-Allotment Option
Press Release Source: Sagent Pharmaceuticals, Inc. On Tuesday April 26, 2011, 2:56 pm EDT
SCHAUMBURG, Ill., April 26, 2011 /PRNewswire/ -- Sagent Pharmaceuticals, Inc. (the "Company") (Nasdaq:SGNT - News) today announced that it has closed its previously announced initial public offering of 5,750,000 shares of its common stock at a price to the public of $16.00 per share. In connection with the initial public offering, the underwriters exercised in full their option to purchase an additional 862,500 shares of common stock from the Company. As a result, the total initial public offering size was 6,612,500 shares of common stock.
Morgan Stanley, BofA Merrill Lynch, and Jefferies acted as the joint bookrunners for the offering. Needham & Company, LLC and RBC Capital Markets acted as the co-managers for the offering.
A registration statement relating to these securities was declared effective by the Securities and Exchange Commission on April 19, 2011. The offering is being made only by means of a prospectus, copies of which may be obtained from Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, by telephone at 1-866-718-1649, or by e-mail at prospectus@morganstanley.com; from BofA Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attention: Prospectus Department, or by e-mail at dg.prospectus_requests@baml.com; or from Jefferies, 520 Madison Avenue, 12th Floor, New York, NY 10022, Attention: Equity Syndicate Prospectus Department, by telephone at (877) 547-6340, or by e-mail at Prospectus_Department@Jefferies.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.
About Sagent Pharmaceuticals
Sagent Pharmaceuticals, Inc., founded in 2006, is a specialty pharmaceutical company focused on developing, manufacturing, sourcing and marketing pharmaceutical products, with a specific emphasis on injectable products. Sagent has created a unique, global network of resources, comprised of rapid development capabilities, sophisticated manufacturing and innovative drug-delivery technologies, quickly yielding an extensive portfolio of pharmaceutical products that fulfills the evolving needs of patients.
Register to chat with like-minded investors on our interactive forums.
stocktrademan
10 years ago
mlkrborn
12 years ago
Hot Features
Premium
