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90
annual interest expense by approximately
$6.8 million.
Pricing Pressure
Governments in some international markets in
which we operate have implemented measures aimed
at reducing healthcare costs to limit the overall level
of government expenditures. These measures vary by
country and may include, among other things, patient
access restrictions, suspensions on price increases,
prospective and possibly retroactive price reductions
and other recoupments and increased mandatory
discounts or rebates, recoveries of past price
increases and greater importation of drugs from
lower-cost countries.
In addition, certain countries set prices by
reference to the prices in other countries where our
products are marketed. Thus, our inability to secure
favorable prices in a particular country may impair our
ability to obtain acceptable prices in existing and
potential new markets, which may limit market growth.
The continued implementation of pricing actions
throughout Europe may also lead to higher levels of
parallel trade.
In the U.S., federal and state legislatures, health
agencies and third-party payors continue to focus on
containing the cost of health care. Legislative and
regulatory proposals, enactments to reform health
care insurance programs and increasing pressure
from social sources could significantly influence the
manner in which our products are prescribed and
purchased. It is possible that additional federal health
care reform measures will be adopted in the future,
which could result in increased pricing pressure and
reduced reimbursement for our products and
otherwise have an adverse impact on our
consolidated financial position or results of
operations.
Our products are also susceptible to increasing
competition from generics and biosimilars in many
markets. Generic versions of drugs and biosimilars
are likely to be sold at substantially lower prices than
branded products. Accordingly, the introduction of
generic or biosimilar versions of our marketed
products, as well as lower-priced competing products,
likely would significantly reduce both the price that we
receive for such marketed products and the volume of
products that we sell, which may have an adverse
impact on our consolidated results of operations.
There is also significant economic pressure on
state budgets that results in states increasingly
seeking to achieve budget savings through
mechanisms that limit coverage or payment for our
drugs. Managed care organizations are also
continuing to seek price discounts and, in some
cases, to impose restrictions on the coverage of
particular drugs.
Credit Risk
We are subject to credit risk from our accounts
receivable related to our product sales. The majority
of our accounts receivable arise from product sales in
the U.S. and Europe with concentrations of credit risk
limited due to the wide variety of customers and
markets using our products, as well as their
dispersion across many different geographic areas.
Our accounts receivable are primarily due from
wholesale distributors, public hospitals and other
government entities. We monitor the financial
performance and creditworthiness of our customers
so that we can properly assess and respond to
changes in their credit profile. We operate in certain
countries where weakness in economic conditions
can result in extended collection periods. We continue
to monitor these conditions, including the volatility
associated with international economies and the
relevant financial markets, and assess their possible
impact on our business. To date, we have not
experienced any significant losses with respect to the
collection of our accounts receivable.
Credit and economic conditions in the E.U.
continue to remain uncertain, which has, from time to
time, led to long collection periods for our accounts
receivable and greater collection risk in certain
countries.
We believe that our allowance for doubtful
accounts was adequate as of December 31, 2017
and 2016. However, if significant changes occur in the
availability of government funding or the
reimbursement practices of these or other
governments, we may not be able to collect on
amounts due to us from customers in such countries
and our results of operations could be adversely
affected.
Item 8.
Financial Statements and
Supplementary Data
The information required by this Item 8 is
contained on pages F-1 through F-78 of this report
and is incorporated herein by reference.
Item 9.
Changes in and Disagreements
with Accountants on Accounting and
Financial Disclosure
None.
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91
Item 9A. Controls and Procedures
Disclosure Controls and Procedures and
Internal Control over Financial Reporting
Controls and Procedures
We have carried out an evaluation, under the
supervision and with the participation of our
management, including our principal executive officer
and principal financial officer, of the effectiveness of
the design and operation of our disclosure controls
and procedures (as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934,
as amended), as of December 31, 2017. Based upon
that evaluation, our principal executive officer and
principal financial officer concluded that, as of the end
of the period covered by this report, our disclosure
controls and procedures are effective in ensuring that
(a) the information required to be disclosed by us in
the reports that we file or submit under the Securities
Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the
SEC’s rules and forms and (b) such information is
accumulated and communicated to our management,
including our principal executive officer and principal
financial officer, as appropriate to allow timely
decisions regarding required disclosure. In designing
and evaluating our disclosure controls and
procedures, our management recognized that any
controls and procedures, no matter how well designed
and operated, can provide only reasonable assurance
of achieving the desired control objectives, and our
management necessarily was required to apply its
judgment in evaluating the cost-benefit relationship of
possible controls and procedures.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control
over financial reporting during the quarter ended
December 31, 2017, that have materially affected, or
are reasonably likely to materially affect, our internal
control over financial reporting.
Management’s Annual Report on Internal Control
over Financial Reporting
Our management is responsible for establishing
and maintaining adequate internal control over our
financial reporting. Internal control over financial
reporting is defined in Rules 13a-15(f) and 15d-15(f)
under the Securities Exchange Act as a process
designed by, or under the supervision of, a company’s
principal executive and principal financial officers and
effected by a company’s board of directors,
management and other personnel to provide
reasonable assurance regarding the reliability of
financial reporting and the preparation of financial
statements for external purposes in accordance with
U.S. GAAP. Our internal control over financial reporting
includes those policies and procedures that:
• pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect
our transactions and dispositions of our assets;
• provide reasonable assurance that transactions
are recorded as necessary to permit preparation
of financial statements in accordance with
U.S. GAAP, and that our receipts and
expenditures are being made only in accordance
with authorizations of our management and
directors; and
• provide reasonable assurance regarding
prevention or timely detection of unauthorized
acquisition, use or disposition of our assets that
could have a material effect on our financial
statements.
Because of its inherent limitations, internal
control over financial reporting may not prevent or
detect misstatements. Projections of any evaluation
of effectiveness to future periods are subject to the
risk that controls may become inadequate because of
changes in conditions, or that the degree of
compliance with the policies or procedures may
deteriorate.
Our management assessed the effectiveness of
our internal control over financial reporting as of
December 31, 2017. In making this assessment,
management used the criteria set forth by the
Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in its 2013 Internal
Control — Integrated Framework.
Based on our assessment, our management has
concluded that, as of December 31, 2017, our
internal control over financial reporting is effective
based on those criteria.
The effectiveness of our internal control over
financial reporting as of December 31, 2017, has
been audited by PricewaterhouseCoopers LLP, an
independent registered public accounting firm, as
stated in their attestation report, which is included
herein.
Item 9B. Other Information
None.
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