8-K

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Dafx44eXiO7FvCKQYlRQ5QlxRQ6dHSRbz2RPNBCrLwn7hqHH7kdKoptE69DqPC6Z vkdEfGsSLbjPz83tAWRzhQ== 0000950123-09-006876.txt : 20090421 0000950123-09-006876.hdr.sgml : 20090421 20090421063713 ACCESSION NUMBER: 0000950123-09-006876 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20090421 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090421 DATE AS OF CHANGE: 20090421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHERING PLOUGH CORP CENTRAL INDEX KEY: 0000310158 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 221918501 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06571 FILM NUMBER: 09760474 BUSINESS ADDRESS: STREET 1: 2000 GALLOPING HILL ROAD CITY: KENILWORTH STATE: NJ ZIP: 07033 BUSINESS PHONE: 9082984000 MAIL ADDRESS: STREET 1: 2000 GALLOPING HILL ROAD CITY: KENILWORTH STATE: NJ ZIP: 07033 8-K 1 y76553e8vk.htm FORM 8-K 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 21, 2009

SCHERING-PLOUGH CORPORATION

(Exact Name of Registrant as Specified in its Charter)


New Jersey	1-6571	22-1918501
(State or Other Jurisdiction of	(Commission File Number)	(IRS Employer
Incorporation)		Identification Number)

2000 Galloping Hill Road
Kenilworth, NJ 07033
(Address of Principal Executive Office)

Registrant’s telephone number, including area code: (908) 298-4000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS


ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
Exhibit Index
EX-99.1: PRESS RELEASE
EX-99.2: SUPPLEMENTAL FINANCIAL DATA

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

Schering-Plough today issued a press release titled “Schering-Plough Reports Financial Results for 2009 First Quarter” and provided additional supplemental financial data. The press release is furnished as Exhibit 99.1 to this 8-K. The supplemental financial data is furnished as Exhibit 99.2 to this 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

99.1		Press release dated April 21, 2009 titled “Schering-Plough Reports Financial Results for 2009 First Quarter”

99.2		Supplemental Financial Data

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Schering-Plough Corporation


	By:	/s/ Steven H. Koehler
		Steven H. Koehler
		Vice President and Controller

Date: April 21, 2009

Exhibit Index


Exhibit
Number		Description
99.1		Press release dated April 21, 2009 titled “Schering-Plough Reports Financial Results for 2009 First Quarter”

99.2		Supplemental Financial Data

EX-99.1 2 y76553exv99w1.htm EX-99.1: PRESS RELEASE EX-99.1

Exhibit 99.1


		Media Contact Steve Galpin, Jr. +1 908 298 7415		Schering-Plough 2000 Galloping Hill Road Kenilworth, NJ 07033 USA
				www.schering-plough.com
		Investor Contacts
		Janet Barth
		Joe Romanelli
		+1 908 298 7436

				news release

SCHERING-PLOUGH REPORTS FINANCIAL RESULTS FOR 2009 FIRST QUARTER

Transformed Company Delivers Solid Financial Performance,
Continues to Advance Industry-Leading Late-Stage Pipeline

KENILWORTH, N.J., April 21, 2009 — Schering-Plough Corporation (NYSE: SGP) today reported financial results for the 2009 first quarter.

“Schering-Plough powered through to deliver a solid performance in the first quarter,” said Fred Hassan, chairman and CEO. “We overcame difficult currency comparisons and challenges in the U.S. by driving operational sales growth in overseas markets and the continuing successful implementation of our Productivity Transformation Program.

“The people of Schering-Plough can take pride in executing a remarkable transformation of this company over the past six years of our Action Agenda, including the successful acquisition of Organon BioSciences,” said Hassan. “They triumphed over the huge challenges we faced in ‘03 and ‘04, and then again in ‘08.”

Looking ahead to the company’s planned merger with Merck announced on March 9, Hassan said, “We remain focused on driving our business. We will continue to implement our basic strategy: Grow the top line, grow the pipeline, reduce costs and invest wisely.”

For the 2009 first quarter, Schering-Plough reported net income available to common shareholders of $767 million or 46 cents per common share on a GAAP basis. Earnings per common share for the 2009 first quarter would have been 56 cents on earnings of $936 million on a reconciled basis, which excludes purchase accounting adjustments related to the OBS acquisition and special, merger and acquisition-related items. For the 2008 first quarter, Schering-Plough reported net income available to common shareholders of $276 million or 17 cents per common share on a GAAP basis and earnings of 53 cents per common share on a reconciled basis.

GAAP net sales for the 2009 first quarter totaled $4.4 billion, down 6 percent as compared to the first quarter of 2008, reflecting 4 percent operational growth and an unfavorable impact from foreign exchange of 10 percent. Net sales of the global cholesterol joint venture, which include

VYTORIN and ZETIA, totaled $931 million in the 2009 first quarter. Schering-Plough does not record sales of its cholesterol joint venture with Merck as the venture is accounted for under the equity method. Including an adjustment of an assumed 50 percent of the global cholesterol joint venture net sales, Schering-Plough’s adjusted net sales for the 2009 first quarter would have been $4.9 billion.

“We are gratified that we were able to drive both operational sales growth and reconciled earnings growth, in the midst of a severe global recession,” said Hassan. “And at a time when regulatory approvals for new chemical entities are scarce, we achieved the first major market approval of SIMPONI (golimumab) — one of our ‘Five Stars’ — in Canada earlier this month. These accomplishments show the strength of our strategies, and the strength of our execution.”

Schering-Plough’s operations are becoming more efficient and cost-effective through the company’s Productivity Transformation Program (PTP), launched in April 2008. PTP is expected to realize annualized savings of $1.5 billion by the end of 2012. The company is on track to achieve this savings target.

Schering-Plough’s transformation over the past six years is evidenced by the following achievements:

	•		Building an industry-leading product pipeline, with six projects designated “fast track” by the U.S. Food and Drug Administration and 12 new entities in late-stage development, including eight in Phase III and four in pre-registration;

	•		Achieving greater geographic and product diversity, by expanding into newer markets, adding new therapeutic areas, creating a leading global animal health business, and growing the consumer business through successful Rx-to-OTC switches;

	•		Increasing the number of marketed products with sales above $1 billion from none in 2003 to five in 2008 (REMICADE, NASONEX and TEMODAR — as well as VYTORIN and ZETIA in the cholesterol joint venture);

	•		Adding more than $12 billion to adjusted net sales, from $8.6 billion in 2003 to $20.8 billion in 2008;

	•		Strengthening the company’s financial position, going from negative free cash flow of nearly $1 billion in 2003 to generating positive free cash flow of more than $2 billion in 2008;

	•		Successfully seeking, negotiating and integrating important and value-creating transactions, such as the acquisition of Organon BioSciences (OBS).

First Quarter 2009 Results

to common shareholders of $276 million or 17 cents per common share on a GAAP basis and earnings of 53 cents per common share on a reconciled basis.

Net sales of the cholesterol franchise, which include sales of the cholesterol joint venture plus sales recorded by Schering-Plough in non-joint venture territories such as Japan and Latin America, declined 21 percent in the first quarter of 2009 to $973 million, reflecting a 17 percent operational decrease and a 4 percent unfavorable impact from foreign exchange. Sales declined 30 percent in the U.S. In international markets, sales declined 2 percent, reflecting operational growth of 11 percent and a 13 percent unfavorable impact from foreign exchange. ZETIA in Japan, sold under a co-marketing agreement with Bayer, contributed $30 million to cholesterol franchise sales in the 2009 period.

Sales of Prescription Pharmaceuticals for the 2009 first quarter decreased 5 percent to $3.4 billion, reflecting operational growth of 5 percent and an unfavorable impact from foreign exchange of 10 percent.

Sales of REMICADE increased 2 percent (22 percent operational growth offset by 20 percent unfavorable foreign exchange impact) to $518 million in the first quarter of 2009 due to continued market growth and expanded penetration in certain indications. REMICADE, a treatment for inflammatory diseases, is marketed by Schering Plough in countries outside the U.S. (except in Japan and certain other Asian markets) for rheumatoid arthritis, early rheumatoid arthritis, ankylosing spondylitis, psoriatic arthritis, plaque psoriasis, Crohn’s disease, pediatric Crohn’s disease and ulcerative colitis.

Global sales of NASONEX, an inhaled nasal corticosteroid for allergies, totaled $306 million in the 2009 first quarter (8 percent operational growth offset by 8 percent unfavorable foreign exchange impact) as compared to $307 million in the first quarter of 2008. Strong international sales were offset by lower sales in the U.S. compared to the 2008 period.

Sales of TEMODAR, a treatment for certain types of brain tumors, increased 5 percent (16 percent operational growth offset by 11 percent unfavorable foreign exchange impact) to $247 million, with higher sales in both the U.S. and international market, excluding foreign exchange.

Sales of PEGINTRON for hepatitis C decreased 4 percent (2 percent operational growth offset by 6 percent unfavorable foreign exchange impact) to $216 million in the 2009 first quarter, primarily due to the unfavorable impact of foreign exchange and lower sales in the U.S.

In women’s health care, sales of FOLLISTIM/PUREGON, a fertility treatment, decreased 10 percent (1 percent operational decrease and 9 percent unfavorable foreign exchange impact) to $131 million as compared to the first quarter of 2008. Sales of NUVARING, a contraceptive product, in the first quarter of 2009 grew 19 percent (27 percent operational growth offset by 8 percent unfavorable

foreign exchange impact) to $115 million as compared to $96 million in the first quarter of 2008, primarily due to growth in the U.S.

Global sales of CLARINEX, a nonsedating antihistamine, were $174 million, a decrease of 19 percent (9 percent operational decrease and 10 percent unfavorable foreign exchange impact) as compared to the first quarter of 2008.

Sales of prescription CLARITIN were $132 million, a 3 percent increase (6 percent operational growth offset by 3 percent unfavorable foreign exchange impact) compared to sales of $128 million in the first quarter of 2008.

Animal Health sales totaled $630 million in the 2009 first quarter, a 13 percent decrease as compared to $723 million in the first quarter of 2008. Excluding the unfavorable impact of foreign exchange of 13 percent, Animal Health sales would have been roughly flat as compared to the first quarter of 2008.

Consumer Health Care sales were $384 million in the 2009 first quarter, up 2 percent versus the 2008 period. The increase was primirly due to higher sales of OTC MIRALAX and the launch of CLARITIN LIQUI-GELS.

Overall, Schering-Plough shares in approximately 50 percent of the profits of the joint venture with Merck, although there are different profit-sharing arrangements for the cholesterol products in countries around the world. Schering-Plough records its share of the income from operations in “Equity income,” which totaled $400 million in the 2009 first quarter, as compared to $517 million in the first quarter of 2008.

Schering-Plough does not record sales of its cholesterol joint venture and incurs substantial costs such as selling, general and administrative costs that are not reflected in “Equity income” and are borne by the overall cost structure of Schering-Plough. As a result, Schering-Plough’s gross margin and ratios of selling, general and administrative (SG&A) expenses and R&D expenses as a percentage of sales do not reflect the benefit of the impact of the cholesterol joint venture’s operating results.

Schering-Plough’s gross margin on a GAAP basis was unfavorably affected by purchase accounting adjustments and totaled 68.2 percent for the 2009 first quarter as compared to 54.1 percent in the 2008 period. Excluding purchase accounting adjustments, the gross margin percentage increased to 71.0 percent for the first quarter of 2009 as compared to 68.9 percent for the first quarter of 2008, primarily due to a favorable impact from foreign exchange.

SG&A expenses were $1.5 billion in the first quarter of 2009, an 11 percent decrease versus the first quarter of 2008 primarily due to the impact of foreign exchange and PTP actions.

Research and development spending for the 2009 first quarter totaled $804 million, a 9 percent decline due to PTP actions, the impact of foreign exchange and the timing of clinical trials and related activities.

Update on Merger with Merck

The previously announced merger with Merck remains on track. Merger pre-integration planning teams have been established at both Schering-Plough and Merck, and these teams have been meeting collaboratively in order to plan for a smooth and effective integration. Until the merger closes, both companies will continue to operate independently. The transaction is subject to approval by Schering-Plough and Merck shareholders and the satisfaction of customary closing conditions and regulatory approvals, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, as well as clearance by the European Commission under the EC Merger Regulation and certain other foreign jurisdictions.

Recent Developments

The company also offered the following summary of recent significant developments that have previously been announced, including:

	•		Responded to the FDA’s complete response letter for SAPHRIS (asenapine) sublingual tablets, which was received in January 2009. SAPHRIS is under review for the acute treatment of schizophrenia in adults and for the acute treatment of manic or mixed episodes associated with bipolar I disorder in adults as monotherapy. (Announced Feb. 20, 2009)

	•		Announced a license agreement between Nobilon, Schering-Plough’s human vaccine business unit, and the World Health Organization to provide access to pandemic influenza vaccine manufacturing technology to developing countries. (Announced Feb. 23)

	•		Launched AFRIN PureSea™ Hydrating Nasal Rinse. (Announced March 3)

	•		Received European Commission (EC) and FDA approvals for an intravenous formulation of temozolomide, a chemotherapy treatment for certain primary brain tumors, and received EC approval for a sachet packaging presentation for TEMODAL Capsules. (Announced March 5)

	•		Received FDA approval for expanded labeling for PEGINTRON and REBETOL combination therapy allowing for retreatment of chronic hepatitis C patients 3 years of age and older with compensated liver disease who have failed prior therapy. (Announced March 11)

	•		Reported on a Phase II study published in The Lancet of the company’s novel oral thrombin receptor antagonist (TRA), which showed no increase in TIMI major and minor bleeding and was well tolerated when given with standard platelet therapy. (Announced March 12)

	•		Initiated the first-in-human clinical development program for a new intranasal Live Attenuated Influenza Vaccine for annual seasonal use by Nobilon, Schering-Plough’s human vaccine business unit. (Announced March 13)

	•		Named a 2009 ENERGY STAR Partner of the Year by the U.S. Environmental Protection Agency for outstanding energy management and reductions in greenhouse gas emissions. (Announced March 30)

	•		Reported on a study showing that early use of an investigational dose of INTEGRILIN in patients with Acute Coronary Syndrome was not superior to delayed provisional use. (Announced March 30)

	•		Reported on the Dieter Luetticken Award 2008 for alternatives in animal testing, sponsored by Intervet/Schering-Plough Animal Health. (Announced April 7)

	•		Gained approval in Canada for SIMPONI, the first once-monthly, subcutaneous therapy for rheumatoid arthritis, psoriatic arthritis and ankylosing spondylitis, marking the first approval in the world for this innovative new product. (Announced April 13)

First Quarter 2009 Conference Call and Webcast

Schering-Plough will conduct a conference call today at 7:30 a.m. (EDT) to review the 2009 first quarter results. To listen live to the call, dial 1-877-565-9664 or 1-706-634-5003 and enter conference ID # 87621385. A replay of the call will be available beginning later on April 21 through 5 p.m. on April 28. To listen to the replay, dial 1-800-642-1687 or 1-706-645-9291 and enter the conference ID # 87621385. A live audio webcast of the conference call also will be available by going to the Investor Relations section of the Schering-Plough corporate Web site, www.schering-plough.com, and clicking on the “Presentations/Webcasts” link. A replay of the webcast will be available starting on April 21 through 5 p.m. on May 21.

DISCLOSURE NOTICE: The information in this press release, the comments of Schering-Plough officers during the earnings teleconference/webcast on April 21, 2009, beginning at 7:30 a.m. (EDT), and other written reports and oral statements made from time to time by the company may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements do not relate strictly to historical or current facts and are based on current expectations or forecasts of future events. You can identify these forward-looking statements by their use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “project,” “intend,” “plan,” “potential,” “will,” and other similar words and terms. In particular, forward-looking statements include statements relating to the company’s plans; its strategies; its progress under the Action Agenda and anticipated timing regarding future performance of the Action Agenda; business prospects; anticipated growth; timing and level of savings achieved from the Productivity Transformation Program; prospective products or product approvals; trends in performance; anticipated timing of clinical trials and its impact on R&D spending; anticipated exclusivity periods; the potential of products and trending in therapeutic markets, including the cholesterol market; and statements about the timing and potential benefits of the proposed merger between Merck and Schering-Plough and other statements that are not historical facts. Actual results may vary materially from the company’s forward-looking statements, and there are no guarantees about the performance

of Schering-Plough stock or Schering-Plough’s business. Schering-Plough does not assume the obligation to update any forward-looking statement.

A number of risks and uncertainties could cause results to differ materially from forward-looking statements, including, among other uncertainties, market viability of the company’s (and the cholesterol joint venture’s) marketed and pipeline products; market forces; economic factors such as interest rate and exchange rate fluctuations; the outcome of contingencies such as litigation and investigations; product availability; patent and other intellectual property protection; current and future branded, generic or over-the-counter competition; the regulatory process (including product approvals, labeling and post-marketing actions); scientific developments relating to marketed products or pipeline projects; media and societal reaction to such developments; and the ability of Schering-Plough and Merck to obtain governmental and self-regulatory organization approvals of the merger on the proposed terms and schedule. For further details of these and other risks and uncertainties that may impact forward-looking statements, see Schering-Plough’s Securities and Exchange Commission filings, including Item 1A. “Risk Factors” in the 2008 10-K, filed February 27, 2009.

Schering-Plough is an innovation-driven, science-centered global health care company. Through its own biopharmaceutical research and collaborations with partners, Schering-Plough creates therapies that help save and improve lives around the world. The company applies its research-and-development platform to human prescription, animal health and consumer health care products. Schering-Plough’s vision is to “Earn Trust, Every Day” with the doctors, patients, customers and other stakeholders served by its colleagues around the world. The company is based in Kenilworth, N.J., and its Web site is www.schering-plough.com.

# # #

SCHERING-PLOUGH CORPORATION

U.S. GAAP report for the first quarter ended March 31 (unaudited):
(Amounts in millions, except per share figures)


	First Quarter
	2009			2008
Net sales	$	4,393		$	4,657
Cost of sales 1/		1,399			2,137
Selling, general and administrative		1,493			1,676
Research and development		804			880
Other expense/(income), net		88			95

Special, merger and acquisition-related charges 2/		75			23
Equity income		(400	)		(517	)


Income before income taxes		934			363
Income tax expense		129			49

Net income	$	805		$	314


Preferred stock dividends		38			38

Net income available to common shareholders	$	767		$	276


Diluted earnings per common share	$	0.46		$	0.17


Average shares outstanding — common and participating — diluted 3/		1,739			1,637


		The company incurs substantial costs related to the cholesterol joint venture, such as selling, general and administrative costs, that are not reflected in “Equity income” and are borne by the overall cost structure of Schering-Plough.

1/		Cost of sales for the three months ended March 31, 2009 includes purchase accounting adjustments of $125 million and accelerated depreciation of $2 million. For the three months ended March 31, 2008, cost of sales includes purchase accounting adjustments of $688 million.

2/		Special, merger and acquisition-related charges relate to the Productivity Transformation Program (PTP) and costs incurred related to the proposed merger with Merck. For the three months ended March 31, 2009 and 2008, these charges were $75 million ($56 million for severance costs and $19 million for merger costs) and $23 million ($8 million for severance costs and $15 million for integration-related costs), respectively.

3/		For the three months ended March 31, 2009, the increase in average shares outstanding is due to the preferred shares being dilutive under accounting rules. For the three months ended March 31, 2008, the preferred shares were anti-dilutive.

SCHERING-PLOUGH CORPORATION

Reconciliation from Reported Net Income Available to Common Shareholders and Reported Diluted Earnings Per Common Share to As Reconciled Amounts for Net Income Available to Common Shareholders and Diluted Earnings per Common Share (Amounts in Millions, except per share figures)

To supplement its consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP), Schering-Plough is providing the supplemental financial information below and on the following pages to reflect “As Reconciled” amounts related to Net income available to common shareholders and Diluted earnings per common share. “As Reconciled” amounts exclude the effects of purchase accounting adjustments, special, merger and acquisition-related items and other specified items.

“As Reconciled” amounts related to Net income available to common shareholders and Diluted earnings per common share are non-U.S. GAAP measures used by management in evaluating the performance of Schering-Plough’s overall business. The effects of purchase accounting adjustments, special, merger and acquisition-related items and other specified items have been excluded from Net income available to common shareholders and Diluted earnings per common share as management of Schering-Plough does not consider these items to be indicative of continuing operating results. Schering-Plough believes that these “As Reconciled” performance measures contribute to a more complete understanding by investors of the overall results of the company and enhance investor understanding of items that impact the comparability of results between fiscal periods. Net income available to common shareholders and Diluted earnings per common share, as reported, are required to be presented under U.S. GAAP.


	Three months ended March 31, 2009
	(unaudited)
							Special,
							Merger and
				Purchase			Acquisition-			Other		As
	As			Accounting			Related			Specified		Reconciled
	Reported			Adjustments			Items			Items		(1)

Net sales	$	4,393		$	—		$	—		$	—	$	4,393
Cost of sales		1,399			(125	)		(2	)		—		1,272
Selling, general and administrative		1,493			(2	)		—			—		1,491
Research and development		804			(2	)		(2	)		—		800
Other expense/(income), net		88			—			—			—		88
Special, merger and acquisition-related charges		75			—			(75	)		—		—
Equity income		(400	)		—			—			—		(400	)


Income before income taxes		934			129			79			—		1,142
Income tax expense/(benefit)		129			(32	)		(7	)		—		168


Net income	$	805		$	97		$	72		$	—	$	974


Preferred stock dividends		38			—			—			—		38

Net income available to common shareholders	$	767		$	97		$	72		$	—	$	936


Diluted earnings per common share	$	0.46										$	0.56


Average shares outstanding — common and participating — diluted		1,739											1,739


(1)		“As Reconciled” to exclude purchase accounting adjustments, special, merger and acquisition-related items and other specified items.

SCHERING-PLOUGH CORPORATION


	Three months ended March 31, 2008
	(unaudited)
							Special and
				Purchase			Acquisition-			Other			As
	As			Accounting			Related			Specified			Reconciled
	Reported			Adjustments			Items			Items			(1)

Net sales	$	4,657		$	—		$	—		$	—		$	4,657
Cost of sales		2,137			(688	)		—			—			1,449
Selling, general and administrative		1,676			(1	)		—			—			1,675
Research and development		880			(2	)		—			—			878
Other expense/(income), net		95			—			—			17			112
Special and acquisition-related charges		23			—			(23	)		—			—
Equity income		(517	)		—			—			—			(517	)


Income before income taxes		363			691			23			(17	)		1,060
Income tax expense/(benefit)		49			(114	)		(2	)		5			160


Net income	$	314		$	577		$	21		$	(12	)	$	900


Preferred stock dividends		38			—			—			—			38

Net income available to common shareholders	$	276		$	577		$	21		$	(12	)	$	862


Diluted earnings per common share	$	0.17											$	0.53


Average shares outstanding — common and participating — diluted		1,637												1,637


(1)		“As Reconciled” to exclude purchase accounting adjustments, special and acquisition-related items and other specified items.

SCHERING-PLOUGH CORPORATION

“As Reconciled” amounts related to Net income available to common shareholders and Diluted earnings per common share reflect the following adjustments:


	First Quarter
	(unaudited)
	2009		2008
Purchase accounting adjustments:
Amortization of intangibles in connection with the acquisition of Organon BioSciences (a)	$	118	$	132
Depreciation related to the fair value adjustment of fixed assets related to the acquisition of Organon BioSciences (b)		11		8
Charge related to the fair value adjustment to inventory related to the acquisition of Organon BioSciences (a)		—		551

Total purchase accounting adjustments, pre-tax		129		691
Income tax benefit		32		114

Total purchase accounting adjustments	$	97	$	577


Special, merger and acquisition-related items:
Special, merger and integration-related activities (a)/(d)/(e)	$	79	$	23

Total special and acquisition-related items, pre-tax		79		23
Income tax benefit		7		2

Total special, merger and acquisition-related items	$	72	$	21


Other specified items:
(Gain) on sale of manufacturing plant (c)	$	—	$	(17	)

Total other specified items, pre-tax		—		(17	)
Income tax expense		—		5

Total other specified items	$	—	$	(12	)


Total purchase accounting adjustments, special and acquisition-related items and other specified items	$	169	$	586


(a)		Included in Cost of sales

(b)		Included in Cost of sales, Selling, general and administrative and Research and development

(c)		Included in Other expense/(income), net

(d)		Included in Special, merger and acquisition-related charges

(e)		Included in research and development

SCHERING-PLOUGH CORPORATION

Report for the period ended March 31 (unaudited):

GAAP Net Sales by Key Product


	First Quarter
(Dollars in millions)	2009		2008		%
PRESCRIPTION PHARMACEUTICALS	$	3,379	$	3,557		(5	%)
REMICADE		518		507		2	%
NASONEX		306		307		—
TEMODAR		247		236		5	%
PEGINTRON		216		225		(4	%)
CLARINEX / AERIUS		174		213		(19	%)
CLARITIN RX		132		128		3	%
FOLLISTIM / PUREGON		131		145		(10	%)
NUVARING		115		96		19	%
AVELOX		109		142		(23	%)
INTEGRILIN		76		74		3	%
REBETOL		66		59		12	%
CAELYX		61		74		(18	%)
INTRON A		54		55		(3	%)
PROVENTIL / ALBUTEROL CFC		54		50		7	%
REMERON		50		68		(26	%)
SUBUTEX / SUBOXONE		50		54		(7	%)
ASMANEX		49		42		16	%
ELOCON		41		45		(8	%)
CERAZETTE		39		44		(10	%)
NOXAFIL		39		34		15	%
IMPLANON		37		38		(2	%)
MERCILON		35		43		(19	%)
LIVIAL		33		45		(26	%)
ZEMURON		32		63		(49	%)
MARVELON		31		37		(16	%)
FORADIL		23		25		(8	%)
Other Pharmaceuticals		661		708		(7	%)

ANIMAL HEALTH		630		723		(13	%)

CONSUMER HEALTH CARE		384		377		2	%
OTC		232		209		11	%
OTC CLARITIN		149		139		8	%
MiraLAX		37		26		43	%
Other OTC		46		44		3	%
Foot Care		73		85		(14	%)
Sun Care		79		83		(5	%)


CONSOLIDATED GAAP NET SALES	$	4,393	$	4,657		(6	%)


NOTE:		Additional information about U.S. and international sales for specific products is available by calling the company or visiting the Investor Relations Web site at http://ir.schering-plough.com.

SCHERING-PLOUGH CORPORATION

Reconciliation of Non-U.S. GAAP Financial Measures

Adjusted net sales, defined as Net sales plus an assumed 50 percent of global cholesterol joint venture net sales.


	Three months ended March 31,
	(unaudited)
(Dollars in millions)	2009		2008		%
Net sales, as reported	$	4,393	$	4,657		(6	%)

50 percent of cholesterol joint venture net sales a/		466		607		(23	%)


Adjusted net sales a/	$	4,859	$	5,264		(8	%)


a/		Total Net sales of the cholesterol joint venture for the three months ended March 31, 2009 and 2008 were $931 million and $1.2 billion, respectively.

NOTE: Adjusted net sales, defined as net sales plus an assumed 50 percent of global cholesterol joint venture net sales, is a non-U.S. GAAP measure used by management in evaluating the performance of Schering-Plough’s overall business. Schering-Plough believes that this performance measure contributes to a more complete understanding by investors of the overall results of the company. Schering-Plough provides this information to supplement the reader’s understanding of the importance to the company of its share of results from the operations of the cholesterol joint venture. Net sales (excluding the cholesterol joint venture net sales) is required to be presented under U.S. GAAP. The cholesterol joint venture’s net sales are included as a component of income from operations in the calculation of Schering-Plough’s “Equity income.” Net sales of the cholesterol joint venture do not include net sales of cholesterol products in non-joint venture territories.

# # #

EX-99.2 3 y76553exv99w2.htm EX-99.2: SUPPLEMENTAL FINANCIAL DATA EX-99.2

Exhibit 99.2

SCHERING-PLOUGH CORPORATION
STATEMENTS OF CONSOLIDATED OPERATIONS
(U.S. GAAP and As Reconciled)
(Amounts in Millions, except per share figures)
(Unaudited)


	2009			2008			2009			2008
	1st Qtr			1st Qtr			1st Qtr			1st Qtr			1st Qtr vs.
	U.S.			U.S.			* As			* As			1st Qtr
	GAAP			GAAP			Reconciled			Reconciled			As
	$			$			$			$			Reconciled

Net sales		4,393			4,657			4,393			4,657			(6	%)
Cost of sales		1,399			2,137			1,272			1,449			(12	%)

Gross profit		2,994			2,520			3,121			3,208			(3	%)
Selling, general and administrative		1,493			1,676			1,491			1,675			(11	%)
Research and development		804			880			800			878			(9	%)
Other expense/(income), net		88			95			88			112			(21	%)
Special, merger and acquisition-related charges		75			23			—			—			—
Equity income		(400	)		(517	)		(400	)		(517	)		(23	%)

Income before income taxes		934			363			1,142			1,060			8	%
Income tax expense		129			49			168			160			5	%

Net income		805			314			974			900			8	%

Preferred stock dividends		38			38			38			38			—
Net income available to common shareholders		767			276			936			862			9	%

Diluted earnings per common share		0.46			0.17			0.56			0.53			6	%

Avg. shares outstanding — common and participating — diluted		1,739			1,637			1,739			1,637


Ratios to net sales
Net sales		100.0	%		100.0	%		100.0	%		100.0	%
Cost of sales		31.8	%		45.9	%		29.0	%		31.1	%
Gross margin		68.2	%		54.1	%		71.0	%		68.9	%
Selling, general and administrative		34.0	%		36.0	%		33.9	%		36.0	%
Research and development		18.3	%		18.9	%		18.2	%		18.9	%
Income before income taxes		21.3	%		7.8	%		26.0	%		22.8	%
Net income		18.3	%		6.7	%		22.2	%		19.3	%


*		“As Reconciled” to exclude purchase accounting adjustments, special, merger and acquisition-related items and other specified items. See Non-GAAP Reconciliation tables posted on the Schering-Plough website at www.Schering-Plough.com under “Investor Relations/Financial Highlights.”

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

SCHERING-PLOUGH CORPORATION
STATEMENTS OF CONSOLIDATED OPERATIONS
(U.S. GAAP)
(Amounts in Millions, except per share figures)
(Unaudited)


	2009							2008
	1st			2nd	3rd	4th	Full	1st			2nd			3rd			4th			Full			1st Qtr
	Qtr.			Qtr.	Qtr.	Qtr.	Year	Qtr.			Qtr.			Qtr.			Qtr.			Year			vs
	$			$	$	$	$	$			$			$			$			$			1st Qtr

Net sales		4,393							4,657			4,921			4,576			4,348			18,502			(6	%)

Cost of sales 1/		1,399							2,137			1,908			1,737			1,525			7,307			(35	%)

Gross profit		2,994							2,520			3,013			2,839			2,823			11,195			19	%

Selling, general and administrative		1,493							1,676			1,870			1,660			1,615			6,823			(11	%)
Research and development		804							880			906			893			850			3,529			(9	%)
Other expense/(income), net		88							95			134			(39	)		146			335			(7	%)
Special, merger and acquisition-related charges 2/		75							23			94			101			111			329			N/M
Equity income 3/		(400	)						(517	)		(493	)		(434	)		(426	)		(1,870	)		(23	%)

Income before income taxes		934							363			502			658			527			2,049			N/M

Income tax expense		129							49			40			44			13			146			N/M

Net income		805							314			462			614			514			1,903			N/M

Preferred stock dividends		38							38			38			38			38			150			—

Net income available to common shareholders		767							276			424			576			476			1,753			N/M


Diluted earnings per common share		0.46							0.17			0.26			0.35			0.29			1.07			N/M


Avg. shares outstanding — common and participating — diluted 4/		1,739							1,637			1,632			1,636			1,634			1,635
Actual common shares outstanding		1,628							1,621			1,624			1,626			1,626			1,626

Ratios to net sales

Net sales		100.0	%						100.0	%		100.0	%		100.0	%		100.0	%		100.0	%

Cost of sales		31.8	%						45.9	%		38.8	%		38.0	%		35.1	%		39.5	%

Gross margin		68.2	%						54.1	%		61.2	%		62.0	%		64.9	%		60.5	%

Selling, general and administrative		34.0	%						36.0	%		38.0	%		36.3	%		37.1	%		36.9	%

Research and development		18.3	%						18.9	%		18.4	%		19.5	%		19.5	%		19.1	%

Income before income taxes		21.3	%						7.8	%		10.2	%		14.4	%		12.1	%		11.1	%

Net income		18.3	%						6.7	%		9.4	%		13.4	%		11.8	%		10.3	%


Note:		The Company incurs substantial costs, such as selling, general and administrative costs, that are not reflected in “Equity income” and are borne by the overall cost structure of Schering-Plough.

1/		Cost of sales for the three months ended March 31, 2009 include purchase accounting adjustments of $125 million and accelerated depreciation of $2 million. For the three months ended March 31, 2008, cost of sales includes purchase accounting adjustments of $688 million.

2/		Special, merger and acquisition-related charges relate to the Productivity Transformation Program (PTP) and costs incurred related to the proposed merger with Merck. For the three months ended March 31, 2009 and 2008 these charges were $75 million ($56 million for severance costs and $19 million for merger costs) and $23 million ($8 million for severance costs and $15 million for integration-related costs), respectively.

3/		Included in Equity income for the second, third and fourth quarter of 2008 were $64 million, $19 million and $22 million, respectively, of income related to the termination of a respiratory joint venture with Merck.

4/		For the three months ended March 31, 2009, the increase in average shares outstanding is due to the preferred shares being dilutive under accounting rules. For the three months ended March 31, 2008, the preferred shares were anti-dilutive.

		N/M — Not a meaningful percentage

		All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 2

SCHERING-PLOUGH CORPORATION
ANALYSIS OF NET SALES AND ADJUSTED NET SALES
(Dollars in Millions)


	2009						2008
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr

*Cholesterol Joint Venture:*		*931*						*1,216*		*1,133*		*1,089*		*1,062*		*4,499*		*(23*	%)
U.S.		596						851		710		688		695		2,943		(30	%)
International		335						365		423		401		367		1,556		(8	%)


*50% of Cholesterol Joint Venture:*		466						607		566		545		531		2,250		(23	%)


*Prescription Pharmaceuticals :*		*3,379*						*3,557*		*3,702*		*3,539*		*3,455*		*14,253*		(5	%)
U.S.		951						975		926		932		981		3,812		(2	%)
International		2,428						2,582		2,776		2,607		2,474		10,441		(6	%)


*Animal Health :*		*630*						*723*		*818*		*759*		*674*		*2,973*		*(13*	%)
U.S.		146						131		138		160		135		564		11	%
International		484						592		680		599		539		2,409		(18	%)


*Consumer Health Care*		*384*						*377*		*401*		*278*		*219*		*1,276*		2	%

*Consolidated GAAP Net Sales:*		*4,393*						*4,657*		*4,921*		*4,576*		*4,348*		*18,502*		(6	%)

U.S.		1,450						1,453		1,434		1,350		1,320		5,556		—
International		2,943						3,204		3,487		3,226		3,028		12,946		(8	%)


*Adjusted Net Sales:*		*4,859*						*5,264*		*5,487*		*5,121*		*4,879*		*20,752*		(8	%)

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 3

SCHERING-PLOUGH CORPORATION
CHOLESTEROL FRANCHISE NET SALES
(Dollars in Millions)


	2009						2008
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr

*Global Zetia (1):*		*509*						*588*		*578*		*558*		*556*		*2,279*		*(13*	%)

U.S.		310						395		349		333		338		1,415		(22	%)
International		199						193		229		225		218		864		4	%

*Global Vytorin (1):*		*464*						*647*		*586*		*570*		*548*		*2,352*		*(28*	%)

U.S.		286						456		361		355		357		1,528		(37	%)
International		178						191		225		215		191		824		(7	%)

*Global Cholesterol (1):*		*973*						*1,235*		*1,164*		*1,128*		*1,104*		*4,631*		*(21*	%)

U.S.		596						851		710		688		695		2,943		(30	%)
International		377						384		454		440		409		1,688		(2	%)


(1)		Substantially all sales of cholesterol products are not included in Schering-Plough’s Net sales. Global franchise sales include sales under the Merck/Schering-Plough joint venture, plus any sales that are not part of the joint venture, such as Schering-Plough sales of cholesterol products in Japan and Latin America. In Japan, Schering-Plough co-markets ZETIA with Bayer HealthCare. ZETIA was launched in Japan in June 2007. For the three months ended March 31, 2009 and 2008 sales in non-joint venture territories of the cholesterol franchise totaled $42 million ($30 million in Japan) and $19 million ($6 million in Japan), respectively.

The results of the operation of the joint venture are reflected in Equity income. As a result, Schering-Plough’s Gross margin and ratios of Selling, general and administrative expenses and R&D expenses as a percentage of sales do not reflect the benefit of the impact of the cholesterol joint venture’s operating results.

Schering-Plough utilizes the equity method of accounting in recording its share of activity from the Merck/Schering-Plough cholesterol joint venture. Schering-Plough’s Net sales do not include the sales of the joint venture. The cholesterol joint venture agreements provide for the sharing of operating income generated by the joint venture based upon percentages that vary by product, sales level and country. Equity income also includes milestone and other payments. Either company’s share of the joint venture’s income from operations is subject to a reduction if that company fails to perform a specified minimum number of physician details in a particular country. The companies agree annually to the minimum number of physician details by country.

In the U.S. market, Schering-Plough receives a greater share of profits on the first $300 million of annual ZETIA sales. As such, Schering-Plough’s share of operating income from the joint venture in the first fiscal quarter is generally higher than subsequent quarters.

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 4

SCHERING-PLOUGH CORPORATION
PRESCRIPTION PHARMACEUTICALS SALES KEY - PRODUCT NET SALES
(Dollars in Millions)


	Global							U.S.							International
	2009		2008					2009		2008					2009		2008
	1st		1st		1st Qtr			1st		1st		1st Qtr			1st		1st		1st Qtr
	Qtr.		Qtr.		vs			Qtr.		Qtr.		vs			Qtr.		Qtr.		vs
	$		$		1st Qtr			$		$		1st Qtr			$		$		1st Qtr

*Prescription Pharmaceuticals :*		*3,379*		*3,557*		(5	%)		*951*		*975*		(2	%)		*2,428*		*2,582*		(6	%)

Remicade		518		507		2	%		—		—		—			518		507		2	%
Nasonex		306		307		—			158		172		(8	%)		148		135		10	%
Temodar		247		236		5	%		92		80		15	%		155		156		-
Pegintron		216		225		(4	%)		29		39		(27	%)		187		186		-
Clarinex / Aerius		174		213		(19	%)		59		76		(22	%)		115		137		(17	%)
Claritin Rx		132		128		3	%		—		—		—			132		128		3	%
Follistim / Puregon		131		145		(10	%)		43		44		(3	%)		88		101		(13	%)
Nuvaring		115		96		19	%		72		54		34	%		43		42		1	%
Avelox		109		142		(23	%)		109		142		(23	%)		—		—		-
Integrilin		76		74		3	%		71		69		4	%		5		5		(9	%)
Rebetol		66		59		12	%		—		—		—			66		59		12	%
Caelyx		61		74		(18	%)		—		—		—			61		74		(18	%)
Intron A		54		55		(3	%)		27		27		(2	%)		27		28		(4	%)
Proventil / Albuterol Cfc		54		50		7	%		54		50		7	%		—		—		-
Remeron		50		68		(26	%)		2		4		(41	%)		48		64		(25	%)
Subutex / Suboxone		50		54		(7	%)		—		—		—			50		54		(7	%)
Asmanex		49		42		16	%		46		39		18	%		3		3		(14	%)
Elocon		41		45		(8	%)		—		—		—			41		45		(8	%)
Cerazette		39		44		(10	%)		—		—		—			39		44		(10	%)
Noxafil		39		34		15	%		11		9		20	%		28		25		14	%
Implanon		37		38		(2	%)		13		11		14	%		24		27		(9	%)
Mercilon		35		43		(19	%)		—		1		(100	%)		35		42		(17	%)
Livial		33		45		(26	%)		—		—		—			33		45		(26	%)
Zemuron		32		63		(49	%)		7		34		(81	%)		25		29		(12	%)
Marvelon		31		37		(16	%)		1		2		(37	%)		30		35		(15	%)
Foradil		23		25		(8	%)		22		24		(8	%)		1		1		14	%

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 5

SCHERING-PLOUGH CORPORATION
PRESCRIPTION PHARMACEUTICALS (GLOBAL) SALES - KEY PRODUCT NET SALES
(Dollars in Millions)


	2009						2008
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr

*Prescription Pharmaceuticals :*		*3,379*						*3,557*		*3,702*		*3,539*		*3,455*		*14,253*		(5	%)
Remicade		518						507		557		564		491		2,118		2	%
Nasonex		306						307		311		258		280		1,155		—
Temodar		247						236		251		273		242		1,002		5	%
Pegintron		216						225		229		235		225		914		(4	%)
Clarinex / Aerius		174						213		240		176		160		790		(19	%)
Claritin Rx		132						128		111		87		99		425		3	%
Follistim / Puregon		131						145		162		142		127		577		(10	%)
Nuvaring		115						96		116		118		110		440		19	%
Avelox		109						142		67		65		102		376		(23	%)
Integrilin		76						74		78		84		78		314		3	%
Rebetol		66						59		70		63		67		260		12	%
Caelyx		61						74		78		80		64		297		(18	%)
Intron A		54						55		61		61		57		234		(3	%)
Proventil / Albuterol Cfc		54						50		38		38		63		190		7	%
Remeron		50						68		61		61		48		239		(26	%)
Subutex / Suboxone		50						54		62		63		52		230		(7	%)
Asmanex		49						42		48		40		49		180		16	%
Elocon		41						45		47		45		39		176		(8	%)
Cerazette		39						44		49		49		44		185		(10	%)
Noxafil		39						34		38		40		38		149		15	%
Implanon		37						38		44		37		32		151		(2	%)
Mercilon		35						43		47		38		31		159		(19	%)
Livial		33						45		50		48		40		183		(26	%)
Zemuron		32						63		67		72		51		253		(49	%)
Marvelon		31						37		40		37		33		147		(16	%)
Foradil		23						25		25		25		27		102		(8	%)

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 6

SCHERING-PLOUGH CORPORATION
PRESCRIPTION PHARMACEUTICALS (U.S.) SALES - KEY PRODUCT NET SALES
(Dollars in Millions)


	2009						2008
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr

*Total Prescription Pharmaceuticals (U.S.) :*		*951*						*975*		*926*		*932*		*981*		*3,812*		(2	%)

Nasonex		158						172		166		141		166		644		(8	%)
Temodar		92						80		82		96		90		348		15	%
Pegintron		29						39		40		40		34		153		(27	%)
Clarinex / Aerius		59						76		79		71		68		295		(22	%)
Follistim / Puregon		43						44		45		49		40		178		(3	%)
Nuvaring		72						54		68		67		65		253		34	%
Avelox		109						142		67		65		102		376		(23	%)
Integrilin		71						69		73		78		73		292		4	%
Intron A		27						27		29		30		32		118		(2	%)
Proventil / Albuterol CFC		54						50		38		38		63		190		7	%
Remeron		2						4		2		3		2		11		(41	%)
Asmanex		46						39		45		38		46		169		18	%
Noxafil		11						9		10		11		12		43		20	%
Implanon		13						11		14		9		10		45		14	%
Zemuron		7						34		33		38		20		125		(81	%)
Marvelon		1						2		3		—		2		5		(37	%)
Foradil		22						24		24		24		26		99		(8	%)

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 7

SCHERING-PLOUGH CORPORATION
PRESCRIPTION PHARMACEUTICALS (INTERNATIONAL) SALES - KEY PRODUCT NET SALES
(Dollars in Millions)


	2009						2008
	1st		2nd	3rd	4th	Full	1st		2nd		3rd		4th		Full		1st Qtr
	Qtr.		Qtr.	Qtr.	Qtr.	Year	Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
	$		$	$	$	$	$		$		$		$		$		1st Qtr

*Total Prescription Pharmaceuticals (International) :*		*2,428*						*2,582*		*2,776*		*2,607*		*2,474*		*10,441*		(6	%)

Remicade		518						507		557		564		491		2,118		2	%
Nasonex		148						135		145		117		114		511		10	%
Temodar		155						156		169		177		152		654		—
PegIntron		187						186		189		195		191		761		—
Clarinex / Aerius		115						137		161		105		92		495		(17	%)
Claritin Rx		132						128		111		87		99		425		3	%
Follistim / Puregon		88						101		117		93		87		399		(13	%)
Nuvaring		43						42		48		51		45		187		1	%
Integrilin		5						5		5		6		5		22		(9	%)
Rebetol		66						59		70		63		66		258		12	%
Caelyx		61						74		78		80		64		297		(18	%)
Intron A		27						28		32		31		25		116		(4	%)
Remeron		48						64		59		58		46		228		(25	%)
Subutex / Suboxone		50						54		62		63		52		230		(7	%)
Asmanex		3						3		3		2		3		11		(14	%)
Elocon		41						45		46		45		39		176		(8	%)
Cerazette		39						44		49		49		44		185		(10	%)
Noxafil		28						25		28		29		26		106		14	%
Implanon		24						27		30		28		22		106		(9	%)
Mercilon		35						42		46		38		31		159		(17	%)
Livial		33						45		50		48		40		183		(26	%)
Zemuron		25						29		34		34		31		128		(12	%)
Marvelon		30						35		37		37		31		142		(15	%)
Foradil		1						1		1		1		1		3		14	%

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 8

SCHERING-PLOUGH CORPORATION
CONSUMER HEALTH CARE
NET SALES ANALYSIS
(Dollars in Millions)


	2009							2008
		1st		2nd	3rd	4th	Full		1st		2nd		3rd		4th		Full		1st Qtr
		Qtr.		Qtr.	Qtr.	Qtr.	Year		Qtr.		Qtr.		Qtr.		Qtr.		Year		vs
		$		$	$	$	$		$		$		$		$		$		1st Qtr

*Consumer Health Care:*			*384*							*377*		*401*		*278*		*219*		*1,276*		2	%

OTC:			232							209		181		160		130		680		11	%
OTC Claritin			149							139		120		92		55		405		8	%
MiraLAX			37							26		28		31		30		115		43	%
Other OTC			46							44		33		37		45		160		3	%
Foot Care			73							85		105		96		71		357		*(14*	%)
Sun Care			79							83		115		22		18		239		(5	%)

All figures rounded. Totals may not add due to rounding. Percentages based on unrounded figures.

Page 9

SCHERING-PLOUGH CORPORATION
CONSOLIDATED OPERATIONS DATA
(Dollars in Millions)
(Unaudited)


	2009							2008
		1st		2nd	3rd	4th	Full		1st		2nd		3rd		4th		Full
		Qtr.		Qtr.	Qtr.	Qtr.	Year		Qtr.		Qtr.		Qtr.		Qtr.		Year
		$		$	$	$	$		$		$		$		$		$

Geographic net sales


U.S.			1,450							1,453		1,434		1,350		1,320		5,556

Europe and Canada			1,946							2,235		2,449		2,207		2,009		8,903

Latin America			426							482		524		482		500		1,987

Asia Pacific 1/			571							487		514		537		519		2,056


Consolidated net sales			4,393							4,657		4,921		4,576		4,348		18,502


1/		The three months ended March 31 2009 and 2008 include $330 million and $221 million, respectively, of net sales in Japan.


	2009								2008
		1st			2nd	3rd	4th	Full		1st			2nd			3rd			4th			Full
		Qtr.			Qtr.	Qtr.	Qtr.	Year		Qtr.			Qtr.			Qtr.			Qtr.			Year
		$			$	$	$	$		$			$			$			$			$

Other expense/(income), net
Interest income			(4	)							(22	)		(17	)		(19	)		(13	)		(71	)
Interest expense			109								138			140			136			122			536
Gain on sale of divestiture of certain Animal Health products			—								—			—			(160	)		—			(160	)
Foreign exchange (gains)/losses			(17	)							(4	)		11			4			37			47
Other (income)/expense (1)			—								(17	)		—			—			—			(17	)


Total — Other expense/(income), net			88								95			134			(39	)		146			335


(1)		Other expense/(income) for the first quarter of 2008 reflects a $17 million gain on sale of a manufacturing plant.

All figures rounded. Totals may not add due to rounding.


		Janet Barth					908-298-7011
		Joe Romanelli					908-298-7904

Page 10

SCHERING-PLOUGH CORPORATION

Reconciliation from Reported Net Income Available to Common Shareholders
and Reported Diluted Earnings Per Share to As Reconciled Amounts for Net Income
Available to Common Shareholders and Diluted Earnings per Common Share
(Amount in Millions, except per share figures)

To supplement its consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP), Schering-Plough is providing the following supplemental financial information to reflect “As Reconciled” amounts related to Net income available to common shareholders and Diluted earnings per common share. “As Reconciled” amounts exclude the effects of purchase accounting adjustments, special, merger and acquisition-related items and other specified items.

“As Reconciled” amounts related to Net income available to common shareholders and Diluted earnings per common share are non-U.S. GAAP measures used by management in evaluating the performance of Schering-Plough’s overall business. The effects of purchase accounting adjustments, special, merger and acquisition-related items and other specified items have been excluded from Net income available to common shareholders and Diluted earnings per common share as management of Schering-Plough does not consider these items to be indicative of continuing operating results. Schering-Plough believes that these “As Reconciled” performance measures contribute to a more complete understanding by investors of the overall results of the company and enhances investor understanding of items that impact the comparability of results between fiscal periods. Net income available to common shareholders and Diluted earnings per common share, as reported, are required to be presented under U.S. GAAP.


	Three months ended March 31, 2009
	(unaudited)
							Special,
				Purchase			Merger and			Other		As
	As			Accounting			Acquisition-			Specified		Reconciled
	Reported			Adjustments			Related Items			Items		(1)

Net sales	$	4,393		$	—		$	—		$	—	$	4,393
Cost of sales		1,399			(125	)		(2	)		—		1,272
Selling, general and administrative		1,493			(2	)		—			—		1,491
Research and development		804			(2	)		(2	)		—		800
Other expense/(income), net		88			—			—			—		88
Special, merger and acquisition-related charges		75			—			(75	)		—		—
Equity income		(400	)		—			—			—		(400	)


Income before income taxes		934			129			79			—		1,142
Income tax expense/(benefit)		129			(32	)		(7	)		—		168


Net income	$	805		$	97		$	72		$	—	$	974


Preferred stock dividends		38			—			—			—		38


Net income available to common shareholders	$	767		$	97		$	72		$	—	$	936


Diluted earnings per common share	$	0.46										$	0.56


Average shares outstanding — common and participating — diluted		1,739											1,739


(1)		“As Reconciled” to exclude purchase accounting adjustments, special, merger and acquisition-related items and other specified items.

Page 11

SCHERING-PLOUGH CORPORATION


	Three months ended March 31, 2008
	(unaudited)
				Purchase			Special and			Other
	As			Accounting			Acquisition-			Specified			As Reconciled
	Reported			Adjustments			Related Items			Items			(1)

Net sales	$	4,657		$	—		$	—		$	—		$	4,657
Cost of sales		2,137			(688	)		—			—			1,449
Selling, general and administrative		1,676			(1	)		—			—			1,675
Research and development		880			(2	)		—			—			878
Other expense, net		95			—			—			17			112
Special and acquisition-related charges		23			—			(23	)		—			—
Equity income		(517	)		—			—			—			(517	)


Income before income taxes		363			691			23			(17	)		1,060
Income tax expense/(benefit)		49			(114	)		(2	)		5			160


Net income	$	314		$	577		$	21		$	(12	)	$	900


Preferred stock dividends		38			—			—			—			38


Net income available to common shareholders	$	276		$	577		$	21		$	(12	)	$	862


Diluted earnings per common share	$	0.17											$	0.53


Average shares outstanding — common and participating — diluted		1,637												1,637


(1)		“As Reconciled” to exclude purchase accounting adjustments, special and acquisition-related items and other specified items.

Page 12

SCHERING-PLOUGH CORPORATION

“As Reconciled” amounts related to Net income available to common shareholders and diluted earnings per common share reflect the following adjustments:


	First Quarter
	(unaudited)
	2009		2008
Purchase accounting adjustments:
Amortization of intangibles in connection with the acquisition of Organon BioSciences (a)	$	118	$	132
Depreciation related to the fair value adjustment of fixed assets related to the acquisition of Organon BioSciences (b)		11		8
Charge related to the fair value adjustment to inventory related to the acquisition of Organon BioSciences (a)		—		551

Total purchase accounting adjustments, pre-tax		129		691
Income tax benefit		32		114

Total purchase accounting adjustments	$	97	$	577

Special, merger and acquisition-related items:
Special, merger and acquisition-related activities (a)/(d)/(e)	$	79	$	23

Total special, merger and acquisition-related items, pre-tax		79		23
Income tax benefit		7		2

Total acquisition-related items	$	72	$	21

Other specified items:
(Gain) on sale of manufacturing plant (c)	$	—	$	(17	)

Total other specified items, pre-tax		—		(17	)
Income tax expense		—		5

Total other specified items	$	—	$	(12	)

Total purchase accounting adjustments, special, merger and acquisition-related items and other specified items	$	169	$	586


(a)		Included in cost of sales

(b)		Included in cost of sales, selling, general and administrative and research and development

(c)		Included in other expense/(income), net

(d)		Included in special, merger and acquisition-related charges

(e)		Included in research and development

Page 13

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Table of Contents