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2007 Annual Report and Proxy Statement

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2007 Annual Report and Proxy Statement Eli Lilly and Company 2007 Annual Report Notice of 2008 Annual Meeting Proxy Statement Eli Lilly and Company Lilly Corporate Center Indianapolis, Indiana 46285 USA www.lilly.com Trademarks Actos® (pioglitazone hydrochloride) Alimta® (pemetrexed disodium) Arxxant® (ruboxistaurin mesylate) Axid® (nizatidine) Byetta® (exenatide injection) Ceclor® (cefaclor) Cialis® (tadalafi l) Coban® (monensin sodium), Elanco Cymbalta® (duloxetine hydrochloride) Effi ent™ (prasugrel) Evista® (raloxifene hydrochloride) Forteo® (teriparatide of recombinant DNA origin) Gemzar® (gemcitabine hydrochloride) Humalog® (insulin lispro of recombinant DNA origin) Humatrope® (somatropin of recombinant DNA origin) Humulin® (human insulin of recombinant DNA origin) On the Cover Year in Review Permax® (pergolide mesylate) Prozac® (fl uoxetine hydrochloride) 1 Financial Highlights ® ™ Candy Edwards is a wife, mother, grandmother and self-taught artist Prozac Weekly (fl uoxetine hydrochloride) 2 Letter to Shareholders ® with a passion for helping others. She also is a Cymbalta® patient. ReoPro (abciximab), Centocor 6 Innovation at Lilly: The Portfolio and the Pipeline Rumensin® (monensin sodium), Elanco Just two years ago, Candy developed a staph infection that kept her 9 Beyond Medicine: Providing Answers That Matter Strattera® (atomoxetine hydrochloride) hospitalized and bedridden for several months. The infection was so Surmax® (avilamycin), Elanco severe that it nearly killed her. Although Candy survived, she found Symbyax® (olanzapine/fl uoxetine hydrochloride) herself in a world of intense pain, fear, anger and despair. The spirited Financials Tylan® (tylosin), Elanco woman her family, friends and community knew so well soon became 10 Review of Operations Vancocin® (vancomycin hydrochloride) someone they hardly recognized. Candy lost interest in everything she 14 Consolidated Statements of Income Xigris® (drotrecogin alfa [activated]) cared about—even her family and her art. 19 Consolidated Balance Sheets Yentreve® (duloxetine hydrochloride) ® “I cried all the time and I had terrible mood swings,” said Candy. “I felt 20 Consolidated Statements of Cash Flows Zyprexa (olanzapine) ® ® like I was in this deep hole—it was like I was pinned down. Suicide 21 Consolidated Statements of Comprehensive Income Zyprexa Zydis (olanzapine) seemed to be the only way out.” 30 Segment Information 31 Selected Quarterly Data Actos® is a trademark of Takeda Chemical Industries, Ltd. Fortunately, Candy’s husband of 30 years, Freddie, recognized that 32 Selected Financial Data AIR® is trademark of Alkermes, Inc. something was seriously wrong with the woman he loved, and he 33 Notes to Consolidated Financial Statements Axid® is a trademark of Reliant Pharmaceuticals, LLC. pleaded with her to talk to her doctor. Although she was reluctant 57 Management’s Reports Byetta® is a trademark of Amylin Pharmaceuticals, Inc. at fi rst to accept her diagnosis of depression and initially refused to 58 Report of Independent Registered Public Accounting Firm Cialis® is a trademark of Lilly ICOS LLC. take the medicine her doctor gave her, Candy eventually decided to EVA® is a trademark of Stern Stewart & Co. give it a try. Sarafem® is a trademark of Galen (Chemicals) Limited Proxy Statement Vancocin® is a trademark of ViroPharma Incorporated Candy’s doctor had prescribed Cymbalta, and she recalls that within a Zydis® is a trademark of Cardinal Health. week, she could tell a difference. 60 Notice of 2008 Annual Meeting and Proxy Statement 61 General Information All trademarks listed above are trademarks of Eli Lilly and Company unless otherwise noted. “Cymbalta works for me,” she said. The turning point was the day she 65 Board of Directors woke up and decided to put on her make-up—something she hadn’t 69 Highlights of the Company’s Corporate Governance Guidelines done for nearly 6 months. “I fi nally started to feel like I was back.” 77 Directors and Corporate Governance Committee Matters Today, Candy is using her love of art to help raise awareness about 78 Audit Committee Matters For More Information highway safety in her home state of Georgia. She has created 80 Compensation Committee Matters characters such as “Boostie,” who promotes the importance of booster 81 Executive Compensation seats for young children, and “Buckley,” a character who encourages 101 Ownership of Company Stock Lilly corporate responsibility and report of political fi nancial support . www.lilly.com/about/citizenship/index.html motorists to wear seatbelts. 102 Items of Business To Be Acted Upon at the Meeting 115 Other Matters Lilly clinical trials registry . www.lillytrials.com Candy isn’t shy about telling her story to others, and by doing so she Lilly Grant Offi ce . www.lillygrantoffi ce.com has become a source of hope and inspiration for others suffering from depression in her community. Corporate Information Multi-drug resistant tuberculosis initiative . www.lillymdr-tb.com “I always tell them to talk to their physician,” Candy said. “If I hadn’t 124 Senior Management and Board of Directors Medicare prescription drug coverage. www.lillymedicareanswers.com sought help, I might have lost everything. I have my family and my life 126 Corporate Information Pharmaceutical industry patient assistance programs . www.pparx.org back. It was a blessing.” 127 Annual Meeting Admission Ticket Lilly Cares. www.lillycares.com or call toll-free 1-800-545-6962 © 2008 Eli Lilly and Company 2007AR 2007 Financial Highlights ELI LILLY AND COMPANY AND SUBSIDIARIES (Dollars in millions, except per-share data) Year Ended December 31 2007 2006 Change % Net sales . $18,633.5 $15,691.0 19 Net sales—pro forma1 . 18,706.2 16,446.2 14 Research and development . 3,486.7 3,129.3 11 Research and development as a percent of net sales . 18.7% 19.9% Net income . $ 2,953.0 $ 2,662.7 11 Earnings per share—diluted. 2.71 2.45 Reconciling items2: Acquired in-process research and development . .63 — Asset impairments, restructuring, and other special charges . .15 .73 Reduction in expected insurance recoveries for product liabilities . .06 — Pro forma adjustment as if the ICOS acquisition was completed on January 1, 20061 . (.01) (.15) Adjusted earnings per share—diluted. 3.54 3.03 17 Dividends paid per share. 1.70 1.60 6 Capital expenditures . 1,082.4 1,077.8 — Employees . 40,600 41,500 (2) 1Pro forma sales and earnings per share assume that the ICOS acquisition was completed January 1, 2006. The pro forma results are presented in order to provide additional insights into the underlying trends in the business. 2For more information on these reconciling items, see the Financial Results section of the Executive Overview on page 10. 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Our sales growth 2007, highlighted by 14 percent pro forma sales growth, outpaced the overall pharmaceutical sector in each of the 17 percent growth in pro forma adjusted net income, and world’s largest markets—the U.S., Europe, and Japan— the movement of no fewer than 16 new molecules into and we achieved a 7 percent increase in sales volume clinical testing. Measured more broadly by the growth worldwide on a pro forma basis. of our recently launched products in diverse markets, Demonstrating our continued commitment to grow the success of our business development efforts, and the sales faster than operating expenses, pro forma adjusted progress of discoveries through our development pipe- net income and earnings per share (EPS) both grew by line, 2007 was one of the most thoroughly successful 17 percent in 2007, to $3.863 billion and $3.54, respec- LETTER SHAREHOLDERS TO years in Lilly’s history. tively. On a reported basis, the growth was 11 percent, to Just as importantly in 2007, we asserted a new vision $2.953 billion and $2.71. The pro forma adjusted results of the company—dedicated to improving outcomes for in- assume we owned ICOS for both years and also adjust for dividual patients—and we accelerated the transformation product liability expenses, asset impairments, and restruc- of Lilly to realize this aspiration. turing in both years as well as for charges related to the In this letter, we look forward to reporting on all of acquisition of compounds in development in 2007 (for a these accomplishments in more detail. reconciliation, see page 1). Leadership Transition Product Performance Near the end of 2007, we announced a leadership Lilly’s top-selling product, Zyprexa, is beginning transition between us that had been carefully planned to face competition from generic formulations in some for some time.
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