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Celgene Reports Strong Fourth Quarter and Full Year 2012 Operating and Financial Results

  Celgene Reports Strong Fourth Quarter and Full Year 2012 Operating and
  Financial Results

           Total Revenues of $5.5 Billion, Increased 14 Percent Y/Y

 Adjusted Diluted Earnings per Share of $4.91, Increased 30 Percent Y/Y; GAAP
         Diluted Earnings per Share of $3.30 Increased 16 Percent Y/Y

  New and Updated Data on Over Ten Pivotal Phase III Trials Expected in 2013

                        Affirms 2013 Financial Outlook

Business Wire

SUMMIT, N.J. -- January 24, 2013

Celgene Corporation (NASDAQ: CELG) reported net product sales of $1,416
million for the fourth quarter 2012, a 14 percent increase from the same
period in 2011. Adjusted net income for the fourth quarter 2012 increased 21
percent to $572 million compared to $473 million in the fourth quarter 2011.
For the same period, adjusted diluted earnings per share increased 26 percent
to $1.32 from $1.05.

Full year total revenues for 2012 were $5,507 million and net product sales
were $5,386 million. Full year adjusted net income for 2012 was $2,162 million
or adjusted diluted earnings per share of $4.91.

Based on U.S. GAAP (Generally Accepted Accounting Principles), Celgene
reported fourth quarter 2012 net income of $263 million or $0.61 per diluted
share. For the fourth quarter 2011, net income was $410 million or diluted
earnings per share of $0.91. Full year GAAP net income for 2012 was $1,456
million or diluted earnings per share of $3.30.

“Our 2012 financial and operational results reflect strong operating momentum
and execution worldwide,” said Bob Hugin, Chairman and Chief Executive Officer
of Celgene Corporation. “The achievements of 2012 and our outlook for 2013
position us for our next phase of growth.”

Fourth Quarter and Full Year 2012 Financial Highlights

Unless otherwise stated, all comparisons are for the fourth quarter and full
year 2012 compared to the fourth quarter and full year 2011. The adjusted
operating expenses presented below exclude share-based employee compensation
expense, non-core operations acquired from Abraxis, IPR&D impairments, upfront
payments for R&D and a Canadian pricing settlement. Please see the attached
Reconciliation of GAAP to Adjusted Net Income for further information.

Net Product Sales Performance

  *REVLIMID^® sales for the fourth quarter increased 17 percent to $1,002
    million and were driven by strong overall market share and increased
    duration of therapy. Fourth quarter U.S. sales of $577 million and
    international sales of $425 million increased 18 percent and 16 percent,
    respectively. Full year REVLIMID sales were $3,767 million, an increase of
    17 percent.
  *ABRAXANE^® sales for the fourth quarter were $106 million, an increase of
    3 percent. U.S. sales were $84 million and international sales were $22
    million, a decrease of 9 percent and increase of 90 percent, respectively.
    U.S. sales were affected by the restoration of the full supply of generic
    paclitaxel, the shortage of which benefited the fourth quarter 2011. Full
    year ABRAXANE sales were $427 million, an increase of 11 percent.
  *VIDAZA^® fourth quarter sales increased 14 percent to $216 million. U.S.
    sales increased 3 percent to $88 million. International sales increased 23
    percent to $128 million, primarily driven by market share increases in
    most regions. Full year VIDAZA sales were $823 million, an increase of 17
    percent.
  *THALOMID^® sales were $73 million in the fourth quarter, representing a 12
    percent decrease; for 2012 sales were $302 million, a decrease of 11
    percent.

Research and Development (R&D)

Adjusted R&D expenses were $318 million for the fourth quarter 2012 compared
to $349 million for the fourth quarter 2011. The change is primarily due to
more collaboration milestone payments recorded in 2011.

For the full year 2012, adjusted R&D expenses were $1,310 million compared to
$1,240 million for the full year 2011. Adjusted R&D expenses included
absorption of the Avila Therapeutics acquisition which closed in March 2012,
increased activities related to validation of the Phoenix, Arizona
manufacturing facility for ABRAXANE and advancing more than 30 late-stage
clinical trials.

On a GAAP basis, R&D expenses were $473 million for the fourth quarter 2012
and $436 million for the same period in 2011; full year R&D expenses were
$1,724 million for 2012 compared to $1,600 million for 2011. The increase in
R&D expenses on a GAAP basis reflects the impact of an IPR&D impairment charge
recorded during the fourth quarter 2012.

Selling, General, and Administrative (SG&A)

Adjusted SG&A expenses were $340 million for the fourth quarter 2012 compared
to $278 million for the fourth quarter 2011. The increase was primarily due to
launch preparation expenses for ABRAXANE in non-small cell lung cancer (NSCLC)
in the U.S. and POMALYST^® globally.

For the full year 2012, adjusted SG&A was $1,257 million versus $1,099 million
in 2011. The increase was primarily due to the ABRAXANE NSCLC and POMALYST
launch preparations. On a GAAP basis, SG&A expenses were $370 million for the
fourth quarter 2012 compared to $315 million for the same period in 2011; full
year SG&A expenses were $1,374 million for 2012 compared to $1,226 million for
2011.

Cash, Cash Equivalents, and Marketable Securities

Operations generated cash flow of $2,031 million for 2012, an increase of 12
percent compared to 2011. Under the authorized stock repurchase program,
Celgene purchased approximately 7.5 million shares during the fourth quarter
at a total cost of approximately $580 million. For the full year 2012, Celgene
purchased approximately 28.6 million shares at a cost of approximately $2,100
million. As of December 31, 2012, the Company had approximately $1,800 million
remaining under the existing stock repurchase program. The Company ended the
year with $3,900 million in cash and marketable securities and approximately
420 million actual shares and 430 million fully diluted shares outstanding.

Product and Pipeline Updates

Hematology

REVLIMID: The Company presented final data from a pivotal phase II trial in
relapsed/refractory mantle cell lymphoma at the American Society of Hematology
(ASH) meeting in December 2012. The trial achieved its primary efficacy
endpoints as specified in Special Protocol Assessment (SPA) requirements. A
Supplemental New Drug Application (sNDA) was submitted to the FDA and a
decision is expected in 2013.

Also at ASH 2012, there was an update of the MM-015 trial. Mature survival
data from the MM-015 trial are expected in first quarter 2013 allowing for a
resubmission of the marketing application for REVLIMID in newly diagnosed
multiple myeloma (NDMM) with the European Medicines Agency (EMA) in the second
half 2013.

The Company presented data on a phase II trial of the combination of REVLIMID
with RITUXAN in patients with Non-Hodgkin’s Lymphoma (NHL) at ASH 2012.
Enrollment in phase III trials in both NHL and chronic lymphocytic myeloma
(CLL) are ongoing with enrollment in the phase III CLL-008 trial due to
complete in the first quarter 2013.

POMALYST: The Company presented final phase III data from MM-003 in relapsed
and refractory multiple myeloma at ASH 2012 showing a statistically
significant overall survival benefit of POMALYST in combination with low-dose
dexamethasone versus high-dose dexamethasone. The data supports the pending
application for relapsed refractory multiple myeloma (RRMM) with the EMA. An
EMA decision is expected in 2013.

In the U.S., an action by the FDA is expected by the February 10, 2013
Prescription Drug User Fee Act (PDUFA) date.

Oncology

ABRAXANE: The Company reported that the ABRAXANE phase III trial of over 840
patients with pancreatic cancer met the primary endpoint of overall survival.
ABRAXANE in combination with gemcitabine demonstrated a statistically
significant improvement in overall survival of 8.5 months compared to 6.7
months in patients receiving gemcitabine alone (HR 0.72, P=0.000015). Based on
the results of this trial, Celgene plans to submit dossiers for registration
in the U.S. and Europe during the first half 2013 followed by submissions in
other countries/regions during the second half 2013.

ABRAXANE received FDA approval for the first-line treatment of patients with
advanced NSCLC in October, 2012. Through regional partnerships, Celgene has
NSCLC applications under review in Japan, Australia, and New Zealand and
anticipates receiving Regulatory Health Authority decisions in first half
2013. In addition, Celgene is evaluating regulatory strategies to obtain NSCLC
in other countries.

Positive data from the phase III trial comparing ABRAXANE to dacarbazine in
over 510 treatment-naïve metastatic malignant melanoma patients were presented
at the Society of Melanoma Research meeting November, 2012. In this trial,
chemotherapy-naïve patients with metastatic melanoma treated with ABRAXANE had
a progression free survival of 4.8 months versus 2.5 months in patients
treated with dacarabzine (HR:0.792; 95.1% CI: 0.631, 0.992; P=0.044). Mature
phase III overall survival data are expected in mid-2013.

Inflammation & Immunology

Apremilast: Data from the PALACE-1 trial in psoriatic arthritis were presented
at the American College of Rheumatology meeting in November, 2012. Results
from PALACE-2 and -3 are expected to be presented in 2013. In addition,
results from PALACE-4 in treatment-naïve psoriatic arthritis are expected
during the first half of 2013.

In January, the Company announced the phase III trials, ESTEEM-1 and -2,
achieved a highly statistically significant benefit in the primary endpoint of
PASI 75 at week 16 in psoriasis. In addition, patients on apremilast also
achieved a statistically significant benefit over placebo in the major
secondary endpoint, Static Physician Global Assessment (sPGA). Presentation of
the full data set are planned for a medical congress in 2013.

The phase II trial (BCT-001) in patients with Behçet’s disease achieved its
primary endpoint of demonstrating a statistically significant improvement in
the number of oral ulcers at day 85 between apremilast and placebo. Regulatory
and clinical strategies are under review for this indication.

Enrollment in the phase III POSTURE study of apremilast in ankylosing
spondylitis is expected to complete in the second half of 2013. Data are
expected in 2014.

Celgene plans to submit an NDA to the FDA for apremilast in psoriatic
arthritis in the first quarter 2013 with a submission for psoriasis to follow
in the second half of 2013. A submission with the EMA for both psoriasis and
psoriatic arthritis is expected in the second half 2013.

New and Updated Data on Over Ten Pivotal Phase III Trials Expected in 2013

Data on over ten pivotal phase III trials on Celgene products are expected in
2013. This includes:

  *Final progression free survival (PFS) data from the MM-020 trial of
    REVLIMID in newly diagnosed multiple myeloma (NDMM)
  *Updated data on trials of REVLIMID in NDMM including MM-015
  *Data on VIDAZA in acute myeloid leukemia (AML)
  *Data on RBC-transfusion independence in myelofibrosis for POMALYST
  *Mature overall survival (OS) data for ABRAXANE in metastatic melanoma
  *Data from PALACE-2, -3 and -4 of apremilast in psoriatic arthritis
  *Data from ESTEEM-1 and -2 of apremilast in psoriasis

Data on many of these trials are expected to be presented at major medical
congresses throughout the year.

2013 Guidance Affirmed

  *Total net product sales expected to increase approximately 11 percent
    year-over-year to approximately $6,000 million
  *REVLIMID net product sales anticipated to increase approximately 10
    percent year-over-year to a range of $4,100 to $4,200 million
  *Adjusted diluted EPS expected to increase approximately 13 percent
    year-over-year to a range of $5.50 to $5.60. Guidance assumes a constant
    fully diluted share count of 430 million from December 2012 through 2013
  *GAAP diluted EPS expected to be in the range of $4.67 to $4.79

Fourth Quarter and Full Year 2012 Conference Call and Webcast Information

Celgene will host a conference call to discuss the results and achievements of
its fourth quarter and full year 2012 operating and financial performance on
January 24, 2013, at 9 a.m. ET. The conference call will be available by
webcast at www.celgene.com. An audio replay of the call will be available from
noon ET January 24, 2013, until midnight ET January 31, 2013. To access the
replay, in the U.S. dial 800-585-8367; outside the U.S. dial 404-537-3406; and
enter reservation number 86013069. The Company’s first quarter 2013 financial
and operational results are expected to be reported on April 25.

About REVLIMID

In the U.S., REVLIMID (lenalidomide) in combination with dexamethasone is
indicated for the treatment of multiple myeloma (MM) patients who have
received at least one prior therapy. REVLIMID is also indicated for patients
with transfusion-dependent anemia due to Low- or Intermediate-1-risk
myelodysplastic syndromes (MDS) associated with a deletion 5q cytogenetic
abnormality with or without additional cytogenetic abnormalities.

Data from investigational studies of REVLIMID in relapsed/refractory mantle
cell lymphoma and in combination therapy for patients with NHL are described
above. REVLIMID is not approved for the treatment of either of these
indications.

About ABRAXANE

In the U.S., ABRAXANE for Injectable Suspension (paclitaxel protein-bound
particles for injectable suspension) (albumin-bound) is indicated for the
treatment of metastatic breast cancer after failure of combination
chemotherapy for  metastatic disease or relapse within six month of adjuvant
chemotherapy. Prior therapy should have included an anthracycline unless
clinically contraindicated. Abraxane is also indicated for first-line
treatment of locally advanced or metastatic non-small cell lung cancer, in
combination with carboplatin, in patients who are not candidates for curative
surgery or radiation therapy.

Data from investigational studies of paclitaxel protein-bound particles for
injectable suspension (albumin-bound) in pancreatic cancer and metastatic
malignant melanoma are described above. ABRAXANE is not approved for either of
these indications.

About VIDAZA

In the U.S., VIDAZA is indicated for treatment of patients with the following
French-American-British (FAB) myelodysplastic syndrome subtypes: refractory
anemia (RA) or refractory anemia with ringed sideroblasts (RARS) (if
accompanied by neutropenia or thrombocytopenia or requiring transfusions),
refractory anemia with excess blasts (RAEB), refractory anemia with excess
blasts in transformation (RAEB-T), and chronic myelomonocytic leukemia
(CMMoL).

About Celgene

Celgene Corporation, headquartered in Summit, New Jersey, is an integrated
global biopharmaceutical company engaged primarily in the discovery,
development and commercialization of novel therapies for the treatment of
cancer and inflammatory diseases through gene and protein regulation. For more
information, please visit the company's Web site at www.celgene.com.

Forward-Looking Statements

This press release contains forward-looking statements, which are generally
statements that are not historical facts. Forward-looking statements can be
identified by the words "expects," "anticipates," "believes," "intends,"
"estimates," "plans," "will," “outlook” and similar expressions.
Forward-looking statements are based on management’s current plans, estimates,
assumptions and projections, and speak only as of the date they are made. We
undertake no obligation to update any forward-looking statement in light of
new information or future events, except as otherwise required by law.
Forward-looking statements involve inherent risks and uncertainties, most of
which are difficult to predict and are generally beyond our control. Actual
results or outcomes may differ materially from those implied by the
forward-looking statements as a result of the impact of a number of factors,
many of which are discussed in more detail in our Annual Report on Form 10-K
and our other reports filed with the Securities and Exchange Commission.

In addition to financial information prepared in accordance with U.S. GAAP,
this press release also contains adjusted financial measures that we believe
provide investors and management with supplemental information relating to
operating performance and trends that facilitate comparisons between periods
and with respect to projected information.These adjusted measures are
non-GAAP and should be considered in addition to, but not as a substitute for,
the information prepared in accordance with U.S. GAAP. We typically exclude
certain GAAP items that management does not believe affect our basic
operations and that do not meet the GAAP definition of unusual or
non-recurring items.  Other companies may define these measures in different
ways. See the attached Reconciliations of GAAP to Adjusted Net Income for
explanations of the amounts excluded and included to arrive at adjusted net
income and adjusted earnings per share amounts for the three- and twelve-month
periods ended December 31, 2012 and for the projected amounts for the year
ending December 31, 2013.

                                                                   
Celgene Corporation and Subsidiaries
Condensed Consolidated Statements of Income
(Unaudited)
(In thousands, except per share data)
 
                                                                            
                    Three-Month Periods Ended             Twelve-Month Periods Ended
                    December 31,                          December 31,
                     2012             2011             2012            2011      
                                                                            
Net product         $ 1,415,497        $ 1,242,635        $ 5,385,599       $ 4,699,690
sales
Other revenue        31,913           41,262           121,114         142,380   
  Total revenue      1,447,410        1,283,897        5,506,713       4,842,070 
                                                                            
Cost of goods
sold (excluding
amortization of
  acquired
  intangible          80,130             77,503             299,124           425,859
  assets)
Research and          473,419            436,427            1,724,156         1,600,264
development
Selling,
general and           370,092            315,107            1,373,541         1,226,314
administrative
Amortization of
acquired              62,434             75,045             194,499           289,226
intangible
assets
Acquisition
related (gains)
charges and          140,087          (24,916    )      168,951         (142,346  )
restructuring,
net
  Total costs        1,126,162        879,166          3,760,271       3,399,317 
  and expenses
                                                                            
Operating             321,248            404,731            1,746,442         1,442,753
income
                                                                            
Other income         (30,945    )      (3,069     )      (64,951   )      (23,231   )
(expense), net
                                                                            
Income before         290,303            401,662            1,681,491         1,419,522
income taxes
                                                                            
Income tax
(benefit)            27,188           (8,516     )      225,311         102,066   
provision
                                                                            
Net income            263,115            410,178            1,456,180         1,317,456
                                                                            
Non-controlling      -                -                -               694       
interest
                                                                            
Net income
attributable to     $ 263,115         $ 410,178         $ 1,456,180      $ 1,318,150 
Celgene
                                                                            
                                                                            
Net income per
share
attributable to
Celgene:
  Basic             $ 0.62             $ 0.93             $ 3.38            $ 2.89
  Diluted           $ 0.61             $ 0.91             $ 3.30            $ 2.85
                                                                            
Weighted
average shares:
  Basic               421,592            441,064            430,927           455,348
  Diluted             432,310            449,747            440,796           462,748
                                                                            
                                                                            
                                                                            
                    December 31,
                     2012             2011       
Balance sheet
items:
  Cash, cash
  equivalents &     $ 3,900,270        $ 2,648,154
  marketable
  securities
  Total assets        11,734,306         10,005,910
  Short-term          308,459            526,684
  borrowings
  Long-term           2,771,333          1,275,585
  debt
  Total
  stockholders'       5,694,467          5,512,727
  equity
                                                                            

                                                                            
Celgene Corporation and Subsidiaries
Reconciliation of GAAP to Adjusted Net Income
(In thousands, except per share data)
 
                                                                                       
                                    Three-Month Periods Ended        Twelve-Month Periods Ended
                                    December 31,                     December 31,
                                     2012          2011           2012            2011      
                                                                                       
Net income
attributable to                     $ 263,115       $ 410,178        $ 1,456,180       $ 1,318,150
Celgene - GAAP
                                                                                       
  Before tax
  adjustments:
      Total revenues:
        Sales of
        products          (1  )       -               (1,752   )       -                 (26,688   )
        exited or to
        be exited
        Abraxis
        non-core          (2  )       -               -                -                 (1,714    )
        other
        revenues
                                                                                       
      Cost of goods
      sold (excluding
      amortization
      of acquired
      intangible
      assets):
        Share-based
        compensation      (3  )       3,240           2,708            12,413            9,762
        expense
        Abraxis
        inventory         (4  )       -                                -                 90,278
        step-up
        Products
        exited or to      (2  )       441             3,744            (1,553    )       23,032
        be exited
                                                                                       
      Research and
      development:
        Share-based
        compensation      (3  )       26,555          24,705           102,413           104,704
        expense
        Abraxis
        non-core          (2  )       -               -                -                 8,728
        activities
        IPR&D             (5  )       69,156          -                122,509           118,000
        impairments
        Upfront
        collaboration     (6  )       59,500          62,497           189,500           128,479
        payments
                                                                                       
      Selling,
      general and
      administrative:
        Share-based
        compensation      (3  )       30,207          26,831           116,217           102,736
        expense
        Abraxis
        non-core          (2  )       -               -                -                 15,065
        activities
        Canadian
        pricing           (7  )       -               9,814            -                 9,814
        settlement
                                                                                       
      Amortization of
      acquired            (8  )       62,434          75,045           194,499           289,226
      intangible
      assets
                                                                                       
      Acquisition
      related (gains)
      charges and
      restructuring,
      net:
        Change in
        fair value of     (9  )       140,087         (24,916  )       166,374           (147,463  )
        contingent
        consideration
        Acquisition
        and               (9  )       -               -                2,577             5,117
        restructuring
        costs
                                                                                       
      Other income
      (expense), net
        EntreMed,
        Inc. equity       (10 )       -               102              -                 644
        method loss
        Abraxis
        non-core          (2  )       -               -                -                 2,036
        activities
        Gain on
        divestment of     (11 )       -               -                -                 (2,931    )
        non-core
        activities
                                                                                       
      Non-controlling
      interest            (2  )       -               -                -                 (694      )
      -Abraxis
                                                                                       
      Net income tax      (12 )      (82,521 )      (115,898 )      (198,643  )      (293,373  )
      adjustments
                                                                                       
Net income
attributable to                     $ 572,214      $ 473,058       $ 2,162,486      $ 1,752,908 
Celgene - Adjusted
                                                                                       
                                                                                       
Net income per share
attributable to
Celgene -Adjusted:
  Basic                             $ 1.36          $ 1.07           $ 5.02            $ 3.85
  Diluted                           $ 1.32          $ 1.05           $ 4.91            $ 3.79
                                                                 

In addition to financial information prepared in accordance with U.S. GAAP,
this press release also contains adjusted financial measures that we believe
provide investors and management with supplemental information relating to
operating performance and trends that facilitate comparisons between periods
and with respect to projected information. These adjusted measures should be
considered in addition to, but not as a substitute for, the information
prepared in accordance with U.S. GAAP. We typically exclude certain GAAP items
that management does not believe affect our basic operations and that do not
meet the GAAP definition of unusual or non-recurring items.  Other companies
may define these measures in different ways.


Celgene Corporation and Subsidiaries
Reconciliation of GAAP to Adjusted Net Income
     
       
       
Explanation of adjustments:
(1)    Exclude sales related to non-core former Pharmion Corp., or Pharmion,
       products to be exited and Abraxis BioScience Inc., or Abraxis, products
       that have been exited.
       Exclude the estimated impact of activities arising from the acquisition
(2)    of Abraxis that are not related to core nab technology and were
       divested in 2011, including other miscellaneous revenues, cost of goods
       sold (excluding amortization of acquired intangible assets), operating
       expenses and other costs related to such activities. Exclude the net
       (benefit) cost of activities arising from the acquisition of Pharmion
       that are planned to be exited.
       Exclude share-based compensation expense totaling $60,002 for the
(3)    three-month period ended December 31, 2012 and $54,244 for the
       three-month period ended December 31, 2011. Exclude share-based
       compensation expense totaling $231,043 for the twelve-month period
       ended December 31, 2012 and $217,202 for the twelve-month period ended
       December 31, 2011.
(4)    Exclude acquisition-related inventory step-up adjustments to fair value
       which were expensed for Abraxis in 2011.
       Exclude in-process research and development, or IPR&D, impairments
(5)    recorded as a result of changes in estimated probability-weighted cash
       flows.
       Exclude upfront payments for research and development collaboration
(6)    arrangements and purchases of intellectual property for unapproved
       products.
(7)    Exclude 2011 pricing settlement with the Patented Medicine Prices
       Review Board of Canada related to sales of THALOMID.
       Exclude amortization of intangible assets acquired from the
(8)    acquisitions of Pharmion, Gloucester Pharmaceuticals, Inc., or
       Gloucester, Abraxis and Celgene Avilomics Research, Inc. (formerly
       known as Avila Therapeutics), or Avila.
(9)    Exclude acquisition related charges and restructuring, including
       changes in the fair value of contingent consideration, related to the
       acquisitions of Gloucester, Abraxis and Avila.
(10)   Exclude the Company's share of EntreMed, Inc. equity losses in 2011.
(11)   Exclude the 2011 gain recognized on divestment of non-core activities
       obtained in the acquisition of Abraxis.
       Net income tax adjustments reflect the estimated tax effect of the
(12)   above adjustments and the impact of certain other non-operating tax
       adjustments, including one-time effects of changes in tax law,
       acquisition related matters, an adjustment to the amount of
       unrecognized tax benefits and deferred taxes on unremitted foreign
       earnings.
       

                                                          
Celgene Corporation and Subsidiaries
Reconciliation of Full-Year 2013 Projected GAAP to Adjusted Net Income
(In thousands, except per share data)
  
                                                                 
                                               Range
                                               Low               High
                                                                 
    Projected net income - GAAP       (1 )     $ 2,006,000       $ 2,058,000
                                                                 
      Before tax adjustments:
      Cost of goods sold
      (excluding amortization
      of acquired intangible
      assets):
      Share-based compensation                   14,000            14,000
      expense
                                                                 
      Research and development:
      Share-based compensation                   119,000           114,000
      expense
                                                                 
      Selling, general and
      administrative:
      Share-based compensation                   135,000           130,000
      expense
                                                                 
      Amortization of acquired                   265,000           263,000
      intangible assets
                                                                 
      Acquisition related (gains)
      charges and restructuring,
      net:
      Change in fair value of                    11,000            11,000
      contingent consideration
                                                                 
      Net income tax adjustments                 (185,000  )       (182,000  )
                                                                
    Projected net income -                     $ 2,365,000      $ 2,408,000 
    Adjusted
                                                                 
    Projected net income per                   $ 4.67            $ 4.79
    diluted common share - GAAP
                                                                 
    Projected net income per
    diluted common share -                     $ 5.50            $ 5.60
    Adjusted
                                                                 
    Projected weighted average                  430,000         430,000   
    diluted shares
                                                                 

      Our projected earnings do not include the effect of any 2013 business
(1)  combinations, collaboration agreements, asset acquisitions, intangible
      asset impairments, or changes in the fair value of our CVRs issued as
      part of the acquisition of Abraxis.

Contact:

Celgene Corporation
Investors:
Patrick E. Flanigan III, 908-673-9969
Vice President
Investor Relations
or
Media:
Brian P. Gill, 908-673-9530
Vice President
Corporate Communications