Performance Food Group Company Reports Third-Quarter and First-Nine Months Fiscal 2021 Results

Performance Food Group Company Reports Third-Quarter and First-Nine Months Fiscal 2021 Results

Delivers Strong Sales and Independent Case Volume Growth;

Generates $173.1 million of Cash Flow from Operating Activities in First-Nine Months

Third-Quarter Fiscal 2021 Highlights

  • Net sales increased 2.9% to $7.2 billion
  • Gross profit improved 3.1% to $832.7 million
  • Net loss of $7.6 million
  • Adjusted EBITDA decreased 7.6% to $121.2 million1
  • Diluted loss per share $0.06
  • Adjusted Diluted Earnings Per Share (“EPS”) decreased 67.2% to $0.191

First-Nine Months Fiscal 2021 Highlights

  • Net sales increased 9.2% to $21.1 billion
  • Gross profit improved 10.3% to $2.5 billion
  • Net income declined 74.9% to $9.3 million
  • Adjusted EBITDA increased 3.2% to $414.4 million1
  • Cash flow from operating activities of $173.1 million
  • Free cash flow of $54.2 million1, an increase of approximately $137.7 million versus the prior year period
  • Diluted EPS declined 79.4% to $0.07
  • Adjusted Diluted EPS decreased 54.3% to $0.791

RICHMOND, Va.–(BUSINESS WIRE)–
Performance Food Group Company (“PFG” or the “Company”) (NYSE: PFGC) today announced its third-quarter and first-nine months fiscal 2021 business results.

“Our Company’s strong momentum and recovery has continued into calendar 2021,” said George Holm, PFG’s Chairman, President & Chief Executive Officer, “and I am extremely pleased with the progress we have made as many markets reopen for business. As we expected, the pace of rebuilding our workforce accelerated to support sales trend improvement. We believe that these expenses put us in a solid position to maintain our top-line performance through the rest of fiscal 2021 and into fiscal 2022. Despite a strong January and February in the year ago period, our businesses experienced independent cases growth of 6.3% in the quarter and a 2.9% increase in net sales compared to the prior year. Reflecting on everything that has occurred over the past 12 months, this is truly a wonderful accomplishment.”

1

This earnings release includes several metrics, including EBITDA, Adjusted EBITDA, Adjusted Diluted EPS and Free Cash Flow that are not calculated in accordance with Generally Accepted Accounting Principles in the U.S. (“GAAP”). Please see “Statement Regarding Non-GAAP Financial Measures” at the end of this release for the definitions of such non-GAAP financial measures and reconciliations of such non-GAAP financial measures to their respective most comparable financial measures calculated in accordance with GAAP.

Third-Quarter Fiscal 2021 Financial Summary

Total case volume decreased 4.2% for the third quarter of fiscal 2021 compared to the prior year period. Total case volume included a 6.3% increase in independent cases and growth in Performance Brands cases.

Net sales for the third quarter of fiscal 2021 grew 2.9% to $7.2 billion compared to the prior year period. The increase in net sales was primarily attributable to the effects of the novel coronavirus (“COVID-19”) pandemic, which had a more significant impact in the third quarter of the prior year. The increase in net sales also reflects an increase in selling price per case as a result of inflation and mix. Overall food cost inflation was approximately 3.5%.

Gross profit for the third quarter of fiscal 2021 grew 3.1% to $832.7 million compared to the prior year period. The gross profit increase was led by the improvement of the current economic environment surrounding the outbreak of COVID-19. For the third quarter of fiscal 2021, the Company recorded a total of $8.9 million of inventory write-offs, which is a $5.5 million decrease from the third quarter of fiscal 2020, primarily as a result of the lessening impact of COVID-19 on our operations. Gross margin as a percentage of net sales was 11.6% for the third quarter of fiscal 2021 compared to 11.5% for the prior year period.

Operating expenses declined 1.9% to $809.3 million in the third quarter of fiscal 2021 compared to the prior year period. The decline in operating expenses was primarily due to reductions in personnel expenses, fuel expense, insurance expense, travel expenses, professional fees, and contingent consideration accretion expense compared to the prior year period. Additionally, in the third quarter of fiscal 2021, the Company recorded a benefit of $6.0 million related to reserves for expected credit losses as compared to bad debt expense of $21.3 million for the third quarter of 2020. These decreases in operating expenses were partially offset by an increase in annual bonus expense. In the third quarter of fiscal 2021, the Company recorded expense of $29.6 million related to annual bonus expense as compared to a benefit of $32.4 million in the prior year period.

The third quarter of fiscal 2021 resulted in a net loss of $7.6 million compared to a net loss of $40.2 million in the prior year period. The improvement was primarily a result of the $40.8 million increase in operating profit discussed above, partially offset by a $1.9 million increase in interest expense and a $15.8 million decrease in income tax benefit. The effective tax rate for the third quarter of fiscal 2021 was approximately 37.1% compared to 33.6% in the third quarter of fiscal 2020. The effective tax rate for three months ended March 27, 2021 differed from the prior year period due to the increase of state taxes and non-deductible expenses as a percentage of book income.

EBITDA increased 43.0% to $105.8 million in the third quarter of fiscal 2021 compared to the prior year period. For the quarter, Adjusted EBITDA fell 7.6% to $121.2 million compared to the prior year period.

Diluted loss per share was $0.06 per share in the third quarter of fiscal 2021 compared to diluted loss per share of $0.35 per share in the prior year period. Adjusted Diluted EPS decreased 67.2% to $0.19 per share in the third quarter of fiscal 2021 compared to the prior year period.

First-Nine Months Fiscal 2021 Financial Summary

Total case volume increased 3.9% in the first nine months of fiscal 2021 compared to the prior year period. Total case volume included nine months of Reinhart Foodservice, L.L.C. (“Reinhart”) sales and a 19.4% increase in independent cases. Excluding the impact of the Reinhart acquisition, case volume declined 13.4% and independent case volume declined 1.5% in the first nine months of fiscal 2021 compared to the prior year period.

Net sales for the first nine months of fiscal 2021 was $21.1 billion, an increase of 9.2% versus the comparable prior year period. The increase in net sales was primarily attributable to the acquisition of Reinhart which includes an additional six months of sales for fiscal 2021, partially offset by the effects of the COVID-19 pandemic. The acquisition of Reinhart contributed $4.2 billion to net sales for the first nine months of fiscal 2021 compared to $1.4 billion of net sales for the prior year period.

Gross profit for the first nine months of fiscal 2021 increased 10.3% to $2.5 billion compared to the prior year period. The gross profit increase was led by the acquisition of Reinhart, which includes an increase in gross profit of $399.3 million for the first nine months for fiscal 2021, along with an increase in gross profit per case. For the first nine months of fiscal 2021, the Company recorded a total of $27.8 million of inventory write-offs, which is a $2.1 million increase from the first nine months of fiscal 2020 primarily as a result of the economic conditions related to COVID-19 on our operations. Gross margin as a percentage of net sales was 11.7% for the first nine months of fiscal 2020 compared to 11.5% for the prior year period.

Operating expenses increased 11.2% to $2.3 billion in the first nine months of fiscal 2021 compared to the prior year period. The increase was primarily due to the acquisition of Reinhart. Excluding the impact of Reinhart operating expenses, the Company decreased its operating expenses related to personnel expenses, fuel expense, insurance expense, travel expenses, professional fees, and contingent consideration accretion expense compared to the prior year period. Additionally, in the first nine months of fiscal 2021, the Company recorded a benefit of $9.4 million related to reserves for expected credit losses as compared to bad debt expense of $29.8 million for the first nine months of 2020. These decreases in operating expenses were partially offset by an increase in annual bonus expense. In the first nine months of fiscal 2021, the Company recorded expense of $78.0 million related to annual bonus expense as compared to expense of $6.1 million in the prior year period.

Net income decreased 74.9% to $9.3 million for the first nine months of fiscal 2021 compared to the prior year period. The decline in net income was primarily attributable to the $6.5 million decrease in operating profit discussed above, along with a $35.1 million increase in interest expense, partially offset by a $1.4 million decrease in income tax expense. The effective tax rate for the first nine months of fiscal 2021 was approximately 14.2% compared to 7.3% for the first nine months of fiscal 2020.

EBITDA increased 22.1% to $371.9 million in the first nine months of fiscal 2021 compared to the prior year period. For the first nine months of fiscal 2021 Adjusted EBITDA increased 3.2% to $414.4 million compared to the prior year period.

Diluted EPS decreased 79.4% to $0.07 per share in the first nine months of fiscal 2021 compared to the prior year period. Adjusted Diluted EPS decreased 54.3% to $0.79 per share in the first nine months of fiscal 2021 compared to the prior year period.

Cash Flow and Capital Spending

As of March 27, 2021, our cash balance totaled $112.6 million, including restricted cash of $11.1 million, as compared to a cash balance totaling $431.8 million, including restricted cash of $11.1 million, as of June 27, 2020. The $319.2 million decrease in cash is primarily due to payments under the Fourth Amended and Restated Credit Agreement dated December 31, 2019 (the “ABL Facility”) and the early pay off, in full, of the $110.0 million, 364-day maturity loan that was junior to the other obligations owed under the ABL Facility (“Additional Junior Term Loan”).

In the first nine months of fiscal 2021, PFG generated $173.1 million in cash flow from operating activities compared to $17.6 million of cash flow provided by operating activities in the prior year period. The increase in cash flow from operating activities was largely driven by improvements in working capital and income tax refunds of $117.8 million received during the first nine months of fiscal 2021, partially offset by the payment of $117.3 million of contingent consideration related to the acquisition of Eby-Brown Company LLC. For the first nine months of fiscal 2021, PFG invested $118.9 million in capital expenditures, an increase of $17.8 million versus the prior year period. In the first nine months of fiscal 2021, PFG delivered free cash flow of $54.2 million1, an increase of approximately $137.7 million versus the negative free cash flow of $83.5 million during the prior year period. Excluding the $213.7 million impact of the outstanding checks in excess of deposits offset to cash, operating cash flow less capital expenditures, or free cash flow, would have been approximately $130.2 million for the first nine months of fiscal 2020.

Third-Quarter Fiscal 2021 Segment Results

Foodservice

Third-quarter net sales for Foodservice increased 4.8% to $5.2 billion compared to the prior year period. Net sales growth was driven by growth in cases sold as certain states began to ease COVID-19 restrictions, as well as an increase in selling price per case as a result of inflation. Securing new and expanded business with independent customers resulted in independent case growth of 6.3%. For the third quarter of fiscal 2021, independent sales as a percentage of total segment sales was 33.9%.

Third-quarter EBITDA for Foodservice increased 50.8% to $138.3 million compared to the prior year period. Gross profit increased 8.0% in the third quarter of fiscal 2021 compared to the prior year period as a result of an increase in the gross profit per case, as well as an increase in cases sold. Operating expenses excluding depreciation and amortization increased 0.5% compared to the prior year period as a result of an increase in the annual bonus expense. In the third quarter of fiscal 2021, Foodservice recorded expense of $15.2 million related to annual bonus expense compared to a benefit of $19.3 million for the prior year period. This increase was partially offset by decreases in personnel expense, fuel expense, and insurance expense. Additionally, in the third quarter of fiscal 2021, Foodservice recorded a benefit of $5.5 million related to reserves for expected credit losses compared to bad debt expense of $15.9 million for the third quarter of fiscal 2020.

Vistar

For the third quarter of fiscal 2021, net sales for Vistar decreased 1.8% to $2.0 billion compared to the prior year period. This decrease was driven primarily by the continued economic effects of the COVID-19 pandemic.

Third-quarter EBITDA for Vistar declined 58.7% to $16.8 million versus the prior year period. Gross profit decline of 13.9% for the third quarter of fiscal 2021 compared to the prior year period was fueled by the current economic environment due to COVID-19. Operating expense decreased 1.0% for the third quarter of fiscal 2021 primarily as a result of the decrease in sales volume, decreases in personnel and fuel expenses, and a reduction in contingent consideration accretion expenses as compared to the prior year period. In the third quarter of fiscal 2021, Vistar recorded a benefit of $0.5 million related to reserves for expected credit losses compared to bad debt expense of $5.4 million for the third quarter of fiscal 2020. These declines were partially offset by an increase in annual bonus expense. In the third quarter of fiscal 2021, Vistar recorded expense of $6.7 million related to annual bonus expense as compared to a benefit of $6.7 million in the prior year period.

Fiscal 2021 Outlook

For the fiscal fourth quarter of 2021, PFG expects net sales to be at least $8.2 billion and Adjusted EBITDA is expected to be at least $185 million. This outlook includes the impact of a 53rd week, which occurs in the fiscal fourth quarter of 2021.

PFG’s Adjusted EBITDA outlook excludes the impact of certain income and expense items that management believes are not part of underlying operations. These items may include, but are not limited to, loss on early extinguishment of debt, restructuring charges, certain tax items, and charges associated with non-recurring professional and legal fees associated with acquisitions. PFG’s management cannot estimate on a forward-looking basis the impact of these income and expense items on its reported Net income, which could be significant, are difficult to predict and may be highly variable. As a result, PFG does not provide a reconciliation to the closest corresponding GAAP financial measure for its Adjusted EBITDA outlook. Please see the “Forward-Looking Statements” section of this release for a discussion of certain risks to PFG’s outlook.

Conference Call

As previously announced, a conference call with the investment community and news media will be webcast today, May 5, 2021, at 9:00 a.m. Eastern Time. Access to the webcast is available at www.pfgc.com.

About Performance Food Group Company

Built on the many proud histories of our family of companies, Performance Food Group is a customer-centric foodservice distribution leader headquartered in Richmond, Virginia. Grounded by roots that date back to a grocery peddler in 1885, PFG today has a nationwide network of over 100 distribution facilities, thousands of talented associates and valued suppliers across the country. With the goal of helping our customers thrive, we market and deliver quality food and related products to over 200,000 locations including independent and chain restaurants, schools, business and industry locations, healthcare facilities, vending distributors, office coffee service distributors, big box retailers, theaters and convenience stores. Building strong relationships is core to PFG’s success – from connecting associates with great career opportunities to connecting valued suppliers and quality products with PFG’s broad and diverse customer base. To learn more about PFG, visit pfgc.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements related to our expectations regarding the performance of our business, our financial results, our liquidity and capital resources,integration of our acquisition of Reinhart and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words.

Such forward-looking statements are subject to various risks and uncertainties. The following factors, in addition to those discussed under the section entitled Item 1A. Risk Factors in the PFG’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020 filed with the Securities and Exchange Commission (the “SEC”) on August 18, 2020, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, could cause actual future results to differ materially from those expressed in any forward-looking statements:

  • the material adverse impact the COVID-19 pandemic has had and is expected to continue to have on the global markets, the restaurant industry, and our business specifically;
  • competition in our industry is intense, and we may not be able to compete successfully;
  • we operate in a low margin industry, which could increase the volatility of our results of operations;
  • we may not realize anticipated benefits from our operating cost reduction and productivity improvement efforts;
  • our profitability is directly affected by cost inflation and deflation and other factors;
  • we do not have long-term contracts with certain of our customers;
  • group purchasing organizations may become more active in our industry and increase their efforts to add our customers as members of these organizations;
  • changes in eating habits of consumers;
  • extreme weather conditions;
  • our reliance on third-party suppliers;
  • labor relations and cost risks and availability of qualified labor;
  • volatility of fuel and other transportation costs;
  • inability to adjust cost structure where one or more of our competitors successfully implement lower costs;
  • we may be unable to increase our sales in the highest margin portion of our business;
  • changes in pricing practices of our suppliers;
  • our growth strategy may not achieve the anticipated results;
  • risks relating to acquisitions, including the risk that we are not able to realize benefits of acquisitions or successfully integrate the businesses we acquire;
  • environmental, health, and safety costs;
  • the risk that we fail to comply with requirements imposed by applicable law or government regulations;
  • a portion of our sales volume is dependent upon the distribution of cigarettes and other tobacco products, sales of which are generally declining;
  • if the products we distribute are alleged to cause injury or illness or fail to comply with governmental regulations, we may need to recall our products and may experience product liability claims;
  • our reliance on technology and risks associated with disruption or delay in implementation of new technology;
  • costs and risks associated with a potential cybersecurity incident or other technology disruption;
  • product liability claims relating to the products we distribute and other litigation;
  • adverse judgements or settlements;
  • negative media exposure and other events that damage our reputation;
  • decrease in earnings from amortization charges associated with acquisitions;
  • impact of uncollectibility of accounts receivable;
  • difficult economic conditions affecting consumer confidence;
  • risks relating to federal, state, and local tax rules;
  • the cost and adequacy of insurance coverage;
  • risks relating to our outstanding indebtedness;
  • our ability to raise additional capital;
  • our ability to maintain an effective system of disclosure controls and internal control over financial reporting; and
  • the possibility that the expected synergies and value creation from the acquisition of Reinhart will not be realized or will not be realized within the expected time period.

Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in our filings with the SEC. Any forward-looking statement, including any contained herein, speaks only as of the time of this release or as of the date they were made and we do not undertake to update or revise them as more information becomes available or to disclose any facts, events, or circumstances after the date of this release or our statement, as applicable, that may affect the accuracy of any forward-looking statement, except as required by law.

 

PERFORMANCE FOOD GROUP COMPANY

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

 

(In millions, except per share data)

 

Three Months Ended

March 27, 2021

 

 

Three Months Ended

March 28, 2020

 

 

Nine Months Ended

March 27, 2021

 

 

Nine Months Ended

March 28, 2020

 

Net sales

 

$

7,202.5

 

 

$

7,000.7

 

 

$

21,094.5

 

 

$

19,312.3

 

Cost of goods sold

 

 

6,369.8

 

 

 

6,193.2

 

 

 

18,635.2

 

 

 

17,082.2

 

Gross profit

 

 

832.7

 

 

 

807.5

 

 

 

2,459.3

 

 

 

2,230.1

 

Operating expenses

 

 

809.3

 

 

 

824.9

 

 

 

2,339.2

 

 

 

2,103.5

 

Operating profit (loss)

 

 

23.4

 

 

 

(17.4

)

 

 

120.1

 

 

 

126.6

 

Other expense, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

37.1

 

 

 

35.2

 

 

 

114.0

 

 

 

78.9

 

Other, net

 

 

(1.6

)

 

 

7.9

 

 

 

(4.7

)

 

 

7.7

 

Other expense, net

 

 

35.5

 

 

 

43.1

 

 

 

109.3

 

 

 

86.6

 

(Loss) income before taxes

 

 

(12.1

)

 

 

(60.5

)

 

 

10.8

 

 

 

40.0

 

Income tax (benefit) expense

 

 

(4.5

)

 

 

(20.3

)

 

 

1.5

 

 

 

2.9

 

Net (loss) income

 

$

(7.6

)

 

$

(40.2

)

 

$

9.3

 

 

$

37.1

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

132.3

 

 

 

115.9

 

 

 

132.0

 

 

 

108.1

 

Diluted

 

 

132.3

 

 

 

115.9

 

 

 

133.2

 

 

 

109.5

 

(Loss) earnings per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.06

)

 

$

(0.35

)

 

$

0.07

 

 

$

0.34

 

Diluted

 

$

(0.06

)

 

$

(0.35

)

 

$

0.07

 

 

$

0.34

 

 

PERFORMANCE FOOD GROUP COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

 

($ in millions)

 

As of

March 27, 2021

 

 

As of

June 27, 2020

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash

 

$

101.5

 

 

$

420.7

 

Accounts receivable, less allowances of $67.2 and $86.7

 

 

1,391.1

 

 

 

1,258.6

 

Inventories, net

 

 

1,541.8

 

 

 

1,549.4

 

Income taxes receivable

 

 

41.7

 

 

 

156.5

 

Prepaid expenses and other current assets

 

 

103.0

 

 

 

68.7

 

Total current assets

 

 

3,179.1

 

 

 

3,453.9

 

Goodwill

 

 

1,354.5

 

 

 

1,353.0

 

Other intangible assets, net

 

 

833.6

 

 

 

918.6

 

Property, plant and equipment, net

 

 

1,553.6

 

 

 

1,479.0

 

Operating lease right-of-use assets

 

 

451.1

 

 

 

441.2

 

Restricted cash and other assets

 

 

77.9

 

 

 

74.0

 

Total assets

 

$

7,449.8

 

 

$

7,719.7

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Trade accounts payable and outstanding checks in excess of deposits

 

$

1,623.2

 

 

$

1,718.4

 

Accrued expenses and other current liabilities

 

 

565.5

 

 

 

678.0

 

Long-term debt – current installments

 

 

 

 

 

107.6

 

Finance lease obligations-current installments

 

 

45.3

 

 

 

30.3

 

Operating lease obligations-current installments

 

 

78.0

 

 

 

84.4

 

Total current liabilities

 

 

2,312.0

 

 

 

2,618.7

 

Long-term debt

 

 

2,149.1

 

 

 

2,249.3

 

Deferred income tax liability, net

 

 

120.6

 

 

 

115.6

 

Finance lease obligations, excluding current installments

 

 

246.3

 

 

 

185.7

 

Operating lease obligations, excluding current installments

 

 

386.8

 

 

 

362.4

 

Other long-term liabilities

 

 

177.3

 

 

 

177.4

 

Total liabilities

 

 

5,392.1

 

 

 

5,709.1

 

Total shareholders’ equity

 

 

2,057.7

 

 

 

2,010.6

 

Total liabilities and shareholders’ equity

 

$

7,449.8

 

 

$

7,719.7

 

 

PERFORMANCE FOOD GROUP COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

 

($ in millions)

 

Nine Months Ended

March 27, 2021

 

 

Nine Months Ended

March 28, 2020

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

9.3

 

 

$

37.1

 

Adjustments to reconcile net income to net cash provided by operating activities

 

 

 

 

 

 

 

 

Depreciation and intangible asset amortization

 

 

247.1

 

 

 

185.8

 

Provision for losses on accounts receivables

 

 

(7.9

)

 

 

30.3

 

Non-cash activities

 

 

36.0

 

 

 

41.2

 

Changes in operating assets and liabilities, net:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(123.5

)

 

 

192.9

 

Inventories

 

 

11.1

 

 

 

(160.7

)

Income taxes receivable

 

 

114.8

 

 

 

(18.5

)

Prepaid expenses and other assets

 

 

(31.9

)

 

 

(8.7

)

Trade accounts payable and outstanding checks in excess of deposits

 

 

(95.6

)

 

 

(297.3

)

Accrued expenses and other liabilities

 

 

13.7

 

 

 

15.5

 

Net cash provided by operating activities

 

 

173.1

 

 

 

17.6

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(118.9

)

 

 

(101.1

)

Net cash paid for acquisitions

 

 

(18.1

)

 

 

(1,989.0

)

Other

 

 

6.6

 

 

 

0.8

 

Net cash used in investing activities

 

 

(130.4

)

 

 

(2,089.3

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Net (payments) borrowings under ABL Facility

 

 

(103.8

)

 

 

950.4

 

Borrowing of Notes due 2027

 

 

 

 

 

1,060.0

 

Payment of Additional Junior Term Loan

 

 

(110.0

)

 

 

 

Proceeds from issuance of common stock

 

 

 

 

 

490.6

 

Payments under finance lease obligations

 

 

(27.3

)

 

 

(16.9

)

Cash paid for acquisitions

 

 

(136.4

)

 

 

(7.2

)

Proceeds from exercise of stock options and employee stock purchase plan

 

 

20.5

 

 

 

4.7

 

Cash paid for shares withheld to cover taxes

 

 

(4.2

)

 

 

(7.9

)

Repurchase of common stock

 

 

 

 

 

(5.0

)

Other

 

 

(0.7

)

 

 

(39.2

)

Net cash (used in) provided by financing activities

 

 

(361.9

)

 

 

2,429.5

 

Net (decrease) increase in cash and restricted cash

 

 

(319.2

)

 

 

357.8

 

Cash and restricted cash, beginning of period

 

 

431.8

 

 

 

25.4

 

Cash and restricted cash, end of period

 

$

112.6

 

 

$

383.2

 

The following table provides a reconciliation of cash and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows:

(In millions)

 

As of

March 27, 2021

 

 

As of

June 27, 2020

 

Cash

 

$

101.5

 

 

$

420.7

 

Restricted cash(1)

 

 

11.1

 

 

 

11.1

 

Total cash and restricted cash

 

$

112.6

 

 

$

431.8

 

(1)  

Restricted cash represents the amounts required by insurers to collateralize a part of the deductibles for the Company’s workers’ compensation and liability claims.

Supplemental disclosures of cash flow information:

($ in millions)

 

Nine Months Ended

March 27, 2021

 

 

Nine Months Ended

March 28, 2020

 

Cash paid (received) during the year for:

 

 

 

 

 

 

 

 

Interest

 

$

81.2

 

 

$

47.5

 

Income tax (refunds) payments, net

 

 

(117.8

)

 

 

28.5

 

Statement Regarding Non-GAAP Financial Measures

This earnings release and the accompanying financial statement tables include several financial measures that are not calculated in accordance with GAAP, including EBITDA, Adjusted EBITDA, Free Cash Flow and Adjusted Diluted EPS. Such measures are not recognized terms under GAAP, should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP, and are not indicative of net income as determined under GAAP. EBITDA, Adjusted EBITDA, Free Cash Flow, Adjusted Diluted EPS and other non-GAAP financial measures have limitations that should be considered before using these measures to evaluate PFG’s liquidity or financial performance. EBITDA, Adjusted EBITDA, Free Cash Flow and Adjusted Diluted EPS, as presented, may not be comparable to similarly titled measures of other companies because of varying methods of calculation.

Management measures operating performance based on PFG’s EBITDA, defined as net income before interest expense, interest income, income taxes, and depreciation and amortization.

PFG believes that the presentation of EBITDA enhances an investor’s understanding of PFG’s performance. PFG believes this measure is a useful metric to assess PFG’s operating performance from period to period by excluding certain items that PFG believes are not representative of PFG’s core business. PFG also uses this measure to evaluate the performance of its segments and for business planning purposes.

In addition, management uses Adjusted EBITDA, defined as net income before interest expense, interest income, income and franchise taxes, and depreciation and amortization, further adjusted to exclude certain items we do not consider part of our core operating results. Such adjustments include certain unusual, non-cash, non-recurring, cost reduction and other adjustment items permitted in calculating covenant compliance under the PFG’s credit agreement and indenture (other than certain pro forma adjustments permitted under our credit agreement and indenture relating to the Adjusted EBITDA contribution of acquired entities or businesses prior to the acquisition date). Under PFG’s credit agreement and indenture, PFG’s ability to engage in certain activities such as incurring certain additional indebtedness, making certain investments, and making restricted payments is tied to ratios based on Adjusted EBITDA (as defined in the credit agreement and indenture).

Management also uses Free Cash Flow, which is defined as net cash provided by operating activities less capital expenditures (purchases of property, plant and equipment). PFG also believes that the presentation of Free Cash Flow enhances an investor’s understanding of PFG’s ability to make strategic investments and manage debt levels.

Management also uses Adjusted Diluted EPS, which is calculated by adjusting the most directly comparable GAAP financial measure by excluding the same items excluded in PFG’s calculation of Adjusted EBITDA, as well as amortization of intangible assets, to the extent that each such item was included in the applicable GAAP financial measure. For business combinations, the Company generally allocates a portion of the purchase price to intangible assets and such intangible assets contribute to revenue generation. The amount of the allocation is based on estimates and assumptions made by management and is subject to amortization over the useful lives of the intangible assets. The amount of the purchase price from an acquisition allocated to intangible assets and the term of its related amortization can vary significantly and are unique to each acquisition, and thus the Company does not believe it is reflective of ongoing operations. Intangible asset amortization excluded from Adjusted Diluted EPS represents the entire amount recorded within the Company’s GAAP financial statements and the revenue generated by the associated intangible assets has not been excluded from Adjusted Diluted EPS. Intangible asset amortization is excluded from Adjusted Diluted EPS because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised.

PFG believes that the presentation of Adjusted EBITDA, Free Cash Flow and Adjusted Diluted EPS is useful to investors because these metrics provide insight into underlying business trends and year-over-year results and are frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies in PFG’s industry.

The following tables include a reconciliation of non-GAAP financial measures to the applicable most comparable GAAP financial measures.

 

PERFORMANCE FOOD GROUP COMPANY

Non-GAAP Reconciliation (Unaudited)

 

 

 

Three Months Ended

 

($ in millions, except share and per share data)

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Net income (loss) (GAAP)

 

$

(7.6

)

 

$

(40.2

)

 

$

32.6

 

 

 

(81.1

)

Interest expense, net

 

 

37.1

 

 

 

35.2

 

 

 

1.9

 

 

 

5.4

 

Income tax benefit

 

 

(4.5

)

 

 

(20.3

)

 

 

15.8

 

 

 

(77.8

)

Depreciation

 

 

50.7

 

 

 

49.3

 

 

 

1.4

 

 

 

2.8

 

Amortization of intangible assets

 

 

30.1

 

 

 

50.0

 

 

 

(19.9

)

 

 

(39.8

)

EBITDA (Non-GAAP)

 

 

105.8

 

 

 

74.0

 

 

 

31.8

 

 

 

43.0

 

Non-cash items (A)

 

 

13.0

 

 

 

6.1

 

 

 

6.9

 

 

 

113.1

 

Acquisition, integration & reorganization charges (B)

 

 

3.6

 

 

 

36.9

 

 

 

(33.3

)

 

 

(90.2

)

Productivity initiatives and other adjustment items (C)

 

 

(1.2

)

 

 

14.1

 

 

 

(15.3

)

 

 

(108.5

)

Adjusted EBITDA (Non-GAAP)

 

$

121.2

 

 

$

131.1

 

 

$

(9.9

)

 

 

(7.6

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted loss per share (GAAP)

 

$

(0.06

)

 

$

(0.35

)

 

$

0.29

 

 

 

(82.9

)

Adjustment for dilutive shares

 

 

 

 

 

0.01

 

 

 

(0.01

)

 

 

(100.0

)

Impact of amortization of intangible assets

 

 

0.22

 

 

 

0.43

 

 

 

(0.21

)

 

 

(48.8

)

Impact of non-cash items

 

 

0.10

 

 

 

0.05

 

 

 

0.05

 

 

 

100.0

 

Impact of acquisition, integration & reorganization charges

 

 

0.03

 

 

 

0.31

 

 

 

(0.28

)

 

 

(90.3

)

Impact of productivity initiatives and other adjustment items

 

 

(0.01

)

 

 

0.12

 

 

 

(0.13

)

 

 

(108.3

)

Tax impact of above adjustments

 

 

(0.09

)

 

 

0.01

 

 

 

(0.10

)

 

 

(1,000.0

)

Adjusted Diluted Earnings per Share (Non-GAAP)

 

$

0.19

 

 

$

0.58

 

 

$

(0.39

)

 

 

(67.2

)

A. 

 

Includes adjustments for non-cash charges arising from stock-based compensation and gain/loss on disposal of assets. Stock-based compensation cost was $7.0 million and $5.2 million for the third quarter of fiscal 2021 and the third quarter of fiscal 2020, respectively. In addition, this includes a decrease in the last-in-first-out (“LIFO”) reserve of $2.3 million for Foodservice and an increase of $3.7 million for Vistar for the third quarter of fiscal 2021 compared to decrease of $1.1 million for Foodservice and an increase of $0.5 million for Vistar for the third quarter of fiscal 2020.

B.

 

Includes professional fees and other costs related to acquisitions, costs of integrating certain of our facilities, and facility closing costs.

C.

 

Consists primarily of amounts related to fuel collar derivatives, certain financing transactions, lease amendments, legal settlements and franchise tax expense, and other adjustments permitted by our credit agreement and indentures. Fiscal 2020 also includes $5.8 million of development costs related to certain productivity initiatives the Company no longer pursued as a result of the Reinhart acquisition.

PERFORMANCE FOOD GROUP COMPANY

Non-GAAP Reconciliation (Unaudited)

 

 

 

Nine Months Ended

 

($ in millions, except share and per share data)

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Net income (GAAP)

 

$

9.3

 

 

$

37.1

 

 

$

(27.8

)

 

 

(74.9

)

Interest expense, net

 

 

114.0

 

 

 

78.9

 

 

 

35.1

 

 

 

44.5

 

Income tax expense

 

 

1.5

 

 

 

2.9

 

 

 

(1.4

)

 

 

(48.3

)

Depreciation

 

 

158.4

 

 

 

118.3

 

 

 

40.1

 

 

 

33.9

 

Amortization of intangible assets

 

 

88.7

 

 

 

67.5

 

 

 

21.2

 

 

 

31.4

 

EBITDA (Non-GAAP)

 

 

371.9

 

 

 

304.7

 

 

 

67.2

 

 

 

22.1

 

Impact of non-cash items (A)

 

 

31.1

 

 

 

18.8

 

 

 

12.3

 

 

 

65.4

 

Impact of acquisition, integration & reorganization charges (B)

 

 

13.0

 

 

 

60.7

 

 

 

(47.7

)

 

 

(78.6

)

Impact of productivity initiatives and other adjustment items (C)

 

 

(1.6

)

 

 

17.5

 

 

 

(19.1

)

 

 

(109.1

)

Adjusted EBITDA (Non-GAAP)

 

$

414.4

 

 

$

401.7

 

 

$

12.7

 

 

 

3.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share (GAAP)

 

$

0.07

 

 

$

0.34

 

 

$

(0.27

)

 

 

(79.4

)

Impact of amortization of intangible assets

 

 

0.67

 

 

 

0.62

 

 

 

0.05

 

 

 

8.1

 

Impact of non-cash items

 

 

0.23

 

 

 

0.17

 

 

 

0.06

 

 

 

35.3

 

Impact of acquisition, integration & reorganization charges

 

 

0.10

 

 

 

0.55

 

 

 

(0.45

)

 

 

(81.8

)

Impact of productivity initiatives and other adjustment items

 

 

(0.01

)

 

 

0.16

 

 

 

(0.17

)

 

 

(106.3

)

Tax impact of above adjustments

 

 

(0.27

)

 

 

(0.11

)

 

 

(0.16

)

 

 

145.5

 

Adjusted Diluted Earnings per Share (Non-GAAP)

 

$

0.79

 

 

$

1.73

 

 

$

(0.94

)

 

 

(54.3

)

A. 

 

Includes adjustments for non-cash charges arising from stock-based compensation and gain/loss on disposal of assets. Stock-based compensation cost was $19.3 million and $14.0 million for the first nine months of fiscal 2021 and the first nine months of fiscal 2020, respectively. In addition, this includes an increase in the LIFO reserve of $5.1 million for Foodservice and $4.2 million for Vistar for the first nine months of fiscal 2021 compared to increases of $0.9 million for Foodservice and $2.2 million for Vistar for the first nine months fiscal 2020.

B.

 

Includes professional fees and other costs related to acquisitions, costs of integrating certain of our facilities, and facility closing costs.

C.

 

Consists primarily of amounts related to fuel collar derivatives, certain financing transactions, lease amendments, legal settlements and franchise tax expense, and other adjustments permitted by our credit agreement and indentures. Fiscal 2020 also includes $5.8 million of development costs related to certain productivity initiatives the Company no longer pursued as a result of the Reinhart acquisition.

(In millions)

 

Nine Months Ended

March 27, 2021

 

 

Nine Months Ended

March 28, 2020

 

Net cash provided by operating activities (GAAP)

 

$

173.1

 

 

$

17.6

 

Purchases of property, plant and equipment

 

 

(118.9

)

 

 

(101.1

)

Free cash flow (Non-GAAP)

 

$

54.2

 

 

$

(83.5

)

Segment Results

The Company has two reportable segments: Foodservice and Vistar. Management evaluates the performance of these segments based on their respective sales growth and EBITDA. Corporate & All Other is comprised of corporate overhead and certain operations that are not considered separate reportable segments based on their size. This includes the operations of our internal logistics unit responsible for managing and allocating inbound logistics revenue and expense.

The following tables set forth net sales and EBITDA by segment for the periods indicated (dollars in millions):

 

Net Sales

 

 

 

Three Months Ended

 

 

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Foodservice

 

$

5,186.5

 

 

$

4,949.9

 

 

$

236.6

 

 

 

4.8

 

Vistar

 

 

2,012.3

 

 

 

2,049.2

 

 

 

(36.9

)

 

 

(1.8

)

Corporate & All Other

 

 

96.9

 

 

 

107.1

 

 

 

(10.2

)

 

 

(9.5

)

Intersegment Eliminations

 

 

(93.2

)

 

 

(105.5

)

 

 

12.3

 

 

 

11.7

 

Total net sales

 

$

7,202.5

 

 

$

7,000.7

 

 

$

201.8

 

 

 

2.9

 

 

 

Nine Months Ended

 

 

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Foodservice

 

$

15,110.3

 

 

$

12,728.2

 

 

$

2,382.1

 

 

 

18.7

 

Vistar

 

 

5,973.4

 

 

 

6,579.5

 

 

 

(606.1

)

 

 

(9.2

)

Corporate & All Other

 

 

293.2

 

 

 

265.7

 

 

 

27.5

 

 

 

10.4

 

Intersegment Eliminations

 

 

(282.4

)

 

 

(261.1

)

 

 

(21.3

)

 

 

(8.2

)

Total net sales

 

$

21,094.5

 

 

$

19,312.3

 

 

$

1,782.2

 

 

 

9.2

 

EBITDA

 
 

 

 

Three Months Ended

 

 

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Foodservice

 

$

138.3

 

 

$

91.7

 

 

$

46.6

 

 

 

50.8

 

Vistar

 

 

16.8

 

 

 

40.7

 

 

 

(23.9

)

 

 

(58.7

)

Corporate & All Other

 

 

(49.3

)

 

 

(58.4

)

 

 

9.1

 

 

 

15.6

 

Total EBITDA

 

$

105.8

 

 

$

74.0

 

 

$

31.8

 

 

 

43.0

 

 

 

Nine Months Ended

 

 

 

March 27, 2021

 

 

March 28, 2020

 

 

Change

 

 

%

 

Foodservice

 

$

449.8

 

 

$

309.3

 

 

$

140.5

 

 

 

45.4

 

Vistar

 

 

67.2

 

 

 

148.8

 

 

 

(81.6

)

 

 

(54.8

)

Corporate & All Other

 

 

(145.1

)

 

 

(153.4

)

 

 

8.3

 

 

 

5.4

 

Total EBITDA

 

$

371.9

 

 

$

304.7

 

 

$

67.2

 

 

 

22.1

 

 

Investors:

William S. Marshall

VP, Investor Relations

(804) 287-8108

[email protected]

Media:

Trisha Meade

Director, Communications & Engagement

(804) 285-5390

[email protected]

KEYWORDS: Virginia United States North America

INDUSTRY KEYWORDS: Supply Chain Management Retail Restaurant/Bar Transport Logistics/Supply Chain Management Food/Beverage

MEDIA:

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Galera to Participate in the BofA Securities 2021 Virtual Healthcare Conference

MALVERN, Pa., May 05, 2021 (GLOBE NEWSWIRE) — Galera Therapeutics, Inc. (Nasdaq: GRTX), a clinical-stage biopharmaceutical company focused on developing and commercializing a pipeline of novel, proprietary therapeutics that have the potential to transform radiotherapy in cancer, today announced that Mel Sorensen, M.D., President and Chief Executive Officer, will present at a fireside chat at the BofA Securities 2021 Virtual Healthcare Conference on Wednesday, May 12, 2021, at 8:45 a.m. ET.

A live webcast of the presentation will be accessible from the Investors page of Galera’s website, investors.galeratx.com. An archived version of the webcast will be available in the News & Events section of the Investors page of Galera’s website for 30 days following the event.

About Galera Therapeutics

Galera Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on developing and commercializing a pipeline of novel, proprietary therapeutics that have the potential to transform radiotherapy in cancer. Galera’s lead product candidate is avasopasem manganese (GC4419, also referred to as avasopasem), a selective small molecule dismutase mimetic initially being developed for the reduction of radiation-induced severe oral mucositis (SOM). Avasopasem is being studied in the Phase 3 ROMAN trial to assess its ability to reduce the incidence and severity of SOM induced by radiotherapy in patients with locally advanced head and neck cancer (HNC), its lead indication. It is also being studied in the EUSOM Phase 2a multi-center trial in Europe assessing the safety of avasopasem in patients with HNC undergoing standard-of-care radiotherapy, the AESOP Phase 2a trial to assess its ability to reduce the incidence of esophagitis induced by radiotherapy in patients with lung cancer, and a Phase 2 trial in hospitalized patients who are critically ill with COVID-19. A pilot Phase 1/2 trial of avasopasem in combination with stereotactic body radiation therapy (SBRT) in patients with locally advanced pancreatic cancer (LAPC) has completed enrollment and reported results, with follow-up ongoing. The FDA granted Fast Track and Breakthrough Therapy designations to avasopasem for the reduction of SOM induced by radiotherapy. Galera’s second dismutase mimetic product candidate, GC4711, is being developed specifically to augment the anti-cancer efficacy of SBRT, and is currently being studied in the GRECO-1 Phase 1/2 trial in combination with SBRT in patients with non-small cell lung cancer. Galera also intends to initiate the GRECO-2 Phase 2b trial of GC4711 in combination with SBRT in patients with LAPC. Galera is headquartered in Malvern, PA. For more information, please visit www.galeratx.com.

Investor Contacts:

Christopher Degnan
Galera Therapeutics, Inc.
610-725-1500
[email protected]

William Windham
Solebury Trout
646-378-2946
[email protected]  

Media Contact:

Zara Lockshin
Solebury Trout
646-378-2960
[email protected]



Horizon Therapeutics plc Reports First-Quarter 2021 Financial Results; Updating Full-Year 2021 Net Sales Guidance and Full-Year Adjusted EBITDA Guidance to Incorporate Recently Acquired Viela Bio, Inc.

Horizon Therapeutics plc Reports First-Quarter 2021 Financial Results; Updating Full-Year 2021 Net Sales Guidance and Full-Year Adjusted EBITDA Guidance to Incorporate Recently Acquired Viela Bio, Inc.

— First-Quarter 2021 Net Sales of $342.4 Million; First-Quarter 2021 GAAP Net Loss of $123.4 Million; Adjusted EBITDA of $45.8 Million —

— First-Quarter 2021 Orphan Segment Net Sales Increased 5 Percent to $257.5 Million; KRYSTEXXA® (pegloticase injection) First-Quarter 2021 Net Sales Increased 14 Percent to $106.7 Million —

— Updating Full-Year 2021 Net Sales Guidance to $2.75 Billion to $2.85 Billion and Full-Year 2021 Adjusted EBITDA Guidance to $1.02 Billion to $1.06 Billion to Incorporate Viela, Acquired on March 15, 2021 —

— Resumed Supply of TEPEZZA® (teprotumumab-trbw) in April Following U.S. FDA Approval of Increased Scale of Production Process for TEPEZZA —

— Completed Acquisition of Viela in March to Drive Long-Term Growth by Significantly Expanding Development Pipeline and Adding to Rare Disease Medicines Portfolio —

— Initiated Launch Preparations to Support Potential Approval for UPLIZNA® (inebilizumab-cdon) in Europe as part of Global Expansion Strategy —

— Presented New UPLIZNA Data Demonstrating Long-Term Safety and Efficacy in Neuromyelitis Optica Spectrum Disorder (NMOSD) —

DUBLIN–(BUSINESS WIRE)–
Horizon Therapeutics plc (Nasdaq: HZNP) today announced first-quarter 2021 financial results. The Company updated its full-year 2021 net sales guidance and its adjusted EBITDA guidance to incorporate Viela Bio, Inc., which was acquired on March 15, 2021.

“We continued to advance our position as one of the fastest-growing biotechs, completing the milestone acquisition of Viela with its strong biologics pipeline, R&D capabilities and rare disease medicine, UPLIZNA,” said Tim Walbert, chairman, president and chief executive officer, Horizon. “We were very pleased with our performance in a quarter challenged by the supply disruption of TEPEZZA due to U.S. government-mandated COVID-19 vaccine orders. With the resumption of TEPEZZA supply, our expanded pipeline and our strong ability to execute, we are well positioned to continue to drive significant value for our patients, shareholders and all of our stakeholders.”

Financial Highlights

 
(in millions except for per share amounts and percentages) Q1 21 (1) Q1 20 %
Change
 
Net sales

$

342.4

 

$

355.9

 

(4

)

Net loss

 

(123.4

)

 

(13.6

)

NM

 

Non-GAAP net income

 

7.4

 

 

83.2

 

(91

)

Adjusted EBITDA

 

45.8

 

 

107.2

 

(57

)

 
Loss per share – diluted

 

(0.55

)

 

(0.07

)

NM

 

Non-GAAP earnings per share – diluted

 

0.03

 

 

0.40

 

(93

)

(1)

First-quarter 2021 results were negatively impacted by a short-term TEPEZZA supply disruption due to U.S. government-mandated COVID-19 vaccine orders.

First-Quarter and Recent Company Highlights

  • Completed Acquisition of Viela: On March 15, 2021, the Company completed the acquisition of Viela, representing a significant step forward in advancing the Company’s strategy to expand its pipeline to accelerate long-term sustainable growth. The acquisition advances the Company’s strategy in four ways: it adds a deep, mid-stage biologics pipeline with four candidates in nine development programs; it expands the capabilities of the Company’s R&D organization with Viela’s early-stage research and translational capabilities and deep scientific knowledge in autoimmune and severe inflammatory diseases; it supports the Company’s global expansion strategy; and it diversifies the Company’s on-market medicine portfolio with the addition of UPLIZNA, an infused biologic medicine indicated for the rare disease NMOSD.
  • Resumed TEPEZZA Supply: In March 2021, the U.S. Food and Drug Administration approved a prior approval supplement giving the Company authorization to manufacture an increased scale of TEPEZZA drug product, resulting in a greater number of vials per manufacturing slot at its third-party manufacturer, Catalent. The Company resumed supplying the market in April following a supply disruption that began in December 2020 due to U.S. government-mandated COVID-19 vaccine orders. The Company continues to make progress on adding a second drug product manufacturer by the end of 2021.
  • Advancing the Company’s Global Expansion with European UPLIZNA Launch Preparations: Today, the Company announced additional plans for its global expansion, preparing to build out its European infrastructure to support the potential approval by the first quarter of 2022 of UPLIZNA for NMOSD, which has been granted orphan designation by the European Commission. The Company is adding key infrastructure to support the potential launch of UPLIZNA in Europe in the near term as well as to support the potential launch of additional medicines over the long term. The Company anticipates building a global presence over time in several other markets outside of Europe, including Japan, one of the markets the Company is pursuing for TEPEZZA, where the Company is engaging with the Pharmaceutical and Medical Devices Agency and the Japanese medical community.
  • UPLIZNA Approved in Japan for NMOSD: In March 2021, the Company’s strategic partner Mitsubishi Tanabe Pharma Corporation received manufacturing and marketing approval of UPLIZNA for the prevention of relapses of NMOSD from the Japanese Ministry of Health, Labour and Welfare.
  • Presented New UPLIZNA Data at Medical Meetings: New UPLIZNA data were presented at the American Academy of Neurology’s 73rd Annual Meeting in April, including end-of-study data from the open-label extension period (OLP) of the pivotal N-MOmentum trial in patients with NMOSD. The data showed UPLIZNA was generally well-tolerated for at least four years, and that long-term UPLIZNA treatment provided a sustained reduction in NMOSD attack risk from baseline, regardless of when treatment was initiated. Data from the OLP were also recently presented at the American Committee for Treatment and Research in Multiple Sclerosis (ACTRIMS) 2021 Forum, including a poster featuring data demonstrating the safety and efficacy of UPLIZNA in those with previous rituximab exposure. Additionally, a new analysis of the N-MOmentum trial demonstrating that the medicine consistently reduced the risk of worsening disability in people living with NMOSD was published in the May issue of Neurology Neuroimmunology & Neuroinflammation.
  • Initiated Enrollment in KRYSTEXXA Monthly Dosing Trial: In March 2021, the first patient was enrolled in an open-label trial to evaluate a monthly dosing regimen of KRYSTEXXA with methotrexate to treat people with uncontrolled gout. The goal of the trial is to explore whether a monthly dosing regimen can provide similar outcomes as the current dosing schedule, which is every other week.
  • Completed Enrollment in KRYSTEXXA PROTECT Trial: In January 2021, the Company completed enrollment in its PROTECT open-label trial. The trial, which is evaluating KRYSTEXXA to improve the management of uncontrolled gout for adults with a kidney transplant, enrolled a total of 20 patients. Results are expected in the fourth quarter of 2021.
  • Progressed the TEPEZZA Subcutaneous Administration Clinical Program: The Company completed dosing in late March for its first trial exploring a subcutaneous (SC) formulation of TEPEZZA. The trial is a small, single-dose Phase 1 pharmacokinetic trial which includes evaluating the use of the Halozyme ENHANZE® drug-delivery technology for a SC formulation, which could potentially shorten drug administration time, reducing healthcare practitioner time and offering additional flexibility and convenience for patients.
  • Received Multiple Best Workplace Awards: The Company continued to be recognized as a best workplace. In March 2021, the Company ranked No. 1 on the “Fortune Best Workplaces in Biopharma 2021” list and was named to the “Best Workplaces in Ireland 2021” list. In April 2020, the Company was named one of Fortune’s “100 Best Companies to Work For®” in the United States and placed on Crain’s Chicago Business’ 2021 “Best Places to Work in Chicago” list for the sixth consecutive year.

Key Clinical Development Programs

  • TEPEZZA: an insulin-like growth factor type 1 receptor (IGF-1R) antagonist monoclonal antibody.
    • Chronic Thyroid Eye Disease (TED) Trial: Phase 4 randomized, placebo-controlled trial evaluating TEPEZZA in chronic TED expected to initiate in mid-2021.
    • Subcutaneous Administration: Phase 1 pharmacokinetic trial exploring SC administration of TEPEZZA.
    • Diffuse Cutaneous Systemic Sclerosis (dcSSc) Exploratory Trial: Phase 1 exploratory trial in dcSSc expected to initiate in mid-2021.
  • KRYSTEXXA: a recombinant uricase enzyme that converts urate into a water-soluble liquid, allantoin, that can be easily excreted from the body.
    • MIRROR Randomized Controlled Trial: Phase 4 randomized, placebo-controlled trial evaluating KRYSTEXXA with methotrexate to increase the complete response rate in patients with uncontrolled gout.
    • PROTECT Trial: Phase 4 open-label trial evaluating KRYSTEXXA to improve management of uncontrolled gout in kidney transplant patients.
    • Shorter Infusion Duration Trial: Phase 4 open-label trial evaluating the impact of administering KRYSTEXXA with methotrexate over a shorter infusion duration in patients with uncontrolled gout.
    • Monthly Dosing Trial: Phase 4 open-label trial evaluating monthly dosing of KRYSTEXXA with methotrexate in patients with uncontrolled gout.
    • Retreatment Trial: Phase 4 open-label trial evaluating KRYSTEXXA with methotrexate in patients who have previously failed KRYSTEXXA monotherapy; expected to initiate in the second quarter of 2021.
  • UPLIZNA: an anti-CD19 humanized monoclonal antibody that depletes B cells and the pathogenic cells that produce autoantibodies.
    • Myasthenia Gravis Trial: Phase 3 randomized, placebo-controlled trial evaluating UPLIZNA in patients with myasthenia gravis, a chronic, rare, autoimmune neuromuscular disease that affects voluntary muscles, especially those that control the eyes, mouth, throat and limbs.
    • IgG4-Related Disease Trial: Phase 3 randomized, placebo-controlled trial evaluating UPLIZNA in patients with IgG4-related disease, which is a group of disorders marked by tumor-like swelling and fibrosis of affected organs, such as the pancreas, salivary glands and kidneys.
    • Kidney Transplant Desensitization Trial: Phase 2 open-label trial evaluating UPLIZNA, HZN-4920, or both in highly-sensitized patients waiting for a kidney transplant, which is paused due to COVID-19.
  • HZN-825: an oral lysophosphatidic acid receptor 1 (LPAR1) antagonist that prevents gene activation.
    • dcSSc Trial: Pivotal Phase 2b trial in dcSSc expected to initiate in the second quarter of 2021.
    • Interstitial Lung Disease Trial: Pivotal Phase 2b trial in idiopathic pulmonary fibrosis, the most common form of interstitial lung disease, expected to initiate in mid-2021.
  • HZN-4920: a CD40 ligand antagonist that blocks T cell interaction with the CD40-expressing B cells, disrupting the overactivation of the CD40 ligand co-stimulatory pathway. Several autoimmune diseases are associated with the overactivation this pathway.
    • Sjögren’s Syndrome Trial: Phase 2b randomized, placebo-controlled trial evaluating HZN-4920 in patients with Sjögren’s syndrome, a chronic, systemic autoimmune condition that impacts exocrine glands, including the salivary and tear glands.
    • Rheumatoid Arthritis Trial: Phase 2 randomized, placebo-controlled trial evaluating HZN-4920 in patients with rheumatoid arthritis.
    • Kidney Transplant Rejection Trial: Phase 2 open-label trial evaluating HZN-4920 in kidney transplant rejection patients.
  • HZN-7734: an anti-ILT7 human monoclonal antibody that depletes certain dendritic cells. Depleting these cells may interrupt the cycle of inflammation that causes tissue damage in diseases such as lupus, dermatomyositis and a variety of other autoimmune conditions.
    • Systemic Lupus Erythematosus (SLE) Trial: Phase 2 trial in SLE, a disease in which the body’s immune system attacks its own tissues and organs, expected to initiate in mid-2021.
    • COVID-19-Related Acute Lung Injury Trial: Phase 1 trial in COVID-19-related acute lung injury.
  • HZN-1116 Autoimmune Disease Trial: Phase 1 trial in autoimmune diseases expected to initiate in mid-2021.

First-Quarter Financial Results

Note: For additional detail and reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please refer to the tables at the end of this release.

  • Net Sales: First-quarter 2021 net sales were $342.4 million. First-quarter 2020 net sales were $355.9 million.
  • Gross Profit: Under U.S. GAAP, the first-quarter 2021 gross profit ratio was 70.7 percent compared to 72.6 percent in the first quarter of 2020. The non-GAAP gross profit ratio in the first quarter of 2021 was 90.9 percent compared to 90.0 percent in the first quarter of 2020.
  • Operating Expenses: Research and development (R&D) expenses were 16.8 percent of net sales and selling, general and administrative (SG&A) expenses were 97.0 percent of net sales. Non-GAAP R&D expenses were 14.3 percent of net sales, and non-GAAP SG&A expenses were 63.8 percent of net sales.
  • Income Tax Expense: On a GAAP basis in the first quarter of 2021, income tax benefit was $47.8 million. First-quarter non-GAAP income tax expense was $25.8 million.
  • Net (Loss) Income: On a GAAP basis, first-quarter 2021 net loss was $123.4 million. First-quarter 2021 non-GAAP net income was $7.4 million.
  • Adjusted EBITDA: First-quarter 2021 adjusted EBITDA was $45.8 million.
  • (Loss) Earnings per Share: On a GAAP basis, diluted loss per share in the first quarter of 2021 and 2020 were $0.55 and $0.07, respectively. Non-GAAP diluted earnings per share in the first quarter of 2021 and 2020 were $0.03 and $0.40, respectively. Weighted average shares outstanding used for calculating GAAP and non-GAAP diluted earnings per share in the first quarter of 2021 were 223.9 million and 234.1 million, respectively.

First-Quarter Segment Results

Management uses net sales and segment operating income to evaluate the performance of the Company’s two segments, the orphan segment and the inflammation segment. While segment operating income contains certain adjustments to the directly comparable GAAP figures in the Company’s consolidated financial results, it is considered to be prepared in accordance with GAAP for purposes of presenting the Company’s segment operating results.

Orphan Segment

(in millions except for percentages) Q1 21 Q1 20 %
Change
 
KRYSTEXXA®

 

106.7

 

93.3

14

 

RAVICTI®(1)

 

72.8

 

61.2

19

 

PROCYSBI®

 

43.4

 

38.3

13

 

ACTIMMUNE®

 

28.8

 

26.5

8

 

TEPEZZA®

 

2.1

 

23.5

(91

)

UPLIZNA®(2)

 

1.8

 

NM

 

BUPHENYL®(1)

 

1.7

 

2.3

(28

)

QUINSAIRTM

 

0.2

 

0.3

(25

)

Orphan Net Sales

$

257.5

$

245.4

5

 

 
Orphan Segment Operating Income

$

1.1

$

54.4

(98

)

(1)

 

On Oct. 27, 2020, the Company sold its rights to develop and commercialize RAVICTI and BUPHENYL in Japan to Medical Need Europe AB, part of the Immedica Group. The Company has retained the rights to RAVICTI and BUPHENYL in North America.

(2)

 

First-quarter 2021 TEPEZZA net sales relate to an adjustment of 2020 gross-to-net reserves recorded in the first quarter of 2021.

(3)

 

UPLIZNA was acquired on March 15, 2021.

  • First-quarter 2021 net sales of the orphan segment, the Company’s strategic growth segment, were $257.5 million, an increase of 5 percent over the prior year’s quarter, driven by strong performance of KRYSTEXXA, RAVICTI, PROCYSBI and ACTIMMUNE. First-quarter 2021 net sales include a partial quarter of UPLIZNA net sales. First-quarter 2021 TEPEZZA net sales were negatively impacted by a short-term supply disruption due to U.S. government-mandated COVID-19 vaccine orders.

     

Inflammation Segment

(in millions except for percentages) Q1 21 Q1 20 %
Change
 
PENNSAID 2%®

 

45.8

 

41.6

10

 

DUEXIS®

 

19.5

 

31.3

(38

)

RAYOS®

 

15.3

 

18.2

(16

)

VIMOVO®(1)

 

4.3

 

19.4

(78

)

Inflammation Net Sales

$

84.9

$

110.5

(23

)

 
Inflammation Segment Operating Income

$

42.7

$

51.9

(18

)

(1)

On Feb. 27, 2020, Dr. Reddy’s Laboratory initiated an at-risk launch of generic VIMOVO in the United States.

  • First-quarter 2021 net sales of the inflammation segment were $84.9 million, and segment operating income was $42.7 million.

Cash Flow Statement and Balance Sheet Highlights

  • On a GAAP basis in the first quarter of 2021, cash used in operating activities was $3.7 million. Non-GAAP operating cash flow was $63.5 million.
  • As of March 31, 2021, the Company had cash and cash equivalents of $811.6 million.
  • As of March 31, 2021, the total principal amount of debt outstanding was $2.618 billion. As of March 31, 2021, the gross-debt-to-last-12-months adjusted EBITDA leverage ratio was 2.8 times.

2021 Guidance

The Company now expects full‐year 2021 net sales to range between $2.75 billion and $2.85 billion, updated from the previous range of $2.70 billion and $2.80 billion. Full-year 2021 adjusted EBITDA is now expected to range between $1.02 billion and $1.06 billion, updated from the previous guidance of $1.14 billion and $1.18 billion. The updated guidance ranges incorporate Viela, which was acquired on March 15, 2021. The Company continues to expect TEPEZZA full-year 2021 net sales of greater than $1.275 billion and KRYSTEXXA full-year 2021 net sales of greater than $500 million.

Webcast

At 8 a.m. EST / 1 p.m. IST today, the Company will host a live webcast to review its financial and operating results and provide a general business update. The live webcast and a replay may be accessed at http://ir.horizontherapeutics.com. Please connect to the Company’s website at least 15 minutes prior to the live webcast to ensure adequate time for any software download that may be needed to access the webcast. A replay of the webcast will be available approximately two hours after the live webcast.

About Horizon

Horizon is focused on the discovery, development and commercialization of medicines that address critical needs for people impacted by rare, autoimmune and severe inflammatory diseases. Our pipeline is purposeful: we apply scientific expertise and courage to bring clinically meaningful therapies to patients. We believe science and compassion must work together to transform lives. For more information on how we go to incredible lengths to impact lives, please visit www.horizontherapeutics.com and follow us on Twitter, LinkedIn, Instagram and Facebook.

Note Regarding Use of Non-GAAP Financial Measures

EBITDA, or earnings before interest, taxes, depreciation and amortization, and adjusted EBITDA are used and provided by Horizon as non-GAAP financial measures. Horizon provides certain other financial measures such as non-GAAP net income, non-GAAP diluted earnings per share, non-GAAP gross profit and gross profit ratio, non-GAAP operating expenses, non-GAAP operating income, non-GAAP tax expense and tax rate and non-GAAP operating cash flow, each of which include adjustments to GAAP figures. These non-GAAP measures are intended to provide additional information on Horizon’s performance, operations, expenses, profitability and cash flows. Adjustments to Horizon’s GAAP figures as well as EBITDA exclude acquisition and/or divestiture-related expenses, gain or loss from divestiture, gain or loss from sale of assets, upfront, progress and milestone payments related to license and collaboration agreements, litigation settlements, loss on debt extinguishment, costs of debt refinancing, drug manufacturing harmonization costs, restructuring and realignment costs, the income tax effect on pre-tax non-GAAP adjustments and other non-GAAP income tax adjustments, as well as non-cash items such as share-based compensation, depreciation and amortization, non-cash interest expense, long-lived asset impairment charges and other non-cash adjustments. Certain other special items or substantive events may also be included in the non-GAAP adjustments periodically when their magnitude is significant within the periods incurred. Horizon maintains an established non-GAAP cost policy that guides the determination of what costs will be excluded in non-GAAP measures. Horizon believes that these non-GAAP financial measures, when considered together with the GAAP figures, can enhance an overall understanding of Horizon’s financial and operating performance. The non-GAAP financial measures are included with the intent of providing investors with a more complete understanding of the Company’s historical and expected 2021 financial results and trends and to facilitate comparisons between periods and with respect to projected information. In addition, these non-GAAP financial measures are among the indicators Horizon’s management uses for planning and forecasting purposes and measuring the Company’s performance. For example, adjusted EBITDA is used by Horizon as one measure of management performance under certain incentive compensation arrangements. These non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, non-GAAP financial measures used by other companies. Horizon has not provided a reconciliation of its full-year 2021 adjusted EBITDA outlook to an expected net income (loss) outlook because certain items such as acquisition/divestiture-related expenses and share-based compensation that are a component of net income (loss) cannot be reasonably projected due to the significant impact of changes in Horizon’s stock price, the variability associated with the size or timing of acquisitions/divestitures and other factors. These components of net income (loss) could significantly impact Horizon’s actual net income (loss).

Forward-Looking Statements

This press release contains forward-looking statements, including, but not limited to, statements related to Horizon’s full-year 2021 net sales and adjusted EBITDA guidance; expected financial performance and operating results in future periods, including potential growth in net sales of certain of Horizon’s medicines; the potential benefits and other impacts of the Viela Bio acquisition; development and commercialization plans; expected timing of clinical trials, studies and regulatory submissions; potential market opportunity for and benefits of Horizon’s medicines and medicine candidates; and business and other statements that are not historical facts. These forward-looking statements are based on Horizon’s current expectations and inherently involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks that Horizon’s actual future financial and operating results may differ from its expectations or goals; Horizon’s ability to grow net sales from existing medicines; impacts of the COVID-19 pandemic and actions taken to slow its spread, including impacts on supplies and net sales of Horizon’s medicines and potential delays in clinical trials; the fact that Horizon’s full-year 2021 net sales, adjusted EBITDA and TEPEZZA net sales guidance and the expected timing of certain TEPEZZA clinical trials assume that future committed manufacturing slots for TEPEZZA are not cancelled and are run successfully, which could be impacted by additional government-mandated COVID-19 vaccine production orders and other risks associated with the manufacture of biologic medicines; risks associated with acquisitions, such as the risk that the businesses will not be integrated successfully, that such integration may be more difficult, time-consuming or costly than expected or that the expected benefits of the transaction will not occur; the availability of coverage and adequate reimbursement and pricing from government and third-party payers; risks relating to Horizon’s ability to successfully implement its business strategies, including its global expansion strategy; risks inherent in developing novel medicine candidates and existing medicines for new indications; risks associated with regulatory approvals; risks in the ability to recruit, train and retain qualified personnel; competition, including potential generic competition; the ability to protect intellectual property and defend patents; regulatory obligations and oversight, including any changes in the legal and regulatory environment in which Horizon operates and those risks detailed from time-to-time under the caption “Risk Factors” and elsewhere in Horizon’s filings and reports with the SEC. Horizon undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information.

Horizon Therapeutics plc

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except share and per share data)
 

Three Months Ended March 31,

2021

2020

 
Net sales

$

342,406

 

$

355,909

 

Cost of goods sold

 

100,368

 

 

97,416

 

Gross profit

 

242,038

 

 

258,493

 

 
OPERATING EXPENSES:
Research and development

 

57,693

 

 

27,209

 

Selling, general and administrative

 

331,992

 

 

247,775

 

Impairment of long-lived assets

 

12,371

 

 

 

Total operating expenses

 

402,056

 

 

274,984

 

Operating loss

 

(160,018

)

 

(16,491

)

 
OTHER EXPENSE, NET:
Interest expense, net

 

(13,460

)

 

(17,344

)

Foreign exchange (loss) gain

 

(848

)

 

776

 

Other income, net

 

3,224

 

 

442

 

Total other expense, net

 

(11,084

)

 

(16,126

)

 
Loss before benefit for income taxes

 

(171,102

)

 

(32,617

)

Benefit for income taxes

 

(47,751

)

 

(19,026

)

Net loss

$

(123,351

)

$

(13,591

)

 
Net loss per ordinary share – basic and diluted

$

(0.55

)

$

(0.07

)

 
Weighted average ordinary shares outstanding – basic and diluted

 

223,920,768

 

 

190,072,112

 

Horizon Therapeutics plc
Condensed Consolidated Balance Sheets
(in thousands, except share data)
 
As of
March 31,
2021
December 31,
2020
ASSETS
CURRENT ASSETS:
Cash and cash equivalents

$

811,609

 

$

2,079,906

 

Restricted cash

 

3,839

 

 

3,573

 

Accounts receivable, net

 

443,172

 

 

659,701

 

Inventories, net

 

238,306

 

 

75,283

 

Prepaid expenses and other current assets

 

334,442

 

 

251,945

 

Total current assets

 

1,831,368

 

 

3,070,408

 

Property and equipment, net

 

201,857

 

 

189,037

 

Developed technology and other intangible assets, net

 

3,210,221

 

 

1,782,962

 

In-process research and development

 

880,000

 

 

 

Goodwill

 

1,076,388

 

 

413,669

 

Deferred tax assets, net

 

589,618

 

 

560,841

 

Other assets

 

57,158

 

 

55,699

 

Total assets

$

7,846,610

 

$

6,072,616

 

 
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable

$

42,986

 

$

37,710

 

Accrued expenses

 

389,626

 

 

485,567

 

Accrued trade discounts and rebates

 

325,232

 

 

352,463

 

Long-term debt—current portion

 

16,000

 

 

 

Total current liabilities

 

773,844

 

 

875,740

 

 
LONG-TERM LIABILITIES:
Long-term debt, net

 

2,562,517

 

 

1,003,379

 

Deferred tax liabilities, net

 

524,407

 

 

66,474

 

Other long-term liabilities

 

131,072

 

 

101,672

 

Total long-term liabilities

 

3,217,996

 

 

1,171,525

 

 
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Ordinary shares, $0.0001 nominal value; 600,000,000 shares authorized at March 31, 2021 and December 31, 2020; 225,027,621 and 221,721,674 shares issued at March 31, 2021 and December 31, 2020, respectively; and 224,643,255 and 221,337,308 shares outstanding at March 31, 2021 and December 31, 2020, respectively

22

22

Treasury stock, 384,366 ordinary shares at December 31, 2020 and December 31, 2019

 

(4,585

)

 

(4,585

)

Additional paid-in capital

 

4,199,823

 

 

4,245,945

 

Accumulated other comprehensive loss

 

(1,253

)

 

(145

)

Accumulated deficit

 

(339,237

)

 

(215,886

)

Total shareholders’ equity

 

3,854,770

 

 

4,025,351

 

Total liabilities and shareholders’ equity

$

7,846,610

 

$

6,072,616

 

Horizon Therapeutics plc

Condensed Consolidated Statements of Cash Flows
(in thousands)
 
 
Three Months Ended March 31,

2021

2020

 
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss

$

(123,351

)

$

(13,591

)

Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization expense

 

70,820

 

 

65,741

 

Equity-settled share-based compensation

 

61,166

 

 

56,421

 

Impairment of long-lived assets

 

12,371

 

 

 

Amortization of debt discount and deferred financing costs

 

773

 

 

5,569

 

Deferred income taxes

 

(28,771

)

 

(2,082

)

Foreign exchange and other adjustments

 

(5,440

)

 

(190

)

Changes in operating assets and liabilities:
Accounts receivable

 

224,575

 

 

(16,869

)

Inventories

 

(13,660

)

 

(14,444

)

Prepaid expenses and other current assets

 

(65,575

)

 

(24,953

)

Accounts payable

 

993

 

 

28,551

 

Accrued trade discounts and rebates

 

(28,736

)

 

(129,940

)

Accrued expenses

 

(111,963

)

 

(28,087

)

Other non-current assets and liabilities

 

3,070

 

 

11,281

 

Net cash used in operating activities

 

(3,728

)

 

(62,593

)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment

 

(18,333

)

 

(119,004

)

Payments for long-term investments, net

 

(3,808

)

 

 

Payments for acquisition, net of cash acquired

 

(2,707,358

)

 

(105,200

)

Change in escrow deposit for property purchase

 

 

 

6,000

 

Payments for acquisition, net of cash acquired

 

(2,729,499

)

 

(218,204

)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from term loans

 

1,577,612

 

 

 

Proceeds from the issuance of ordinary shares in connection with stock option exercises

 

19,843

 

 

7,050

 

Payment of employee withholding taxes relating to share-based awards

 

(128,261

)

 

(46,664

)

Net cash provided by (used in) financing activities

 

1,469,194

 

 

(39,614

)

 
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash

 

(3,998

)

 

(1,366

)

 
Net decrease in cash, cash equivalents and restricted cash

 

(1,268,031

)

 

(321,777

)

Cash, cash equivalents and restricted cash, beginning of the period(1)

 

2,083,479

 

 

1,080,039

 

Cash, cash equivalents and restricted cash, end of the period(1)

$

815,448

 

$

758,262

 

(1)

 

Amounts include restricted cash balance in accordance with ASU No. 2016-18. Cash and cash equivalents excluding restricted cash are shown on the balance sheet.

Horizon Therapeutics plc
GAAP to Non-GAAP Reconciliations
Net Income and Earnings Per Share (Unaudited)
(in thousands, except share and per share data)
 
 
Three Months Ended March 31,

2021

2020

 
 
GAAP net loss

$

(123,351

)

$

(13,591

)

Non-GAAP adjustments:
Acquisition/divestiture-related costs

 

49,108

 

 

(6

)

Restructuring and realignment costs

 

6,093

 

 

 

Amortization and step-up:
Intangible amortization expense

 

66,369

 

 

58,575

 

Inventory step-up expense

 

911

 

 

 

Amortization of debt discount and deferred financing costs

 

773

 

 

5,569

 

Impairment of long-lived assets

 

12,371

 

 

 

Share-based compensation

 

61,166

 

 

56,421

 

Depreciation

 

4,451

 

 

7,165

 

Upfront, progress and milestone payments related to license and collaboration agreements 3,000
Fees related to refinancing activities

 

 

 

54

 

Drug substance harmonization costs

 

 

 

290

 

Total of pre-tax non-GAAP adjustments

 

204,242

 

 

128,068

 

Income tax effect of pre-tax non-GAAP adjustments

 

(73,504

)

 

(31,262

)

Total of non-GAAP adjustments

 

130,738

 

 

96,806

 

Non-GAAP Net income

$

7,387

 

$

83,215

 

 
 
Non-GAAP Earnings Per Share:
 
Weighted average ordinary shares – Basic

 

223,920,768

 

 

190,072,112

 

 
Non-GAAP Earnings Per Share – Basic:
GAAP loss per share – Basic

$

(0.55

)

$

(0.07

)

Non-GAAP adjustments

 

0.58

 

 

0.51

 

Non-GAAP earnings per share – Basic

$

0.03

 

$

0.44

 

 
Non-GAAP Net income

$

7,387

 

$

83,215

 

Effect of assumed exchange of Exchangeable Senior Notes, net of tax

 

 

 

1,875

 

Numerator – non-GAAP Net income

$

7,387

 

$

85,090

 

 
Weighted average ordinary shares – Diluted
Weighted average ordinary shares – Basic

 

223,920,768

 

 

190,072,112

 

Ordinary share equivalents

 

10,190,012

 

 

22,984,847

 

Denominator – weighted average ordinary shares – Diluted

 

234,110,780

 

 

213,056,959

 

 
Non-GAAP Earnings Per Share – Diluted
GAAP loss per share – Diluted

$

(0.55

)

$

(0.07

)

Non-GAAP adjustments

 

0.58

 

 

0.51

 

Diluted earnings per share effect of ordinary share equivalents

 

 

 

(0.04

)

Non-GAAP earnings per share – Diluted

$

0.03

 

$

0.40

 

Horizon Therapeutics plc

GAAP to Non-GAAP Reconciliations

EBITDA (Unaudited)

(in thousands)

 
Three Months Ended March 31,

2021

2020

 
 
 
GAAP net loss

$

(123,351

)

$

(13,591

)

Depreciation

 

4,451

 

 

7,165

 

Amortization and step-up:
Intangible amortization expense

 

66,369

 

 

58,575

 

Inventory step-up expense

 

911

 

 

 

Interest expense, net (including amortization of debt discount and deferred financing costs)

 

13,460

 

 

17,344

 

Benefit for income taxes

 

(47,751

)

 

(19,026

)

EBITDA

$

(85,911

)

$

50,467

 

Other non-GAAP adjustments:
Acquisition/divestiture-related costs

 

49,108

 

 

(6

)

Restructuring and realignment costs

 

6,093

 

 

 

Impairment of long-lived assets

 

12,371

 

 

 

Share-based compensation

 

61,166

 

 

56,421

 

Upfront, progress and milestone payments related to license and collaboration agreements

 

3,000

 

 

 

Fees related to refinancing activities

 

 

 

54

 

Drug substance harmonization costs

 

 

 

290

 

Total of other non-GAAP adjustments

 

131,738

 

 

56,759

 

Adjusted EBITDA

$

45,827

 

$

107,226

 

Horizon Therapeutics plc
GAAP to Non-GAAP Reconciliations
Operating Income (Unaudited)
(in thousands)
 
 
Three Months Ended March 31,

2021

2020

 
 
GAAP operating loss

$

(160,018

)

$

(16,491

)

Non-GAAP adjustments:
Acquisition/divestiture-related costs

 

49,391

 

 

284

 

Restructuring and realignment costs

 

6,093

 

 

 

Amortization and step-up:
Intangible amortization expense

 

66,369

 

 

58,575

 

Inventory step-up expense

 

911

 

 

 

Impairment of long-lived assets

 

12,371

 

 

 

Share-based compensation

 

61,166

 

 

56,421

 

Depreciation

 

4,451

 

 

7,165

 

Upfront, progress and milestone payments related to license and collaboration agreements

 

3,000

 

 

 

Fees related to refinancing activities

 

 

 

54

 

Drug substance harmonization costs

 

 

 

290

 

Total of non-GAAP adjustments

 

203,752

 

 

122,789

 

Non-GAAP operating income

$

43,734

 

$

106,298

 

 
Orphan segment operating income

 

1,054

 

 

54,356

 

Inflammation segment operating income

 

42,680

 

 

51,942

 

Total segment operating income

$

43,734

 

$

106,298

 

 
Foreign exchange (loss)/gain

 

(848

)

 

776

 

Other income, net

 

2,941

 

 

152

 

Adjusted EBITDA

$

45,827

 

$

107,226

 

Horizon Therapeutics plc
GAAP to Non-GAAP Reconciliations
Gross Profit and Operating Cash Flow (Unaudited)
(in thousands, except percentages)
 
 
Three Months Ended March 31,

2021

2020

 
Non-GAAP Gross Profit:
 
GAAP gross profit

$

242,038

 

$

258,493

 

Non-GAAP gross profit adjustments:
Acquisition/divestiture-related costs

 

205

 

 

 

Intangible amortization expense

 

66,169

 

 

58,374

 

Inventory step-up expense

 

911

 

 

 

Share-based compensation

 

1,936

 

 

2,689

 

Depreciation

 

115

 

 

328

 

Drug substance harmonization costs

 

 

 

290

 

Total of Non-GAAP adjustments

 

69,336

 

 

61,681

 

Non-GAAP gross profit

$

311,374

 

$

320,174

 

 
GAAP gross profit %

 

70.7

%

 

72.6

%

Non-GAAP gross profit %

 

90.9

%

 

90.0

%

 
 
 
GAAP cash used in operating activities

$

(3,728

)

$

(62,593

)

Cash payments for acquisition/divestiture-related costs

 

64,192

 

 

(17

)

Cash payments for restructuring and realignment costs

 

 

 

95

 

Cash payments for upfront, progress and milestone payments related to license and collaboration agreement

 

3,000

 

 

 

Cash payments relating to refinancing activities

 

 

 

73

 

Non-GAAP operating cash flow

$

63,464

 

$

(62,442

)

Horizon Therapeutics plc

GAAP to Non-GAAP Reconciliations

EBITDA (Unaudited) – 2020

(in thousands)

 
Twelve Months
Ended December 31,

2020

 
GAAP net income

$

389,796

 

Depreciation

 

24,303

 

Amortization and step-up:
Intangible amortization expense

 

255,148

 

Inventory step-up expense

 

 

Interest expense, net (including amortization of debt discount and deferred financing costs)

 

59,616

 

Expense for income taxes

 

11,849

 

EBITDA

$

740,712

 

Other non-GAAP adjustments:
Acquisition/divestiture-related costs

 

49,196

 

Restructuring and realignment costs

 

(141

)

Impairment of long-lived assets

 

1,713

 

Gain on sale of assets

 

(4,883

)

Share-based compensation

 

146,627

 

Upfront, progress and milestone payments related to license and collaboration agreements

 

33,000

 

Fees related to refinancing activities

 

54

 

Loss on debt extinguishment

 

31,856

 

Drug substance harmonization costs

 

542

 

Total of other non-GAAP adjustments

 

257,964

 

Adjusted EBITDA

$

998,676

 

Horizon Therapeutics plc

GAAP to Non-GAAP Tax Rate Reconciliation (Unaudited)

(in millions, except percentages and per share amounts)

 
Q1 2021
Pre-tax Net
(Loss) Income
Income Tax
(Benefit) Expense
Tax Rate Net Income
(Loss)
Diluted Earnings
(Loss) Per Share
As reported – GAAP

$

(171.1

)

$

(47.8

)

27.9%

$

(123.4

)

$

(0.55

)

Non-GAAP adjustments

 

204.2

 

 

73.5

 

 

130.7

 

Non-GAAP

$

33.1

 

$

25.8

 

77.7%

$

7.4

 

$

0.03

 

 
 
Q1 2020
Pre-tax Net
(Loss) Income
Income Tax
(Benefit) Expense
Tax Rate Net Income
(Loss)
Diluted Earnings
(Loss) Per Share
As reported – GAAP

$

(32.6

)

$

(19.0

)

58.3%

$

(13.6

)

$

(0.07

)

Non-GAAP adjustments

 

128.1

 

 

31.3

 

 

96.8

 

Non-GAAP

$

95.5

 

$

12.2

 

12.8%

$

83.2

 

$

0.40

 

Horizon Therapeutics plc

Certain Income Statement Line Items – Non-GAAP Adjusted

For the Three Months Ended March 31, 2021 and March 31, 2020 (Unaudited)

(in thousands)

 
Horizon Therapeutics plc
Certain Income Statement Line Items – Non-GAAP Adjusted
For the Three Months Ended March 31, 2021
(Unaudited)
 
Income Tax
Research & Selling, General Impairment of Interest Other Benefit
COGS Development & Administrative Long-Lived Assets Expense Expense (Expense)
 
GAAP as reported

$

(100,368

)

$

(57,693

)

$

(331,992

)

$

(12,371

)

$

(13,460

)

$

3,224

 

$

47,751

 

 
Non-GAAP Adjustments (in thousands):
 
Acquisition/divestiture-related costs(1)

 

205

 

 

3

 

 

49,183

 

 

 

 

 

 

(283

)

 

 

Restructuring and realignment costs(2)

 

 

 

 

 

6,093

 

 

 

 

 

 

 

 

 

Amortization and step-up:
Intangible amortization expense(3)

 

66,169

 

 

 

 

200

 

 

 

 

 

 

 

 

 

Inventory step-up expense(4)

 

911

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of debt discount and deferred financing costs(5)

 

 

 

 

 

 

 

 

 

773

 

 

 

 

 

Impairment of long lived assets(6)

 

 

 

 

 

 

 

12,371

 

 

 

 

 

 

 

Share-based compensation(7)

 

1,936

 

 

5,616

 

 

53,614

 

 

 

 

 

 

 

 

 

Depreciation(8)

 

115

 

 

49

 

 

4,287

 

 

 

 

 

 

 

 

 

Upfront, progress and milestone payments related to license and collaboration agreements(9) 3,000
Income tax effect on pre-tax non-GAAP adjustments(10)

 

 

 

 

 

 

 

 

 

 

 

 

 

(73,504

)

Total of non-GAAP adjustments

 

69,336

 

 

8,668

 

 

113,377

 

 

12,371

 

 

773

 

 

(283

)

 

(73,504

)

 
Non-GAAP

$

(31,032

)

$

(49,025

)

$

(218,615

)

$

 

$

(12,687

)

$

2,941

 

$

(25,753

)

 
Horizon Therapeutics plc
Certain Income Statement Line Items – Non-GAAP Adjusted
For the Three Months Ended March 31, 2020
(Unaudited)
 
Income Tax
Research & Selling, General Interest Other Benefit
COGS Development & Administrative Expense Income, net (Expense)
 
GAAP as reported

$

(97,416

)

$

(27,209

)

$

(247,775

)

$

(17,344

)

$

442

 

$

19,026

 

 
Non-GAAP Adjustments (in thousands):
 
Acquisition/divestiture-related costs(1)

 

 

 

 

 

284

 

 

 

 

(290

)

 

 

Amortization and step-up:
Intangible amortization expense(3)

 

58,374

 

 

 

 

201

 

 

 

 

 

 

 

Amortization of debt discount and deferred financing costs(5)

 

 

 

 

 

 

 

5,569

 

 

 

 

 

Share-based compensation(7)

 

2,689

 

 

6,376

 

 

47,356

 

 

 

 

 

 

 

Depreciation(8)

 

328

 

 

25

 

 

6,812

 

 

 

 

 

 

 

Fees related to refinancing activities (11)

 

 

 

 

 

54

 

 

 

 

 

 

 

Drug substance harmonization costs(12)

 

290

 

 

 

 

 

 

 

 

 

 

 

Income tax effect on pre-tax non-GAAP adjustments(10)

 

 

 

 

 

 

 

 

 

 

 

(31,262

)

Total of non-GAAP adjustments

 

61,681

 

 

6,401

 

 

54,707

 

 

5,569

 

 

(290

)

 

(31,262

)

 
Non-GAAP

$

(35,735

)

$

(20,808

)

$

(193,068

)

$

(11,775

)

$

152

 

$

(12,236

)

NOTES FOR CERTAIN INCOME STATEMENT LINE ITEMS – NON-GAAP

  1. Represents transaction and integration costs, including advisory, legal, consulting and certain employee-related costs, incurred in connection with our acquisitions and divestitures. Costs recovered from subleases of acquired facilities and reimbursed expenses incurred under transition arrangements for divestitures are also reflected in this line item.
  2. Represents the recording of a liability for maintenance charges as a result of vacating the leased Lake Forest office.
  3. Intangible amortization expenses are associated with our intellectual property rights, developed technology and customer relationships related to TEPEZZA, KRYSTEXXA, RAVICTI, PROCYSBI, ACTIMMUNE, BUPHENYL, UPLIZNA, PENNSAID 2% and RAYOS.
  4. During the three months ended March 31, 2021, we recognized in cost of goods sold $0.9 million for inventory step-up expense related to UPLIZNA inventory revalued in connection with the Viela acquisition. Because inventory step-up expense is related to an acquisition, will not continue indefinitely and has a significant effect on our gross profit, gross margin percentage and net loss for all affected periods, the Company excludes inventory step-up expense from its non-GAAP financial measures.
  5. Represents amortization of debt discount and deferred financing costs associated with our debt.
  6. During the three months ended March 31, 2021, we recorded a right-of-use asset impairment charge of $12.4 million as a result of vacating the leased Lake Forest office.
  7. Represents share-based compensation expense associated with our stock option, restricted stock unit and performance stock unit grants to our employees and non-employee directors, and our employee share purchase plan.
  8. Represents depreciation expense related to our property, equipment, software and leasehold improvements.
  9. During the three months ended March 31, 2021, we recognized a $3.0 million progress payment in relation to the collaboration agreement with HemoShear.
  10. Income tax adjustments on pre-tax non-GAAP adjustments represent the estimated income tax impact of each pre-tax non-GAAP adjustment based on the statutory income tax rate of the applicable jurisdictions for each non-GAAP adjustment.
  11. Represents arrangement and other fees relating to our refinancing activities.
  12. During the year ended December 31, 2016, we entered into a definitive agreement to acquire certain rights to interferon gamma-1b, marketed as IMUKIN in an estimated thirty countries primarily in Europe and the Middle East, or the IMUKIN purchase agreement. We already owned the rights to interferon gamma-1b marketed as ACTIMMUNE in the United States, Canada and Japan. In connection with the IMUKIN purchase agreement, we also committed to pay our contract manufacturer certain amounts related to the harmonization of the manufacturing processes for ACTIMMUNE and IMUKIN drug substance, or the harmonization program. At the time we entered into the IMUKIN purchase agreement and the harmonization program commitment was made, we had anticipated achieving certain benefits should the Phase 3 clinical trial evaluating ACTIMMUNE for the treatment of Friedreich’s ataxia, be successful. If the study had been successful and if U.S. marketing approval had subsequently been obtained, we had forecasted significant increases in demand for the medicine and the harmonization program would have resulted in significant benefits for us. Following our discontinuation of the Friedreich’s ataxia program, we determined that certain assets, including an upfront payment related to the IMUKIN purchase agreement, were impaired, and the costs under the harmonization program would no longer have benefit to us and should be expensed as incurred.

 

Investors:

Tina Ventura

Senior Vice President,

Investor Relations

[email protected]

Ruth Venning

Executive Director,

Investor Relations

[email protected]

U.S. Media:

Geoff Curtis

Executive Vice President,

Corporate Affairs & Chief Communications Officer

[email protected]

Ireland Media:

Ray Gordon

Gordon MRM

[email protected]

KEYWORDS: Europe Ireland United States North America Illinois

INDUSTRY KEYWORDS: Health Infectious Diseases Research Pharmaceutical Science Biotechnology

MEDIA:

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ClearTrack HR Partners with Moovila to Fast-Track Customer Onboarding Process

Moovila’s Intelligent Project Control Helps ClearTrack HR Deliver Unprecedented Accuracy and Transparency

CHARLESTON, S.C. and HUNTSVILLE, Ala., May 05, 2021 (GLOBE NEWSWIRE) — Moovila®, the world’s most accurate work management platform, today announced that ClearTrack HR is using its AI-powered platform to onboard clients and manage workstreams. ClearTrack HR offers a variety of robust solutions, including employee benefits, data services, call center services, and dependent eligibility verifications. The company turned to Moovila to improve its project management processes, specifically to enhance the customer experience.

ClearTrack HR provides employers with a wide variety of core, voluntary, and executive benefits from top providers so they can offer their employees a range of benefit options. Each client onboarding process is uniquely complex, working with multiple timelines and carriers, numerous data integrations, enrollment processes, and timely communications. Committed to onboarding clients seamlessly and on time, ClearTrack HR enrolled Moovila to streamline the complexities inherent to benefits administration.

“I’ve never seen software that works as great as Moovila,” said Ben Mcfarland, Benefits Specialist at ClearTrack HR. “It calculates the project dates and removes the guesswork. Not only is dependency assigning easy now, but Moovila also shows you how well your project is built by scoring it and, if you are not hitting your deadlines, it comes to your rescue by highlighting what needs to be fixed.”

Mike Psenka, founder and CEO of Moovila, added, “There’s significant room for error when bringing on new customers, streamlining processes, and optimizing efficiencies. It is critical that companies begin to shift to automation to transform these methodologies to ensure success. Through Moovila, ClearTrack HR can connect brokers and carriers and promise clients an exceptional, flawless experience every time.”

Psenka commented that more organizations are demanding the ability to score their project plans, creating significant opportunities for Moovila with its unique scoring and risk remediation tools. Built upon a mathematically engineered system designed to ensure any user can consistently produce accurate projects – regardless of complexity and without the need for certifications – Moovila delivers visibility into an actionable path to success.

Mcfarland added, “When it comes to benefits administration, we need to be able to confidently coordinate multiple touchpoints on a timely basis. Without reservation, I can say that Moovila delivers on its promises.”

About ClearTrack HR

We are a full-service employee benefit communication and enrollment solution provider, with a mission to provide a positive, seamless enrollment experience for HR staff and their employees. At ClearTrack HR, we assist companies by educating their employees about their benefit options and helping companies and employees alike make the most of their benefit investments. In addition to assisting with enrollments, we provide additional value add services to assist HR departments with easing their daily administrative burdens. These services include Call Center ​Concierge support for employees, Bill Management, Dependent Verification Audits, as well as offering FSA, HAS, HRA and Cobra Administration through their sister company, Driven125.

About Moovila
®

Moovila® connects people and work on the only AI-powered work management platform with the ability to eliminate risk and speed flawless execution. Moovila models and manages workflows while seamlessly integrating real-life capacity and schedules of the people and resources delivering the work. Complete with a built-in project manager, entire work ecosystems integrate the same data on a single platform with a clear visual path and project productivity scoring. For more information, visit moovila.com.



Note to editors: Trademarks and registered trademarks referenced herein remain the property of their respective owners.

Media Contact:
Jeanne Achille
The Devon Group for Moovila
[email protected]

The Stagwell Marketing Group Reports Strong Adjusted EBITDA Growth for the Three Months Ended March 31, 2021, in the Face of Another COVID-Impacted Quarter

The Stagwell Marketing Group Reports Strong Adjusted EBITDA Growth for the Three Months Ended March 31, 2021, in the Face of Another COVID-Impacted Quarter

GAAP Revenue decline of 1.8%, with Net Revenue growth of 4.8% Over First Quarter 2020, First Quarter 2021 Adjusted EBITDA up 10.2% over First Quarter 2020

Adjusting for Acquisitions and the Election Cycle, GAAP Revenue growth of 9.1%, Net Revenue growth of 5.4% and Adjusted EBITDA growth of 40.7%

FIRST QUARTER HIGHLIGHTS (AS REPORTED):

  • GAAP Revenue of $181.2 million as compared to $184.5 million in the first quarter of 2020, a decrease of 1.8%.

    • Declines in Digital – Content of $12.7 million and Communications, Public Affairs and Advocacy of $8.9 million; offset by growth in Digital – Marketing of $16.1 million and Research – Corporate of $4.3 million.
  • Net revenue of $158.1 million as compared to $150.8 million in the first quarter of 2020, an increase of 4.8%.

    • Double-digit growth across nearly all non-COVID impacted segments (e.g., Digital – Marketing, Research – Corporate, Communications, Public Affairs and Advocacy, and All Other) totaling $21.6 million that was partially offset by declines in COVID impacted segments (e.g., Digital – Content and Research – Technology) reporting aggregate declines of $14.4 million.
  • Net income of $4.6 million as compared to $12.5 million in the first quarter of 2020, a decrease of 63.2%.
  • Adjusted EBITDA of $23.8 million as compared to $21.6 million in the first quarter of 2020, an increase of 10.2%.

    • Adjusted EBITDA Margin of 13.2%, as compared to 11.7% in the first quarter of 2020.
  • Cash provided by operating activities of $5.8 million as compared to $8.0 million in the first quarter of 2020, a decrease of $2.2 million, or 27.5%.

ADJUSTED FIRST QUARTER HIGHLIGHTS:

Adjusting for acquisitions (by adding back pre-acquisitions results) and comparing our Communications, Public Affairs, and Advocacy segment to the results from 2019 (a political off-cycle year). These adjusted results are as follows:

  • GAAP Revenue of $181.2 million as compared to $166.2 million, an increase of 9.1%.
  • Net revenue of $158.1 million as compared to $150.0 million, an increase of 5.4%.

    • Double-digit growth across nearly all segments totaling $22.5 million that was partially offset by declines in COVID impacted travel and entertainment segments (e.g., Digital – Content and Research – Technology) reporting aggregate declines of $14.4 million.
  • Adjusted EBITDA was $23.8 million as compared to $16.9 million, an increase of 40.7%.

    • Adjusted EBITDA Margin on GAAP Revenue was 13.2%, which was an increase of 3.0%.
    • Adjusted EBITDA Margin on Net Revenue was 15.1%, which was an increase of 3.8%.

WASHINGTON–(BUSINESS WIRE)–
Stagwell Media LP, which has entered into a definitive transaction agreement to combine its businesses with MDC Partners (Nasdaq: MDCA), announced financial results for its holding company Stagwell Marketing Group LLC (“Stagwell” or the “Company”) for the three months ended March 31, 2021.

Stagwell Partner Jay Leveton stated, “Despite this being a non-political year and a very challenging environment for our travel and entertainment focused businesses, Stagwell delivered continued net revenue and Adjusted EBITDA growth in the first quarter. We expect the recovery of travel and entertainment to begin in earnest in Q2 with the successful rollout of the vaccines in the United States. The rest of the portfolio showed strong double-digit revenue and Adjusted EBITDA growth as our digital transformation & digital marketing, research for corporate and communications, public affairs, and advocacy offerings continue to resonate in the marketplace. We expect that momentum to continue through the remainder of 2021.”

“Stagwell achieved double-digit Adjusted EBITDA growth on an as reported basis in the first quarter of 2021 compared to first quarter of 2020. However, when comparing our Communications, Public Affairs, and Advocacy segment’s first quarter 2021 results against the first quarter of 2019, the most recent off-cycle period, and include pre-acquisition results, Stagwell reported 41% Adjusted EBITDA growth,” remarked Stagwell Chief Financial Officer Ryan Greene. “Adjusted EBITDA was in line with our internal expectations and consistent with our regular quarterly cadence and the seasonality in our business, which is always stronger in the back half of the calendar year given some of our services are driven by shopping, travel and off-cycle election work.”

Three Months Ended March 31, 2021 Results

Stagwell GAAP revenue declined $3.3 million, or 1.8%, to $181.2 million. This included organic revenue decline of $12.8 million, or 6.9%. Inorganic revenue was $9.7 million, and we recorded a foreign exchange impact on GAAP revenue of $0.1 million. Stagwell GAAP revenue includes third-party direct costs, which are expenses incurred with third-party vendors when Stagwell acts as the principal when performing services for its clients. Third-party direct costs were $23.2 million as compared to $33.7 million for the first quarter of 2020, which represents a decrease of $10.5 million or 31.3%, that was primarily due to decrease pass through costs related to political work recognized in the first quarter of 2020 that were not recognized in the first quarter of 2021.

Net revenue, after deducting third-party direct costs, was $158.1 million as compared to $150.8 million for the first quarter of 2020, which represents an increase of $7.2 million or 4.8%. This included an organic revenue decline of $1.9 million, or 1.3%. The decline was almost entirely attributable to a $13.4 million decline in our Digital – Content segment that includes our global travel marketing brand. However, this decline was largely offset by increases across all of our other segments totaling $11.4 million, which were led by our digital transformation, performance marketing and market research businesses. Inorganic revenue was $9.3 million where we continued to make certain strategic investments in digital transformation and strategic corporate communication businesses. We also recorded a foreign exchange impact on net revenue of $0.1 million.

Net income was $4.6 million as compared to net income of $12.5 million in the first quarter of 2020, a decrease of $7.9 million, or 63.2%. The decrease was due to increases in certain operating and non-operating expenses less the net revenue increase noted above. Our operating expenses increased $12.0 million, which consisted of $5.5 million of costs incurred to support net revenue growth, $3.9 million of non-cash deferred acquisition consideration expense, and $2.6 million of transaction expenses. Additionally, our non-operating expenses increased by $3.1 million, or 181.4%, which was due to foreign exchange gains recognized in the first quarter of 2020 that were not recognized in the first quarter of 2021.

Adjusted EBITDA was $23.8 million as compared to $21.6 million in the first quarter of 2020, an increase of $2.2 million, or 10.2%, driven by strong performance in Stagwell’s Digital – Marketing and Research – Corporate segments. In addition, Adjusted EBITDA margin was 13.2%, up from 11.7% in the first quarter of 2020.

Live Webcast

Management will host a live webcast on Wednesday, May 5, 2021, at 9:00 a.m. (ET) to discuss its first quarter results. Registration for the webcast can be completed by visiting the following website: https://kvgo.com/openexchange-inc/stagwell-group-earnings-call. A live audio webcast will be available online at www.stagwellgroup.com. During the live webcast, investors will be able to submit questions via chat for the live Q&A session.

A replay of the webcast will be available for on-demand listening shortly after the completion of the webcast, at the same web link.

About Stagwell Marketing Group

The Stagwell Marketing Group is the first and only independent, digital-first, and fully-integrated organization of size & scale servicing brands across the continuum of marketing services. Collaborative by design, Stagwell is not weighed down by legacy points of view and its people are united in their desire to innovate, evolve, grow and deliver superior results for their clients. Stagwell’s high growth brands include experts in four categories: digital transformation and marketing, research and insights, marketing communications, and content and media. Stagwell Media LP (“Stagwell Media), is a private equity fund that owns all interests in Stagwell Marketing Group LLC through a wholly owned holding company named Stagwell Marketing Group Holdings LLC. Stagwell Media, Stagwell Marketing Group LLC and its businesses are managed by The Stagwell Group, a registered investment advisor. The address of Stagwell is 1808 Eye Street, Floor 6, Washington, D.C., 20006. As of the date hereof, Stagwell Media and its affiliates beneficially own 50,000 series 6 preference shares (representing 100% of the outstanding Series 6 preference shares) and 14,425,714 Class A shares (representing 19.8% of the outstanding Class A shares) of MDC.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements. The forward-looking statements included in this press release have been prepared by, and are the responsibility of, Stagwell management. The independent auditors of Stagwell, nor any other independent accountants, have compiled, examined, or performed any procedures with respect to the prospective financial information contained within, nor have they expressed any opinion or any other form of assurance on such information or its achievability, and they assume no responsibility for, and disclaim any association with, the forward-looking statements. Statements in this presentation that are not historical facts, and statements about the Company’s beliefs and expectations, earnings (loss) guidance, recent business and economic trends, potential acquisitions, and estimates ​of amounts for redeemable noncontrolling interests and deferred acquisition consideration, constitute forward-looking statements. Words such as “estimates,” “expects,” “contemplates,” ​“will,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “forecasts,” “may,” “should,” and variations of such words or similar expressions are intended to identify forward-looking statements. These statements are based on current plans, estimates and projections, and are subject to change based on a number of factors, including those outlined below. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update publicly any of them in light of new information or future events, if any.​

Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statements. Such risk factors include, but are not limited to, the following:​

  • risks associated with international, national and regional unfavorable economic conditions that could affect the Company or its clients, including as a result of the novel coronavirus pandemic (“COVID-19”);​
  • the effects of the outbreak of COVID-19, including the measures to reduce its spread, and the impact on the economy and demand for our services, which may precipitate or exacerbate other risks and uncertainties;​
  • developments involving the proposed transaction with MDC to enter into a business combination with the Stagwell Marketing Group, LLC (the “Proposed Transaction”), ​the anticipated benefits of the Proposed Transaction; the likelihood of the Proposed Transaction being completed; the anticipated outcome of the Proposed Transaction; the tax impact of the Proposed Transaction on MDC and shareholders of MDC; the timing of the shareholder meeting to approve the Proposed Transaction (the “Special Meeting”); the shareholder approvals required for the Proposed Transaction; regulatory and stock exchange approval of the Proposed Transaction; and the timing of the implementation of the Proposed Transaction;​
  • the Company’s ability to attract new clients and retain existing clients;​
  • reduction in client spending and changes in client advertising, marketing and corporate communications requirements;​
  • financial failure of the Company’s clients;​
  • the Company’s ability to retain and attract key employees;​
  • the Company’s ability to achieve the full amount of its stated cost saving initiatives;​
  • the Company’s implementation of strategic initiatives;​
  • the Company’s ability to remain in compliance with its debt agreements and the Company’s ability to finance its contingent payment obligations when due and payable, ​including but not limited to those relating to redeemable noncontrolling interests and deferred acquisition consideration;​
  • the successful completion and integration of acquisitions which complement and expand the Company’s business capabilities; and​
  • foreign currency fluctuations.​

Investors should carefully consider these risk factors, other risk factors described herein, and the additional risk factors outlined in more detail in MDC’s initial Form S-4, filed with the Securities and Exchange Commission (the “SEC”) on February 8, 2021, Amendment No.1 filed on March 29, 2021, Amendment No.2 filed on April 22, 2021, and Amendment No.3 filed on April 30, 2021, all of which are accessible on the SEC’s website at www.sec.gov.

Cautionary Statement Regarding Estimated Results

The quarterly results presented in these materials for the 2021 and 2020 period are based on calculations or figures prepared internally. Therefore, the results presented in this press release for the three months ended March 31, 2021, including the non-GAAP reconciliation tables are estimates only, subject to revision and accordingly should not be relied upon and are not indicative of the results for the full year. For more information regarding factors that could cause actual results to differ from those described above, please see “Cautionary Statement Regarding Forward-Looking Statements”.

Non-GAAP Financial Measures

Stagwell has included in this press release certain financial results that the Securities and Exchange Commission defines as “non-GAAP financial measures.” Management believes that such non-GAAP financial measures, when read in conjunction with the Company’s reported results, can provide useful supplemental information for investors analyzing period to period comparisons of the Company’s results. Such non-GAAP financial measures include the following:

Net Revenue: “Net Revenue” isGAAP Revenue adjusted to exclude certain third-party direct costs when the Company acts as principal for the services rendered in the client arrangement.

Inorganic Revenue: “Inorganic Revenue” consists of (i) for acquisitions during the current year, the revenue effect from such acquisitions as if the acquisition had been owned during the equivalent period in the prior year and (ii) for acquisitions during the previous year, the revenue effect from such acquisitions as if they had been owned during that entire year (or same period as the current reportable period), taking into account their respective pre-acquisition revenues for the applicable periods.​

Organic Revenue​: Organic revenue is calculated by subtracting both the foreign exchange and acquisition (disposition) components from total revenue. “Organic revenue growth” and “organic revenue decline” refers to the positive or negative changes in revenue that were not attributable to the effects of foreign exchange or acquired run rate revenue from acquisitions. The organic revenue growth (decline) component reflects the constant currency impact of (a) the change in revenue of the Company’s Brands that have been held throughout each of the comparable periods presented, and (b) inorganic revenue.

Adjusted EBITDA: Adjusted EBITDA is a non-GAAP financial measure that represents net income adjusted for (a) interest expense, (b) provision for income taxes, (c) depreciation and amortization expense, (d) other income (expenses), (e) equity in earnings (losses) of unconsolidated affiliates, (f) deferred acquisition consideration adjustments, and (g) other items, net. Other items, net includes items such as acquisition-related expenses, other non-recurring items and other restructuring costs.

Included in the Company’s press release and supplemental management presentation are tables reconciling Stagwell’s GAAP results to arrive at certain of these non-GAAP financial measures.

No Offer or Solicitation

This communication does not constitute an offer to buy or exchange, or the solicitation of an offer to sell or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This communication is not a substitute for any prospectus, proxy statement or any other document that MDC or a newly-formed company (“New MDC”) may file with the SEC in connection with the Proposed Transaction. No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted.

No offering of securities shall be made except by means of a prospectus meeting the requirements of the U.S. Securities Act of 1933, as amended. The Proposed Transaction and distribution of this document may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction.

Additional Information and Where to Find It

In connection with the Proposed Transaction, MDC and New MDC have filed with the SEC a registration statement on Form S-4 (the “Form S-4”) on February 8, 2021, as amended on March 29, 2021, April 22, 2021 and April 30, 2021, that includes a proxy statement of MDC (together with the Form S-4, the “Proxy Statement/Prospectus”). This communication is not a substitute for the Proxy Statement/Prospectus or any other document MDC may file with the SEC in connection with the Proposed Transaction. When available, MDC will mail the Proxy Statement/Prospectus to its shareholders in connection with the votes to approve certain matters in connection with the Proposed Transaction.

INVESTORS AND SECURITYHOLDERS OF MDC ARE URGED TO READ CAREFULLY THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION IN ITS/THEIR ENTIRETY (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) OR ANY DOCUMENTS WHICH ARE INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. You may obtain, free of charge, copies of the Proxy Statement/Prospectus and other relevant documents filed by MDC or New MDC with the SEC, at the SEC’s website at www.sec.gov. In addition, investors and securityholders are able to obtain free copies of the Proxy Statement/Prospectus and other relevant documents filed by MDC or New MDC with the SEC and from MDC’s website at http://www.mdc-partners.com.

The URLs in this announcement are intended to be inactive textual references only. They are not intended to be active hyperlinks to websites. The information on such websites, even if it might be accessible through a hyperlink resulting from the URLs or referenced herein, is not and shall not be deemed to be incorporated into this announcement. No assurance or representation is given as to the suitability or reliability for any purpose whatsoever of any information on such websites.

Participants in the Solicitation

MDC, New MDC and their respective directors and executive officers and other members of management and employees, may be deemed to be participants in the solicitation of proxies from MDC’s shareholders with respect to the approvals required to complete the Proposed Transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the Proposed Transaction, by security holdings or otherwise, is set forth in the Proxy Statement/Prospectus filed with the SEC. Information regarding MDC’s directors and executive officers is set forth in the definitive proxy statement on Schedule 14A filed by MDC with the SEC on May 26, 2020 and in the Annual Report on Form 10-K filed by MDC with the SEC on March 16, 2021. Additional information regarding the interests of participants in the solicitation of proxies in respect of the Special Meeting is included in the Proxy Statement/Prospectus filed with the SEC. These documents are available to the shareholders of MDC free of charge from the SEC’s website at www.sec.gov and from MDC’s website at www.mdc-partners.com.

You must not construe the contents of this document as legal, tax, regulatory, financial, accounting or other advice, and you are urged to consult with your own advisors with respect to legal, tax, regulatory, financial, accounting and other consequences of the Proposed Transaction, the suitability of the Proposed Transaction for you and other relevant matters concerning the Proposed Transaction.

SCHEDULE 1

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

Three Months Ended March 31,

(in thousands)

 

2021

 

2020

Net Revenue(1)

$

158,074

$

150,833

Third-party direct costs

 

23,168

 

33,710

Revenue

 

181,242

 

184,543

 

 

 

 

 

Operating expenses:

 

 

 

 

Cost of services sold

 

111,999

 

120,758

Office and general expenses

 

52,278

 

43,272

Depreciation and amortization

 

10,950

 

9,756

Total operating expenses

 

175,227

 

173,786

 

 

 

 

 

Operating income

 

6,015

 

10,757

 

 

 

 

 

Other expenses, net:

 

 

 

 

Interest expense, net

 

(1,351)

 

(911)

Other income, net

 

608

 

3,027

Income before taxes and equity in earnings of unconsolidated affiliates

 

5,272

 

12,873

Provision for income taxes

 

(673)

 

(459)

Income before equity in earnings of unconsolidated affiliates

 

4,599

 

12,414

Equity in earnings of unconsolidated affiliates

 

4

 

79

Net income

 

4,603

 

12,493

Less: Net income attributable to noncontrolling interests

 

1,153

 

1,138

Less: Net loss attributable to redeemable noncontrolling interests

 

(915)

 

(692)

Net income attributable to Stagwell Media LP

$

4,365

$

12,047

(1)

 

Net Revenue: GAAP Revenue adjusted to exclude certain third-party direct costs when we act as a principal for the services rendered in the client arrangement.

Note: Actuals may not foot due to rounding.

SCHEDULE 2

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED REVENUE RECONCILIATION

 

GAAP REVENUE

Three Months Ended

(in thousands, except percentages)

Revenue $

 

% Change

March 31, 2020

$

184,543

Organic revenue (1)

(12,813)

 

 

(6.9)%

 

Inorganic revenue

9,660

 

 

5.2%

 

Foreign exchange impact

(148)

(0.1)%

 

Total change

(3,301)

(1.8)%

 

March 31, 2021

$

181,242

NET REVENUE (2)

Three Months Ended

(in thousands, except percentages)

Revenue $

 

% Change

March 31, 2020

$

150,833

 

 

 

Organic revenue (1)

(1,949)

 

 

(1.3)%

 

Inorganic revenue

9,338

 

 

6.2%

 

Foreign exchange impact

(148)

 

 

(0.1)%

 

Total change

7,241

 

 

4.8%

 

March 31, 2021

$

158,074

 

 

 

(1)

 

“Organic revenue growth” and “organic revenue decline” refer to the positive or negative results, respectively, of subtracting both the foreign exchange and inorganic components from total revenue growth. The organic revenue growth (decline) component reflects the constant currency impact of (a) the change in revenue of the Company’s Brands that have been held throughout each of the comparable periods presented, and (b) “inorganic revenue”.

(2)

 

Net Revenue: GAAP Revenue adjusted to exclude certain third-party costs when we act as a principal for the services rendered in the client arrangement.

Note: Actuals may not foot due to rounding.

SCHEDULE 3

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED MANAGEMENT ADJUSTED RESULTS

 

MANAGEMENT ADJUSTED RESULTS – GAAP REVENUE

Pro Forma

Consolidated

Company

Adjustments

Management

Adjusted

Consolidated

Company

Communications, Public Affairs and Advocacy

(in thousands)

Three Months Ended

March 31, 2020 – Pro

Forma

Three Months Ended

March 31, 2019 – Pro

Forma

 

 

 

 

 

March 31, 2020 – Management Adjusted

$ 194,061

$ (54,422)

$ 26,523

$ 166,162

 

 

 

 

 

Organic revenue (1)

(12,671)

11,122

16,777

15,228

Foreign exchange impact

(148)

(148)

Total change

(12,819)

11,122

16,777

15,080

 

 

 

 

 

March 31, 2021

$ 181,242

$ (43,300)

43,300

$ 181,242

MANAGEMENT ADJUSTED RESULTS – NET REVENUE (2)

Pro Forma

Consolidated

Company

Adjustments

Management

Adjusted

Consolidated

Company

Communications, Public Affairs and Advocacy

(in thousands)

Three Months Ended

March 31, 2020 – Pro

Forma

Three Months Ended

March 31, 2019 – Pro

Forma

 

 

 

 

 

March 31, 2020 – Management Adjusted

$ 160,029

$ (28,568)

$ 18,534

$ 149,995

 

 

 

 

 

Organic revenue (1)

(1,807)

(512)

10,546

8,227

Foreign exchange impact

(148)

(148)

Total change

(1,955)

(512)

10,546

8,079

 

 

 

 

 

March 31, 2021

$ 158,074

$ (29,080)

29,080

$ 158,074

MANAGEMENT ADJUSTED RESULTS – ADJUSTED EBITDA (2)

Pro Forma

Consolidated

Company

Adjustments

Management

Adjusted

Consolidated

Company

Communications, Public Affairs and Advocacy

(in thousands)

Three Months Ended

March 31, 2020 – Pro

Forma

Three Months Ended

March 31, 2019 – Pro

Forma

 

 

 

 

 

March 31, 2020 – Management Adjusted

$ 23,474

$ (10,482)

$ 3,954

$ 16,946

Total change

368

10,482

(3,954)

6,896

March 31, 2021

$ 23,842

$ –

$ –

$ 23,842

 

 

 

 

 

(1) 

 

“Organic revenue growth” and “organic revenue decline” refer to the positive or negative results, respectively, of subtracting both the foreign exchange and inorganic components from total revenue growth. The organic revenue growth (decline) component reflects the constant currency impact of (a) the change in revenue of the Company’s Brands that have been held throughout each of the comparable periods presented, and (b) “inorganic revenue”.

(2)

 

Net Revenue: Pro Forma GAAP Revenue adjusted to exclude certain third-party costs when we act as a principal for the services rendered in the client arrangement.

Note: Actuals may not foot due to rounding.

SCHEDULE 4

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

(in thousands)

 

March 31,

2021

(Unaudited)

 

December 31,

2020

ASSETS

 

 

 

 

Current assets:

 

 

 

 

Cash, cash equivalents and restricted cash

$

53,784

$

92,457

Accounts receivable, net

 

166,492

 

225,733

Expenditures billable to clients

 

16,445

 

11,063

Other current assets

 

37,890

 

36,433

Total current assets

 

274,611

 

365,686

Investments

 

2,456

 

14,256

Property and equipment, net

 

36,677

 

35,614

Goodwill

 

351,571

 

351,725

Intangible assets, net

 

178,096

 

186,035

Right-of-use assets – operating leases

 

52,642

 

57,752

Other assets

 

2,768

 

2,787

Total assets

$

898,821

$

1,013,855

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable

$

79,479

$

147,826

Accruals and other liabilities

 

86,400

 

89,562

Current maturities of long-term debt

 

745

 

994

Advanced billings

 

67,444

 

66,418

Current portion of operating lease liabilities

 

19,299

 

19,579

Current portion of deferred acquisition consideration

 

5,610

 

12,579

Total current liabilities

 

258,977

 

336,958

Long-term debt, net

 

183,698

 

198,024

Long-term portion of deferred acquisition consideration

 

9,075

 

5,268

Lease liabilities – operating leases

 

48,134

 

52,606

Deferred tax liabilities, net

 

15,901

 

16,050

Other liabilities

 

7,775

 

5,802

Total liabilities

 

523,560

 

614,708

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

Redeemable noncontrolling interest

 

89

 

604

 

 

 

 

 

Member’s equity

 

345,122

 

358,756

Noncontrolling interest

 

30,050

 

39,787

Total equity

 

375,172

 

398,543

Total liabilities, redeemable noncontrolling interest and equity

$

898,821

$

$ 1,013,855

SCHEDULE 5

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED SUMMARY CASH FLOW DATA

 

 

 

Three Months Ended March 31,

(in thousands)

 

2021

 

2020

Net cash provided by operating activities

$

5,771

$

7,968

Net cash used in investing activities

 

(3,311)

 

(4,358)

Net cash (used in) provided by financing activities

 

(41,142)

 

80,019

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

9

 

989

Net increase in cash, cash equivalents and restricted cash

 

(38,673)

 

84,618

Cash, cash equivalents and restricted cash at beginning of period

 

92,457

 

63,860

Cash, cash equivalents and restricted cash at end of period

$

53,784

$

148,478

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

Cash interest paid

$

(2,361)

$

(1,871)

Income taxes paid

 

(928)

 

(2,105)

Non-cash investing and financing activities:

 

 

 

 

Acquisitions of business

 

 

(23,720)

Unrealized gain on investments

 

 

1,376

Contributions by Stagwell Media LP

 

10,268

 

18,920

Distributions to Stagwell Media LP

 

(13,000)

 

Payment of deferred acquisition consideration

 

(7,080)

 

SCHEDULE 6

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA

 

 

Three Months Ended March 31,

(in thousands)

 

2021

 

2020

Net income

$

4,603

$

12,493

Equity in earnings of unconsolidated affiliates

 

(4)

 

(79)

Provision for income taxes

 

673

 

459

Other income, net

 

(608)

 

(3,027)

Interest expense, net

 

1,351

 

911

Depreciation and amortization

 

10,950

 

9,756

Deferred acquisition consideration adjustments

 

3,936

 

Other items, net

 

2,941

 

1,118

Adjusted EBITDA

$

23,842

$

21,631

Note: Actuals may not foot due to rounding.

SCHEDULE 7

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED RECONCILIATION OF COMPONENTS OF NON-GAAP MEASURES

 

 

2020

 

2021

(in thousands)

Q1

Q2

Q3

Q4

YTD

 

Q1

INORGANIC GAAP REVENUE

 

 

 

 

 

 

 

GAAP Revenue

$ 184,543

$ 162,330

$ 228,097

$ 313,062

$ 888,032

 

$ 181,242

Less: Organic GAAP revenue for the period

(154,822)

(140,923)

(216,959)

(299,785)

812,488

 

(171,435)

Foreign exchange impact

(847)

188

760

478

579

 

(147)

Inorganic GAAP Revenue

$ 28,874

$ 21,595

$ 11,898

$ 13,755

$ 76,123

 

$ 9,660

 

 

 

 

 

 

 

 

INORGANIC NET REVENUE

 

 

 

 

 

 

 

GAAP revenue

$ 184,543

$ 162,330

$ 228,097

$ 313,062

$ 888,032

 

$ 181,242

Third-party direct costs

(33,710)

(31,971)

(75,238)

(113,882)

(254,801)

 

(23,168)

Net revenue

150,833

130,359

152,859

199,180

633,231

 

158,074

Less: Organic Net revenue for the period

(125,733)

(112,795)

(142,289)

(186,472)

(567,289)

 

(148,589)

Foreign exchange impact

(847)

188

760

478

579

 

(147)

Inorganic Net Revenue

$ 24,253

$ 17,752

$ 11,330

$ 13,186

$ 66,521

 

$ 9,338

 

 

 

 

 

 

 

 

OTHER ITEMS, NET

 

 

Acquisition-related expenses ​

$ 657​

$ 478​

$ 461​

$ 9,393 ​

$ 10,988

 

$ 2,646

Other non-recurring items​

– ​

– ​

– ​

– ​

– ​

 

295

Other restructuring costs​

470​

865​

94​

1,489 ​

2,918 ​

 

Total other items, net

$ 1,127​

$ 1,343

$ 555​

$ 10,882

$ 13,906 ​

 

$ 2,941

 

 

 

 

 

 

 

 

CASH INTEREST, NET & OTHER

 

 

 

 

 

 

 

Cash interest paid​

$ 1,871 ​

$ 2,619 ​

$ 2,798 ​

$ 1,999 ​

$ 9,287 ​

 

$ 2,361

Interest income​

317 ​

225 ​

232 ​

234 ​

1,008 ​

 

200

Total cash interest, net & other

$ 2,188

$ 2,844

$ 3,030

$ 2,233

$ 10,295

 

$ 2,561

 

 

 

 

 

 

 

 

CAPITAL EXPENDITURES, NET

 

 

 

 

 

 

 

Capital expenditures

$ 2,663

$ 2,654

$ 3,660

$ 3,122

$ 12,099

 

$ 3,311

 

 

 

 

 

 

 

 

MISCELLANEOUS OTHER DISCLOSURES

 

 

 

 

 

 

 

Net income attributable to noncontrolling interest​

$ 1,138 ​

$ 1,671 ​

$ 4,522​

$ 10,900 ​

$ 18,231 ​

 

$ 1,153

Net loss attributable to redeemable noncontrolling interest​

(692)​

(1,097)​

(908)​

(429)​

(3,126)​

 

(915)

Cash taxes​

2,105 ​

(795)​

2,308 ​

7,096 ​

10,714

 

928

Note: Actuals may not foot due to rounding.

SCHEDULE 8

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED RECONCILIATION OF CONSOLIDATED PRO FORMA RESULTS

 

 

Three Months Ended March 31, 2020

(in thousands)

Historical Consolidated

Company

2020 Acquisitions(1)

Pro Forma

Consolidated

Company

GAAP REVENUE

 

 

 

Digital – Marketing

$ 50,548

$ 7,335

$ 57,883

Digital – Content

40,701

40,701

Research – Technology

16,310

16,310

Research – Corporate

12,314

12,314

Communications, Public Affairs and Advocacy

52,239

2,183

54,422

All Other

12,431

12,431

Total

$ 184,543

$ 9,518

$ 194,061

 

 

 

 

 

Three Months Ended March 31, 2020

(in thousands)

Historical Consolidated

Company

2020 Acquisitions(1)

Pro Forma

Consolidated

Company

NET REVENUE

 

 

 

Digital – Marketing

$ 50,541

$ 7,334

$ 57,875

Digital – Content

36,139

36,139

Research – Technology

16,186

16,186

Research – Corporate

12,300

12,300

Communications, Public Affairs and Advocacy

26,706

1,862

28,568

All Other

8,961

8,961

Total

$ 150,833

$ 9,197

$ 160,029

 

 

 

 

 

Three Months Ended March 31, 2020

(in thousands)

Historical Consolidated

Company

2020 Acquisitions(1)

Pro Forma

Consolidated

Company

ADJUSTED EBITDA

 

 

 

Digital – Marketing

$ 5,971

$ 1,456

$ 7,427

Digital – Content

988

988

Research – Technology

3,788

3,788

Research – Corporate

1,180

1,180

Communications, Public Affairs and Advocacy

10,095

387

10,482

All Other

(184)

(184)

Corporate

(207)

(207)

Total

$ 21,631

$ 1,843

$ 23,474

 

 

 

 

(1)

 

Represents results of our acquired businesses for the respective period prior to acquisition by the Company.

Note: Actuals may not foot due to rounding.

SCHEDULE 9

STAGWELL MARKETING GROUP LLC AND SUBSIDIARIES

UNAUDITED RECONCILIATION OF CONSOLIDATED PRO FORMA RESULTS

 

 

Three Months Ended March 31, 2019

(in thousands)

Historical

Consolidated

Company

2019

Acquisitions(1)

2020

Acquisitions(1)

Pro Forma

Consolidated

Company

GAAP REVENUE

 

 

 

 

Digital – Marketing

$ 49,855

$ 5,488

$ 6,536

$ 61,879

Digital – Content

23,183

30,773

53,956

Research – Technology

13,728

13,728

Research – Corporate

12,562

12,562

Communications, Public Affairs and Advocacy

22,520

4,003

26,523

All Other

8,368

8,368

Total

$ 130,216

$ 36,261

$ 10,539

$ 177,016

 

 

 

 

 

 

Three Months Ended March 31, 2019

(in thousands)

Historical

Consolidated

Company

2019

Acquisitions(1)

2020

Acquisitions(1)

Pro Forma

Consolidated

Company

NET REVENUE

 

 

 

 

Digital – Marketing

$ 49,446

$ 5,336

$ 6,536

$ 61,318

Digital – Content

23,183

23,769

46,952

Research – Technology

13,649

13,649

Research – Corporate

12,506

12,506

Communications, Public Affairs and Advocacy

14,947

3,587

18,534

All Other

8,366

8,366

Total

$ 122,097

$ 29,105

$ 10,123

$ 161,325

 

 

 

 

 

 

Three Months Ended March 31, 2019

(in thousands)

Historical

Consolidated

Company

2019

Acquisitions(1)

2020

Acquisitions(1)

Pro Forma

Consolidated

Company

ADJUSTED EBITDA

 

 

 

 

Digital – Marketing

$ 6,917

$ 1,073

$ 1,026

$ 9,016

Digital – Content

2,213

2,014

4,227

Research – Technology

3,064

3,064

Research – Corporate

1,699

1,699

Communications, Public Affairs and Advocacy

3,029

926

3,954

All Other

257

257

Corporate

344

344

Total

$ 17,523

$ 3,087

$ 1,952

$ 22,561

 

 

 

 

 

(1)

 

Represents results of our acquired businesses for the respective period prior to acquisition by the Company.

Note: Actuals may not foot due to rounding.

 

Beth Lester Sidhu

[email protected]

202-423-4414

KEYWORDS: United States North America District of Columbia

INDUSTRY KEYWORDS: Marketing Advertising Communications Social Media Search Engine Marketing Public Relations/Investor Relations

MEDIA:

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Cerecor Doses First Patient in a Phase 1b Proof-of-Concept Clinical Trial of CERC-007 for the Treatment of Adult Onset Still’s Disease

  • Initial data anticipated in the third quarter of 2021
  • Top-line data from the ongoing Phase 1b proof of concept
    clinical
    trial in
    relapsed or refractory
    multiple myeloma patients
    anticipated
    in the second half of 2021        

ROCKVILLE, Md. and CHESTERBROOK, Pa., May 05, 2021 (GLOBE NEWSWIRE) — Cerecor Inc. (NASDAQ: CERC), a biopharmaceutical company focused on becoming a leader in development and commercialization of treatments for rare and orphan diseases, today announced that it has dosed its first patient in a Phase 1b open-label dose-escalation clinical trial of CERC-007 in patients with adult onset Still’s disease (AOSD). The Company anticipates initial data to be reported in the third quarter of 2021.

CERC-007 is a high affinity, fully human anti-IL-18 monoclonal antibody (mAb). IL-18 has been demonstrated to have a key role as a marker of disease activity and its concentration correlates with disease severity in AOSD patients. Proof-of-concept of anti-IL-18 therapy has been demonstrated, establishing the clinical utility of this mechanism for patients with AOSD1.

“We are
pleased
to announce that we have dosed the first
AOSD
patient
with
CERC-007
. AOSD is a rare auto-inflammatory disease associated with fever, rash, pharyngitis, arthritis, liver disease, and increased ferritin. The initiation of this trial is a critical step toward addressing
the
urgent unmet need for a treatment option
,” said H. Jeffrey Wilkins, MD, Chief Medical Officer of Cerecor.

The Phase 1b clinical trial (NCT04752371) is a global multi-center, open-label trial of CERC-007 that will enroll approximately 12 subjects with active adult onset Still’s disease. The primary objective of the study will be to determine the safety and tolerability of CERC-007 in AOSD patients. Key secondary endpoints include assessing pharmacokinetic profile of CERC-007 and determining the effect of CERC-007 on systemic clinical manifestations and systemic markers of inflammation in subjects with AOSD.

More information about this study and general information about participating in clinical trials can be found at clinicaltrials.gov and on our website at www.cerecor.com.

About
Adult Onset
Still’s
Disease

Adult onset Still’s disease is a rare inflammatory disorder affecting approximately 3,500 – 7,000 patients in the U.S.2 and approximately 3,400 – 6,900 patients in Europe2. Symptoms include fever, rash, pharyngitis, arthritis, liver disease, and increased ferritin. Approximately 40% of AOSD patients have severe chronic disease2.

About CERC-007

CERC-007 is a high affinity, fully human monoclonal antibody targeting the proinflammatory cytokine IL-18. It is in development for multiple auto-immune diseases, including Still’s disease (adult onset Still’s disease (AOSD) and systemic juvenile idiopathic arthritis (sJIA)), and multiple myeloma (MM).

About Cerecor

Cerecor is a biopharmaceutical company focused on becoming a leader in the development and commercialization of treatments for rare and orphan diseases.  The company is advancing its clinical-stage pipeline of innovative therapies that address unmet patient needs within rare and orphan diseases.  The company’s rare disease pipeline includes CERC-801, CERC-802 and CERC-803, which are in development for congenital disorders of glycosylation and CERC-006, an oral mTORc1/c2 inhibitor in development for the treatment of complex lymphatic malformations. The company is also developing two monoclonal antibodies, CERC-002, and CERC-007.  CERC-002 targets the cytokine LIGHT (TNFSF14) and is in clinical development for treatment of severe pediatric-onset Crohn’s disease, and COVID-19 acute respiratory distress syndrome.  CERC-007 targets the cytokine IL-18 and is in clinical development for the treatment of Still’s disease (adult onset Still’s disease (AOSD) and systemic juvenile idiopathic arthritis (sJIA)), and multiple myeloma (MM).  CERC-006, 801, 802 and 803 have all received Orphan Drug Designation and Rare Pediatric Disease Designation, which makes all four eligible for a priority review voucher upon FDA approval.

For more information about Cerecor, please visit www.cerecor.com.

Forward-Looking Statements

This press release may include forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond Cerecor’s control), which could cause actual results to differ from the forward-looking statements. Such statements may include, without limitation, statements with respect to Cerecor’s plans, objectives, projections, expectations and intentions and other statements identified by words such as “projects,” “may,” “might,” “will,” “could,” “would,” “should,” “continue,” “seeks,” “aims,” “predicts,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “potential,” or similar expressions (including their use in the negative), or by discussions of future matters such as: the development of product candidates or products; timing and success of trial results and regulatory review; potential attributes and benefits of product candidates; and other statements that are not historical. These statements are based upon the current beliefs and expectations of Cerecor’s management but are subject to significant risks and uncertainties, including: drug development costs, timing and other risks, including reliance on investigators and enrollment of patients in clinical trials, which might be slowed by the COVID-19 pandemic; regulatory risks; Cerecor’s cash position and the potential need for it to raise additional capital; general economic and market risks and uncertainties, including those caused by the COVID-19 pandemic; and those other risks detailed in Cerecor’s filings with the Securities and Exchange Commission. Actual results may differ from those set forth in the forward-looking statements. Except as required by applicable law, Cerecor expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Cerecor’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

For media and investor inquiries

Chris Brinzey
Westwicke, an ICR Company
[email protected]
339-970-2843

or

Schond L. Greenway
Investor Relations
Chief Financial Officer
Cerecor Inc.
[email protected]
610-522-6200

1 Gabay C, Fautrel B, Rech J, et al. Open-label, multicentre, dose-escalating phase II clinical trial on the safety and efficacy of tadekinig alfa (IL-18BP) in adult-onset Still’s disease. Ann Rheum Dis. 2018 Jun;77(6):840-847.

2 Gerfaud-Valentin M, Jamilloux Y, Iwaz J, Sève P. Adult-onset Still’s disease. Autoimmun Rev. 2014;13(7):708-22.



Heritage Cannabis Announces Launch of ArthroCBD in the United States

Heritage Cannabis Announces Launch of ArthroCBD in the United States

ArthroCBD is a line of scientifically proven softgel capsules formulated using the patented VESIsorb® technology

TORONTO–(BUSINESS WIRE)–Heritage Cannabis Holdings Corp. (CSE: CANN) (OTCQX: HERTF) (“Heritage” or the “Company”), today announced the launch of ArthroCBD, an innovative hemp brand created to provide a solution to those seeking symptomatic relief. The new product, available for purchase on arthrocbd.com, is backed by unmatched scientific clinical data published in a peer reviewed journal.

ArthroCBD is a softgel capsule with 25 mg of CBD and 6 mg of Beta caryophyllene, and is formulated using VESIsorb®, which provides dramatically improved absorption versus competitive oral CBD products on the market. These absorption levels result in rapid onset of action and long lasting relief. ArthroCBD also has all traces of THC removed to avoid the problematic adverse effects people can get from many other hemp based products.

“We are excited to launch our clinically tested ArthroCBD softgel capsules for those seeking daily relief from physical strain. Physicians, pharmacists, and other health care practitioners all want the same thing – to provide the best treatment for patients with the least side effects. ArthroCBD now provides that option with a highly effective hemp based CBD product,” said Umar Syed, President, Medical Products. “Carefully formulated CBD with pharmaceutical technology, high quality tested ingredients, and clinical testing to prove product performance is a logical step in the evolution of hemp based CBD products. Our focus is to finally provide patients and the medical and healthcare communities with products based on credible data that they can trust to work well and safely.”

With more than three decades of experience in pharmaceutical medicine and OTC consumer marketing, Heritage’s team is bringing products to market to help many segments of the population suffering from chronic ailments. The Company’s U.S. products use VESIsorb®, a proven technology that helps boost the performance of pharmaceutical and wellness products. VESIsorb® dramatically improves the stability, reliable high absorption, rapid onset of action of products and is backed by a robust body of supporting scientific evidence spanning several decades.

The ArthroCBD launch marks the first of a pipeline of over 7 new medicinal hemp based CBD product offerings planned by Heritage.

About Heritage Cannabis Holdings Corp.

Heritage is a leading cannabis products company operating two licensed manufacturing facilities in Canada and offering innovative products to both the medical and recreational legal cannabis markets in Canada and US. The company has an extensive portfolio of high quality cannabis products under the brands Purefarma, Pura Vida, RAD, Premium 5, feelgood. and ArthroCBD.

ON BEHALF OF THE BOARD OF DIRECTORS OF HERITAGE CANNABIS HOLDINGS CORP.

“Clint Sharples”

Clint Sharples

CEO

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.

Kelly Castledine

Tel: 647-660-2560

[email protected]

KEYWORDS: United States North America Canada

INDUSTRY KEYWORDS: Alternative Medicine Retail Health Agriculture Natural Resources Specialty Pharmaceutical

MEDIA:

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Superior Reports First Quarter 2021 Financial Results

Superior Reports First Quarter 2021 Financial Results

Portfolio accelerating growth above market;

Strong execution driving profitability 

First Quarter 2021 Financial Highlights:

  • Net sales of $358M; Value-Added Sales Adj. for FX1 of $198M, a 17%2 increase YoY
  • Portfolio delivered 11% Content per Wheel1 growth; growth over market of 19%2
  • Net income of $13M
  • Adjusted EBITDA1 increased 39% YoY to $55M; margin expanded 330 bps3
  • Funded debt decreased to $630M and Net Debt1 to $477M
  • Cash from operations of $18M; Free Cash Flow1 of $3M

SOUTHFIELD, Mich.–(BUSINESS WIRE)–Superior Industries International, Inc. (“Superior” or the “Company”) (NYSE:SUP), one of the world’s leading light vehicle aluminum wheel suppliers for OEMs and the European aftermarket, today reported financial results for the first quarter ended March 31, 2021.

($ in millions, units in thousands) Three Months

1Q 2021

1Q 2020

Units
North America

 

2,453

 

2,219

Europe

 

2,062

 

2,088

Global

 

4,515

 

4,307

 
Net Sales
North America

$

192.0

$

155.6

Europe

 

166.2

 

145.5

Global

$

358.2

$

301.1

 
Value-Added Sales (1)
North America

$

101.7

$

79.9

Europe

 

105.6

 

90.2

Global

$

207.3

$

170.1

“Our team delivered impressive results in a rapidly shifting environment as we continued to execute our value creation roadmap and drive profitable growth,” commented Majdi Abulaban, President and Chief Executive Officer of Superior. “We have established a strong foundation with a robust portfolio of differentiated technologies that are advancing Value-Added Sales and growth over market. Further, we generated strong earnings improvement and margin expansion in the face of a volatile production environment and supply chain challenges, including semiconductor shortages, that impacted the automotive industry. This is a testament to the enhanced cost and cash discipline we fostered throughout the business.”

Mr. Abulaban continued, “We remain focused on capitalizing on trends towards electrification, CO2 reduction and vehicle differentiation through our light weighting and premium finishing capabilities, as these technologies will strengthen our position as a growth over market company. I am confident in our ability to continue to generate significant shareholder value throughout 2021 and beyond.”

First Quarter Results

Net sales for the first quarter of 2021 were $358.2 million, compared to net sales of $301.1 million in the prior year period. Value-Added Sales, a non-GAAP financial measure, were $207.3 million for the first quarter of 2021 compared to $170.1 million in the prior year period. Value-Added Sales Adjusted for Foreign Exchange, a non-GAAP financial measure, increased 17%, or 19% above market, which was driven by the ongoing portfolio shift to larger diameter wheels with more premium content. See “Non-GAAP Financial Measures” below and the reconciliation of consolidated net sales to Value-Added Sales and Value-Added Sales Adjusted for Foreign Exchange in this press release.

Gross profit for the first quarter of 2021 was $43.0 million, compared to $23.1 million in the prior year period. The increase in gross profit for the quarter was primarily due to higher sales, year-over-year increased plant utilization due to plant shutdowns in the prior year period, and stronger product mix.

Selling, general, and administrative (“SG&A”) expenses for the first quarter of 2021 were $17.3 million, compared to $12.5 million in the prior year period, which was affected by compensation accruals due to the impact of COVID in 2020.

Operating income for the first quarter of 2021 was $25.7 million, compared to a loss from operations of $183.0 million in the prior year period. The increase is due to higher gross profit, partially offset by higher SG&A, as well as the non-recurring Goodwill and Indefinite-Lived Intangibles non-cash impairment charge of $193.6 million in 2020.

The income tax provision for the first quarter of 2021 was $0.8 million on pre-tax income of $13.9 million. The tax provision for the quarter differs from the statutory rate primarily due to valuation allowances, the release of an uncertain tax position and the mix of earnings among tax jurisdictions.

For the first quarter of 2021, the Company reported net income of $13.1 million, or earnings per diluted share of $0.18. This compares to a net loss of $190.1 million, or loss per diluted share of $7.84, in the first quarter of 2020.

Adjusted EBITDA, a non-GAAP financial measure, was $54.9 million for the first quarter of 2021, or 26.5% of Value-Added Sales, which compares to $39.5 million, or 23.2% of Value-Added Sales in the prior year period. The increase in Adjusted EBITDA was driven by increased volume, stronger product mix, and improved manufacturing performance, partially offset by challenges resulting from the winter storm in February 2021 in the southern United States and in northern Mexico. Additionally, the first quarter of 2020 was partly affected by the onset of plant shutdowns resulting from COVID. See “Non-GAAP Financial Measures” below and the reconciliation of net income to Adjusted EBITDA in this press release.

The Company reported net cash provided by operating activities of $18.2 million in the first quarter of 2021, compared to cash provided by operating activities of $31.3 million during the first quarter of 2020. Operating cash flow in the first quarter of 2021 was affected by higher net working capital due to higher sales and production volumes compared to the prior year period. Free Cash Flow, a non-GAAP financial measure, was $3.0 million for the first quarter, compared to $9.8 million in the prior year period. See “Non-GAAP Financial Measures” below and the reconciliation of cash flow from operations to Free Cash Flow in this press release.

Financial Position

As of March 31, 2021, Superior had funded debt of $630.3 million and Net Debt, a non-GAAP financial measure, of $476.5 million, compared to funded debt of $824.1 million and Net Debt of $541.9 million as of the end of the prior year period. The improvement in Net Debt of $14.2 million compared to year-end 2020 was supported by cash flow generation as described above, and a decrease related to Superior’s Euro-denominated debt as the Euro weakened relative to the US Dollar. See “Non-GAAP Financial Measures” below and the reconciliation of funded debt to Net Debt in this press release.

2021 Outlook

The Company reconfirmed its Full Year 2021 guidance. Based on IHS’ latest forecast and management’s estimates for 2021, Superior assumes industry production in North America and Europe to increase year-over-year in 2021 by 20% and 10%, respectively. Based on this outlook for industry production and Superior’s portfolio, the Company’s full year 2021 outlook is as follows:

FY 2021
 

Unit Shipments

 

16.9 – 17.7 million

Net Sales

 

$1.30 – $1.37 billion

Value-Added Sales

 

$740 – $780 million

Adjusted EBITDA

 

$160 – $180 million

Cash Flow from Operations

 

$110 – $130 million

Capital Expenditures

 

Approximately $75 million

“We had a strong start to the year, in part due to richer product mix as OEMs generally shifted production schedules to more premium vehicles in response to the shortage of semiconductors. As we look to the remainder of 2021 and the uncertainties associated with possible OEM supply chain disruption, especially the availability of semiconductors, we believe it prudent to maintain our full year 2021 outlook pending resolution of these uncertainties. We do, however, remain confident in our ability to continue to generate profitable growth as we execute our long-term strategic priorities,” commented Tim Trenary, Executive Vice President and Chief Financial Officer of Superior.

Value-Added Sales and Adjusted EBITDA are non-GAAP measures, as defined below. In reliance on the safe harbor provided under section 10(e) or Regulation S-K, Superior has not quantitatively reconciled from net income, the most comparable GAAP measure, to Adjusted EBITDA presented in the 2021 outlook, as Superior is unable to quantify certain amounts included in net income without unreasonable efforts and due to the inherent uncertainty regarding such variables. Superior also believes that such reconciliation would imply a degree of precision that could potentially be confusing or misleading to investors. However, the magnitude of these amounts may be significant.

Conference Call

Superior will host a conference call beginning at 8:30 AM ET on Wednesday, May 5, 2021. The conference call may be accessed by dialing 800-700-1722 for participants in the U.S./Canada or +1 334-323-0501 for participants outside the U.S./Canada using the required conference ID 2810355. The live conference call can also be accessed by logging into the Company’s website at www.supind.com or by clicking this link: earnings call webcast. A replay of the webcast will be available on the Company’s website immediately following the conclusion of the call.

During the conference call, the Company’s management plans to review operating results and discuss financial and operating matters. In addition, management may disclose material information in response to questions posed by participants during the call.

About Superior Industries

Superior is one of the world’s leading aluminum wheel suppliers. Superior’s team collaborates with customers to design, engineer, and manufacture a wide variety of innovative and high-quality products utilizing the latest lightweighting and finishing technologies. Superior serves the European aftermarket with the brands ATS®, RIAL®, ALUTEC®, and ANZIO®. Headquartered in Southfield, Michigan, Superior is listed on the New York Stock Exchange. For more information, please visit www.supind.com.

Non-GAAP Financial Measures

In addition to the results reported in accordance with GAAP included throughout this earnings release, this release refers to the following non-GAAP measures:

“Adjusted EBITDA,” defined as earnings before interest income and expense, income taxes, depreciation, amortization, restructuring charges and other closure costs, impairments of long-lived assets and investments, changes in fair value of redeemable preferred stock embedded derivative, acquisition and integration and other related costs, certain hiring and separation related costs, proxy contest fees, gains associated with early debt extinguishment and accounts receivable factoring fees. “Value-Added Sales,” defined as net sales less the value of aluminum and services provided by outsourced service providers that are included in net sales. “Value-Added Sales Adjusted for Foreign Exchange,” defined as Value-Added Sales adjusted for the impact of foreign exchange translation. “Content per Wheel,” defined as Value-Added Sales Adjusted for FX on a per unit (wheel) shipment basis. “Free Cash Flow,” defined as the net cash from operations, investing activities, and non-debt components of financing activities. “Net Debt,” defined as total funded debt less cash and cash equivalents.

For reconciliations of these non-GAAP measures to the most directly comparable GAAP measure, see the attached supplemental data pages. Management believes these non-GAAP measures are useful to management and may be useful to investors in their analysis of Superior’s financial position and results of operations. Further, management uses these non-GAAP financial measures for planning and forecasting purposes. This non-GAAP financial information is provided as additional information for investors and is not in accordance with or an alternative to GAAP and may be different from similar measures used by other companies.

Forward-Looking Statements

This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts and can generally be identified by the use of future dates or words such as “assumes”, “may,” “should,” “could,” “will,” “expects,” “expected,” “seeks to,” “anticipates,” “plans,” “believes,” “estimates,” “intends,” “outlook,” “guidance,” “predicts,” “projects,” “potential” or “continue,” or the negative of such terms and other comparable terminology. These statements also include, but are not limited to, the 2021 outlook included herein, Superior’s strategic and operational initiatives, product mix and overall cost improvement and are based on current expectations, estimates, and projections about Superior’s business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, risks, and uncertainties discussed in Superior’s Securities and Exchange Commission filings and reports, including Superior’s current Annual Report on Form 10-K, and other reports from time to time filed with the Securities and Exchange Commission. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this press release. Such forward-looking statements speak only as of the date on which they are made, and Superior does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

 
SUPERIOR INDUSTRIES INTERNATIONAL, INC.
Condensed Consolidated Statements of Operations (Unaudited)
(Dollars in Millions, Except Per Share Amounts)
 
Three Months

1Q 2021

1Q 2020

Net Sales

$

358.2

 

$

301.1

 

Cost of Sales

 

315.2

 

 

278.0

 

Gross Profit

$

43.0

 

$

23.1

 

 
SG&A Expenses

 

17.3

 

 

12.5

 

Impairment of Goodwill and Indefinite-Lived Intangibles

 

 

 

193.6

 

Income (Loss) From Operations

$

25.7

 

$

(183.0

)

 
Interest Expense, net

 

(10.3

)

 

(11.9

)

Other (Expense) Income, net

 

(1.5

)

 

1.3

 

Income (Loss) Before Income Taxes

$

13.9

 

$

(193.5

)

 
Income Tax Benefit (Provision)

 

(0.8

)

 

3.5

 

Net Income (Loss)

$

13.1

 

$

(190.1

)

 
Earnings (Loss) Per Share:
Basic

$

0.19

 

$

(7.84

)

Diluted

$

0.18

 

$

(7.84

)

 
Weighted Average and Equivalent Shares
Outstanding for EPS (in Thousands):
Basic

 

25,707

 

 

25,243

 

Diluted

 

26,687

 

 

25,243

 

 
 
SUPERIOR INDUSTRIES INTERNATIONAL, INC.
Condensed Consolidated Balance Sheets (Unaudited)
(Dollars in Millions)
 
3/31/2021 12/30/2020
Current Assets

$

429.0

 

$

383.7

 

Property, Plant and Equipment, net

 

496.7

 

 

522.1

 

Intangibles and Other Assets

 

184.1

 

 

203.6

 

Total Assets

$

1,109.8

 

$

1,109.3

 

 
Current Liabilities

$

257.8

 

$

231.1

 

Long-Term Liabilities

 

706.4

 

 

718.6

 

Redeemable Preferred Shares

 

184.3

 

 

179.4

 

European Non-controlling Redeemable Equity

 

1.6

 

 

1.7

 

Shareholders’ Equity (Deficit)

 

(40.3

)

 

(21.5

)

Total Liabilities and Shareholders’ Equity (Deficit)

$

1,109.8

 

$

1,109.3

 

SUPERIOR INDUSTRIES INTERNATIONAL, INC.
Consolidated Statements of Cash Flows (Unaudited)
(Dollars in Millions)
 
Three Months

1Q 2021

1Q 2020

Net Income (Loss)

$

13.1

 

$

(190.1

)

Depreciation and Amortization

 

25.4

 

 

24.4

 

Income tax, Non-cash changes

 

(2.8

)

 

(5.8

)

Impairments of Goodwill and Indefinite-Lived Intangibles

 

 

 

193.6

 

Stock-based Compensation

 

1.8

 

 

(0.7

)

Amortization of Debt Issuance Costs

 

0.9

 

 

1.4

 

Other Non-cash items

 

(4.5

)

 

(3.6

)

Changes in Operating Assets and Liabilities:
Accounts Receivable

 

(37.0

)

 

(0.4

)

Inventories

 

(14.7

)

 

(5.2

)

Other Assets and Liabilities

 

13.9

 

 

2.9

 

Accounts Payable

 

21.3

 

 

16.9

 

Income Taxes

 

0.8

 

 

(2.1

)

Cash Flow Provided By Operating Activities

$

18.2

 

$

31.3

 

 
Capital Expenditures

 

(10.5

)

 

(13.9

)

Proceeds from Sale of Property, Plant and Equipment

 

 

 

 

Net Cash Used In Investing Activities

$

(10.5

)

$

(13.9

)

 
Proceeds from the Issuance of Long-term Debt

 

1.7

 

 

11.7

 

Debt Repayment

 

(0.8

)

 

(22.6

)

Proceeds from Borrowings on Revolving Credit Facility

 

 

 

213.8

 

Repayments of Borrowings on Revolving Credit Facility

 

 

 

(6.0

)

Cash Dividends

 

(3.4

)

 

(3.4

)

Purchase of Non-controlling Redeemable Shares

 

 

 

(4.2

)

Payments Related to Tax Withholdings for Stock-Based Compensation

 

(1.3

)

 

 

Finance Lease Payments

 

(0.3

)

 

(0.3

)

Cash Flow (Used In) Provided By Financing Activities

$

(4.2

)

$

189.0

 

 
Effect of Exchange Rate on Cash

 

(2.1

)

 

(2.3

)

Net Change in Cash

$

1.4

 

$

204.2

 

 
Cash – Beginning

 

152.4

 

 

77.9

 

Cash – Ending

$

153.8

 

$

282.2

 

SUPERIOR INDUSTRIES INTERNATIONAL, INC.
Earnings Per Share Calculation (Unaudited)
(Dollars, except per share, and Shares in Millions)
 
Three Months

1Q 2021

1Q 2020

Basic EPS Calculation(1)
Net Income (Loss)

$

13.1

 

$

(190.1

)

Less: Accretion of Preferred Stock

 

(4.9

)

 

(4.4

)

Less: Redeemable Preferred Stock Dividends

 

(3.4

)

 

(3.5

)

Numerator

$

4.8

 

$

(198.0

)

 
Denominator: Weighted Avg. Shares Outstanding

 

25.7

 

 

25.2

 

 
Basic Earnings (Loss) Per Share

$

0.19

 

$

(7.84

)

 
Diluted EPS Calculation(1)
Net Income (Loss)

$

13.1

 

$

(190.1

)

Less: Accretion of Preferred Stock

 

(4.9

)

 

(4.4

)

Less: Redeemable Preferred Stock Dividends

 

(3.4

)

 

(3.5

)

Numerator

$

4.8

 

$

(198.0

)

 
Weighted Avg. Shares Outstanding-Basic

 

25.7

 

 

25.2

 

Dilutive Stock Options and Restricted Stock Units

 

1.0

 

 

 

Denominator: Weighted Avg. Shares Outstanding

 

26.7

 

 

25.2

 

 
Diluted Earnings (Loss) Per Share

$

0.18

 

$

(7.84

)

(1) Basic earnings per share is computed by dividing net income (loss), after deducting preferred dividends and accretion and European non-controlling redeemable equity dividends, by the weighted average number of common shares outstanding. For purposes of calculating diluted earnings per share, the weighted average shares outstanding includes the dilutive effect of outstanding stock options and time and performance based restricted stock units under the treasury stock method. The redeemable preferred shares are not included in the diluted earnings per share because the conversion would be anti-dilutive for the periods ended March 31, 2021 and 2020.
SUPERIOR INDUSTRIES INTERNATIONAL, INC.
Non-GAAP Financial Measures (Unaudited)
(Dollars in Millions, except per wheel, and Units in Thousands)
 
Value-Added Sales; Value-Added Sales Adjusted for FX; and
Content per Wheel
Three Months

1Q 2021

1Q 2020

Net Sales

$

358.2

 

$

301.1

 

Less: Aluminum Value and Outside Service Provider Costs

 

(150.9

)

 

(131.0

)

Value-Added Sales

$

207.3

 

$

170.1

 

Impact of FX on Value-Added Sales

 

(8.9

)

 

 

Value-Added Sales Adjusted for FX

$

198.4

 

$

170.1

 

Wheels Shipped

 

4,515

 

 

4,307

 

Content per Wheel

$

43.94

 

$

39.49

 

 
Adjusted EBITDA Three Months

 

1Q 2021

 

 

1Q 2020

 

Net Income (Loss)

$

13.1

 

$

(190.1

)

Adjusting Items:
– Interest Expense, net

 

10.3

 

 

11.9

 

– Income Tax Provision (Benefit)

 

0.8

 

 

(3.5

)

– Depreciation

 

18.7

 

 

18.3

 

– Amortization

 

6.7

 

 

6.1

 

– Acquisition, Integration, and Other Related Cost

 

4.8

 

 

3.0

 

– Factoring Fees

 

0.5

 

 

0.2

 

– Impairment of Goodwill and Indefinite-Lived Intangibles

 

 

 

193.6

 

$

41.8

 

$

229.6

 

Adjusted EBITDA

$

54.9

 

$

39.5

 

SUPERIOR INDUSTRIES INTERNATIONAL, INC.

Non-GAAP Financial Measures (Unaudited)

(Dollars in Millions)

 
Free Cash Flow Three Months

1Q 2021

1Q 2020

Cash Flow Provided By Operating Activities

$

18.2

 

$

31.3

 

Net Cash Used In Investing Activities

 

(10.5

)

 

(13.9

)

Less: Cash Payments for Non-debt Financing Activities

 

(4.7

)

 

(7.6

)

Free Cash Flow

$

3.0

 

$

9.8

 

Net Debt
3/31/2021 12/30/2020
Long Term Debt (less current portion)

$

623.8

 

$

637.1

 

Short Term Debt

 

6.5

 

 

6.1

 

Total Debt

 

630.3

 

 

643.2

 

Less: Cash and Cash Equivalents

 

(153.8

)

 

(152.4

)

Net Debt

$

476.5

 

$

490.8

 

Outlook for Full Year 2021 Value-Added Sales Outlook Range
Net Sales Outlook

$

1,300.0

 

 

$

1,370.0

 

Less: Aluminum Value and Outside Service Provider Costs

 

(560.0

)

 

 

(590.0

)

Value-Added Sales Outlook

$

740.0

 

 

$

780.0

 

 

Superior Investor Relations

Clemens Denks

(248) 234-7104

[email protected]

KEYWORDS: United States North America Michigan

INDUSTRY KEYWORDS: Other Manufacturing Aftermarket Automotive Engineering Tires & Rubber Automotive Manufacturing General Automotive Manufacturing

MEDIA:

ADMA Biologics to Report First Quarter 2021 Financial Results on May 12, 2021

Conference Call Scheduled for May 12, 2021 at 4:30 p.m. ET

RAMSEY, N.J. and BOCA RATON, Fla., May 05, 2021 (GLOBE NEWSWIRE) — ADMA Biologics, Inc. (Nasdaq: ADMA) (“ADMA”), an end-to-end commercial biopharmaceutical company dedicated to manufacturing, marketing and developing specialty plasma-derived biologics, today announced that it will report financial results for the first quarter ended March 31, 2021 on Wednesday, May 12, 2021 after the U.S. financial markets close. ADMA’s management team will host a live conference call and audio webcast on that date at 4:30 p.m. ET to discuss its financial results and other company updates.

To access the conference call, please dial (855) 884-8773 (local) or (615) 622-8043 (international) at least 10 minutes prior to the start time and refer to conference ID 1063675. A live audio webcast of the call will be available under “Events & Webcasts” in the investor section of the Company’s website, https://ir.admabiologics.com/events-webcasts. An archived webcast will be available on the Company’s website approximately two hours after the event.

About ADMA Biologics, Inc. (ADMA)

ADMA Biologics is an end-to-end commercial biopharmaceutical company dedicated to manufacturing, marketing and developing specialty plasma-derived biologics for the treatment of immunodeficient patients at risk for infection and others at risk for certain infectious diseases. ADMA currently manufactures and markets three United States Food and Drug Administration (FDA)-approved plasma-derived biologics for the treatment of immune deficiencies and the prevention of certain infectious diseases: ASCENIV™ (immune globulin intravenous, human – slra 10% liquid) for the treatment of primary humoral immunodeficiency (PI); BIVIGAM® (immune globulin intravenous, human) for the treatment of PI; and NABI-HB® (hepatitis B immune globulin, human) to provide enhanced immunity against the hepatitis B virus. ADMA manufactures its immune globulin products at its FDA-licensed plasma fractionation and purification facility located in Boca Raton, Florida. Through its ADMA Bio Centers subsidiary, ADMA also operates as an FDA-approved source plasma collector in the U.S., which provides a portion of its blood plasma for the manufacture of its products. ADMA’s mission is to manufacture, market and develop specialty plasma-derived, human immune globulins targeted to niche patient populations for the treatment and prevention of certain infectious diseases and management of immune compromised patient populations who suffer from an underlying immune deficiency, or who may be immune compromised for other medical reasons. ADMA has received U.S. Patents: 9,107,906, 9,714,283, 9,815,886, 9,969,793 and 10,259,865 related to certain aspects of its products and product candidates. For more information, please visit www.admabiologics.com.

COMPANY CONTACT:

Skyler Bloom

Director, Investor Relations and Corporate Strategy | 201-478-5552 | [email protected]

INVESTOR RELATIONS CONTACT:

Sam Martin

Managing Director, Argot Partners | 212-600-1902 | [email protected]



Bruker Reports First Quarter 2021 Financial Results

Bruker Reports First Quarter 2021 Financial Results

  • Q1 2021 revenue growth of 30.8% year-over-year, organic revenue growth of 23.8%
  • Q1 2021 GAAP EPS of $0.37; non-GAAP EPS of $0.44, compared to $0.14 in Q1 2020
  • Raising fiscal year 2021 outlook on strong demand for the Company’s high-performance life science tools, scientific instruments and diagnostic solutions

BILLERICA, Mass.–(BUSINESS WIRE)–Bruker Corporation (Nasdaq: BRKR) today announced financial results for its first quarter ended March 31, 2021.

First Quarter 2021 Financial Results

Bruker’s revenues for the first quarter of 2021 were $554.7 million, an increase of 30.8% compared to $424.0 million in the first quarter of 2020. In the first quarter of 2021, on an organic basis, Bruker’s revenues grew 23.8% year-over-year. Foreign currency translation had a positive effect of 6.2% and growth from acquisitions added 0.8%.

First quarter 2021 Bruker Scientific Instruments (BSI) revenues of $506.2 million increased 32.7% compared to the first quarter of 2020, including organic revenue growth of 25.6%. The revenue growth reflected strong demand for Bruker’s high performance life science tools, scientific instruments and diagnostic solutions, with greater than 20% year-over-year organic revenue increases in all three Bruker Scientific Instruments (BSI) groups. First quarter 2021 Bruker Energy & Supercon Technologies (BEST) revenues of $52.4 million increased 13.4% compared to the first quarter of 2020, including an organic revenue increase, net of intercompany eliminations, of 7.1%.

First quarter 2021 GAAP operating income was $89.1 million, compared to $16.4 million in the first quarter of 2020, representing GAAP operating margins of 16.1% and 3.9%, respectively. Non-GAAP operating income in the first quarter of 2021 was $102.2 million, compared to $32.2 million in the first quarter of 2020. Bruker’s first quarter 2021 non-GAAP operating margin was 18.4%, compared to 7.6% in the first quarter of 2020.

First quarter 2021 GAAP diluted earnings per share (EPS) were $0.37, compared to $0.07 in the first quarter of 2020. First quarter 2021 non-GAAP diluted EPS were $0.44, compared to $0.14 in the first quarter of 2020. The year-over-year increases in the Company’s GAAP and non-GAAP operating income, operating margins and EPS were due to the higher revenues, improved gross margins and favorable operating expense leverage.

A reconciliation of non-GAAP to GAAP financial measures is provided in the tables accompanying this press release.

Frank H. Laukien, President and CEO of Bruker, commented: “Bruker had an excellent start to 2021, with strong year-over-year revenue growth and remarkable operating performance improvements. During the quarter, we experienced strong revenue growth for our Project Accelerate products and solutions, particularly for proteomics and biopharma solutions, as well as for our core scientific instruments from strengthening academic, applied, industrial and semiconductor markets.”

Dr. Laukien continued: “With robust Scientific Instruments order trends in the first quarter, we are raising our full year 2021 revenue growth, operating margin and earnings outlook. We believe Bruker is now well positioned for a strong year, as we invest in our very large Project Accelerate 2.0 opportunities in proteomics, spatial biology and diagnostics, as well as in operational excellence and productivity throughout Bruker.”

Fiscal Year 2021 (FY 2021) Financial Outlook

Bruker is increasing its FY 2021 revenue growth, operating margin expansion and EPS outlook to reflect strong demand for its high-performance life science tools, scientific instruments and diagnostic solutions.

For FY 2021, Bruker now expects, in comparison to FY 2020:

  • organic revenue growth of approximately 11% to 13%, an increase of 4% compared to prior guidance,
  • a foreign currency revenue tailwind of approximately 3%,
  • reported revenue growth of approximately 14% to 16%,
  • non-GAAP operating margin expansion of 210 bps to 250 bps, an increase of 60 bps compared to prior guidance. This compares to non-GAAP operating margin of 16.0% in FY 2020 and includes accelerated R&D investments of approximately 10% of revenue as well as a foreign currency headwind of approximately 50 basis points,
  • non-GAAP EPS of $1.82 to $1.87, an increase of $0.10 compared to prior guidance, and representing a year-over-year increase of 35% to 39%.

Bruker’s revenue growth, non-GAAP operating margin expansion and non-GAAP EPS guidance for FY 2021 are based on foreign exchange rates as of April 30, 2021.

For the Company’s outlook for FY 2021 non-GAAP operating margin and non-GAAP EPS, we are not able to provide without unreasonable effort the most directly comparable GAAP financial measures, or reconciliations to such GAAP financial measures on a forward-looking basis. Please see “Use of Non-GAAP Financial Measures” below for a description of items excluded from our expected non-GAAP operating margin and non-GAAP EPS.

Quarterly Earnings Call

Bruker will host a conference call and webcast to discuss its financial results, business outlook, and related corporate and financial matters today, May 5, 2021 at 8:30 a.m. Eastern Daylight Time. To listen to the webcast, investors can go to https://ir.bruker.com and click on the “Q1 2021 Earnings Webcast” hyperlink. A slide presentation that will be referenced during the webcast will be posted to our Investor Relations website shortly before the webcast begins. Investors can also listen to the earnings webcast via telephone by dialing 1-888-437-2685 (US toll free) or +1-412-317-6702 (international) and referencing “Bruker’s First Quarter 2021 Earnings Conference Call”. A telephone replay of the conference call will be available by dialing 1-877-344-7529 (US toll free) or +1-412-317-0088 (international) and entering conference number 10154422. The replay will be available beginning one hour after the end of the conference call through June 5, 2021.

About Bruker Corporation (Nasdaq: BRKR)

Bruker is enabling scientists to make breakthrough discoveries and develop new applications that improve the quality of human life. Bruker’s high performance scientific instruments and high value analytical and diagnostic solutions enable scientists to explore life and materials at molecular, cellular and microscopic levels. In close cooperation with our customers, Bruker is enabling innovation, improved productivity and customer success in life science molecular and cell biology research, in applied and pharma applications, in microscopy and nanoanalysis, as well as in industrial applications. Bruker offers differentiated, high-value life science and diagnostics systems and solutions in preclinical imaging, clinical phenomics research, proteomics and multiomics, spatial and single-cell biology, functional structural and condensate biology, as well as in clinical microbiology and molecular diagnostics. For more information, please visit: www.bruker.com.

Use of Non-GAAP Financial Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (GAAP), we use the following non-GAAP financial measures: non-GAAP gross profit; non-GAAP gross profit margin; non-GAAP operating income; non-GAAP operating profit; non-GAAP operating margin; non-GAAP SG&A expense; non-GAAP profit before tax; non-GAAP tax rate; non-GAAP net income and non-GAAP diluted earnings per share. These non-GAAP measures exclude costs related to restructuring actions, acquisition and related integration expenses, amortization of acquired intangible assets and other non-operational costs.

We also may refer to organic revenue growth or decline and free cash flow, which are also non-GAAP financial measures. We define the term organic revenue as GAAP revenue excluding the effect of changes in foreign currency translation rates and the effect of acquisitions and divestitures, and believe it is a useful measure to evaluate our continuing business. We define free cash flow as net cash provided by operating activities less additions to property, plant, and equipment. We believe free cash flow is a useful measure to evaluate our business because it indicates the amount of cash generated after additions to property, plant, and equipment that is available for, among other things, acquisitions, investments in our business, repayment of debt and return of capital to shareholders.

The presentation of these non-GAAP financial measures is not intended to be a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP and may be different from non-GAAP financial measures used by other companies, and therefore, may not be comparable among companies. We believe these non-GAAP financial measures provide meaningful supplemental information regarding our performance. However, we urge investors to review the reconciliation of these financial measures to the comparable GAAP financial measures included in the accompanying tables, and not to rely on any single financial measure to evaluate our business. Specifically, management believes that the non-GAAP measures mentioned above provide relevant and useful information which is widely used by analysts, investors and competitors in our industry, as well as by our management, in assessing both consolidated and business unit performance.

We use these non-GAAP financial measures to evaluate our period-over-period operating performance because our management believes this provides a more comparable measure of our continuing business by adjusting for certain items that are not reflective of the underlying performance of our business. These measures may also be useful to investors in evaluating the underlying operating performance of our business and forecasting future results. We regularly use these non-GAAP financial measures internally to understand, manage, and evaluate our business results and make operating decisions. We also measure our employees and compensate them, in part, based on certain non-GAAP measures and use this information for our planning and forecasting activities.

Additional information relating to the non-GAAP financial measures used in this press release and reconciliations to the most directly comparable GAAP financial measures are provided in the tables accompanying this press release following our GAAP financial statements.

With respect to our outlook for 2021 non-GAAP operating margin, non-GAAP EPS and non-GAAP tax rate, we are not providing the most directly comparable GAAP financial measures or corresponding reconciliations to such GAAP financial measures on a forward-looking basis, because we are unable to predict with reasonable certainty certain items that may affect such measures calculated and presented in accordance with GAAP without unreasonable effort. Our expected non-GAAP operating margin, tax rate and EPS ranges exclude primarily the future impact of restructuring actions, unusual gains and losses, acquisition-related expenses and purchase accounting fair value adjustments. These reconciling items are uncertain, depend on various factors outside our management’s control and could significantly impact, either individually or in the aggregate, our future period operating margins, EPS and tax rate calculated and presented in accordance with GAAP.

Forward Looking Statements

Any statements contained in this press release which do not describe historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding our fiscal year 2021 financial outlook, including our outlook for revenue growth, foreign currency impact, non-GAAP operating margin, non-GAAP EPS and non-GAAP tax rate; management’s expectations for future financial and operational performance and business outlook; the impact of the COVID-19 pandemic; future economic conditions; the market demand for our products; the impact of Project Accelerate; and statements found under the “Use of Non-GAAP Financial Measures” section of this release. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated, including, but not limited to, risks and uncertainties relating to the length and severity of the COVID-19 pandemic, the impact of the pandemic on global economic conditions and the length and severity of any resulting recession, the availability and adoption of vaccines, continued volatility in the capital markets, risks in the supply chain, including for semiconductor chips, the integration and assumption of liabilities of businesses we have acquired or may acquire in the future, the impact of changes in law, including changes in tax rates, fluctuations in foreign currency exchange rates, our ability to successfully implement our restructuring initiatives and other cost reduction initiatives, changing technologies, product development and market acceptance of our products, the success of our R&D investment initiatives, the cost and pricing of our products, manufacturing, competition, loss of key personnel, dependence on collaborative partners, key suppliers and contract manufacturers, capital spending and government funding policies, changes in governmental regulations, international trade disputes, the use and protection of intellectual property rights, litigation, and other risk factors discussed from time to time in our filings with the Securities and Exchange Commission, or SEC. These and other factors are identified and described in more detail in our filings with the SEC, including, without limitation, our annual report on Form 10-K for the year ended December 31, 2020, as may be updated by our quarterly reports on Form 10-Q. We expressly disclaim any intent or obligation to update these forward-looking statements other than as required by law.

-tables follow-

 

Bruker Corporation

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions)

 

March 31,

2021

 

December 31,

2020

ASSETS

Current assets:

Cash and cash equivalents

$

696.8

$

681.8

Short-term investments

50.0

50.0

Accounts receivable, net

326.0

 

335.3

Inventories

700.7

 

692.3

Other current assets

172.7

 

165.6

Total current assets

 

1,946.2

 

1,925.0

Property, plant and equipment, net

 

384.1

 

395.5

Goodwill, intangible assets, net and other long-term assets

 

704.6

 

728.5

Total assets

$

3,034.9

$

3,049.0

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:

Current portion of long-term debt

$

108.4

$

2.2

Accounts payable

152.3

 

134.6

Customer advances

182.2

 

189.2

Other current liabilities

500.6

 

465.9

Total current liabilities

 

943.5

 

791.9

 

 

 

 

 

 

 

Long-term debt

715.8

 

842.3

Other long-term liabilities

393.9

 

440.5

 

 

 

 

 

 

 

Total shareholders’ equity

 

981.7

 

974.3

Total liabilities and shareholders’ equity

$

3,034.9

$

3,049.0

 

Bruker Corporation

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share data)

 

 

​​

​Three Months Ended

March 31,

2021

 

2020

Revenue

$​

554.7

 

$

424.0​

Cost of revenue

276.0

 

 

231.7​

Gross profit

278.7

 

 

192.3​

 

​​

Operating expenses:

 

​​

Selling, general and administrative

131.8

 

 

121.2​

Research and development

54.8

 

 

48.5​

Other charges, net

3.0

 

 

6.2​

Total operating expenses

189.6

 

 

175.9​

Operating income

89.1

 

 

16.4​

 

​​

Interest and other income (expense), net

(3.8)

 

 

(2.9)​

Income before income taxes and noncontrolling interest in consolidated subsidiaries

85.3

 

 

13.5​

Income tax provision

27.5

 

 

2.9​

Consolidated net income

57.8

 

 

10.6​

Net income attributable to noncontrolling interest in consolidated subsidiaries

1.1

 

 

0.1​

Net income attributable to Bruker Corporation

$​

56.7

 

$

10.5​

Net income per common share attributable to Bruker Corporation shareholders:

 

​​

Basic

$​

0.37

 

$

0.07​

Diluted

$​

0.37

 

$

0.07​

 

​​

Weighted average common shares outstanding:

 

​​

Basic

151.8

 

154.2​

Diluted

 

153.2

 

 

155.4

 

 

Bruker Corporation

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

​Three Months Ended

March 31,

2021

2020

Cash flows from operating activities:

 

​​

Consolidated net income

$​

57.8

$

10.6​

Adjustments to reconcile consolidated net income to cash flows from operating activities:

​​

Depreciation and amortization

22.3

19.0​

Stock-based compensation expense

3.8

3.3​

Deferred income taxes

4.9

1.1​

Other non-cash expenses, net

4.9

11.7​

Changes in operating assets and liabilities, net of acquisitions:

​​

Accounts receivable

0.8

29.5​

Inventories

(41.6)

(61.0)​

Accounts payable and accrued expenses

33.2

19.1​

Income taxes payable, net

12.4

(15.0)​

Deferred revenue

14.1

20.6​

Customer advances

2.5

16.5​

Other changes in operating assets and liabilities, net

(17.1)

(20.4)​

Net cash provided by operating activities

98.0

 

35.0​

Cash flows from investing activities:

​​

Purchases of short-term investments

(50.0)​

Cash paid for acquisitions, net of cash acquired

(4.0)

 

(22.0)​

Purchases of property, plant and equipment

(24.7)

 

(30.5)​

Proceeds from sales of property, plant and equipment

1.2

 

—​

Net proceeds from cross-currency swap agreements

 

3.5

 

1.9

Net cash used in investing activities

(24.0)

 

(100.6)​

Cash flows from financing activities:

​​

Repayments of revolving lines of credit

197.5​

Proceeds (repayment) of other debt, net

(0.1)

0.9​

Proceeds from issuance of common stock, net

1.1

0.6​

Payment of contingent consideration

(0.4)

(0.3)​

Payment of dividends to common stockholders

(6.1)

(6.2)​

Purchase of common stock

(32.6)

—​

Cash payments to noncontrolling interests

(1.2)​

Net cash (used in) provided by financing activities

(38.1)

191.3​

Effect of exchange rate changes on cash, cash equivalents and restricted cash

(20.9)

(8.7)​

Net change in cash, cash equivalents and restricted cash

15.0

117.0​

Cash, cash equivalents and restricted cash at beginning of period

685.4

681.9​

Cash, cash equivalents and restricted cash at end of period

$​

700.4

$

798.9​

Bruker Corporation

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(unaudited and in millions, except per share data)

 

Reconciliation of Non-GAAP Operating Income, Non-GAAP Profit Before Tax, Non-GAAP Net Income and Non-GAAP Earnings Per Share

 

Three Months Ended March 31,

2021

 

2020

GAAP operating income

$

89.1

$

16.4

Non-GAAP adjustments:

 

 

 

 

 

Restructuring costs

 

2.4

 

2.3

Acquisition-related costs​

0.9

(1.1)

Purchased intangible amortization

9.0

 

8.7

Other costs

 

0.8

 

5.9

Total non-GAAP adjustments

$

13.1

$

15.8

Non-GAAP operating income

$

102.2

$

32.2

Non-GAAP operating margin

 

18.4%

 

7.6%

 

 

 

 

 

 

Non-GAAP interest & other expense, net​

(3.8)​

(2.9)​

Non-GAAP profit before tax

 

98.4

 

29.3

 

 

 

 

 

 

Non-GAAP income tax provision

 

(30.6)

 

(7.0)

Non-GAAP tax rate

 

31.1%

 

23.9%

 

 

 

 

 

 

Minority interest

 

(1.1)

 

(0.1)

Non-GAAP net income attributable to Bruker

 

66.7

 

 

22.2

 

 

 

 

 

 

Weighted average shares outstanding (diluted)

 

153.2

 

 

155.4

 

 

 

 

 

 

Non-GAAP earnings per share

$

0.44

 

$

0.14

 

Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit

 

Three Months Ended

March 31,

2021

2020

GAAP gross profit

278.7

 

192.3

Non-GAAP adjustments:

 

 

 

Restructuring

1.1

 

0.8

Purchased intangible amortization​

​4.5

 

4.9

Other costs

 

0.1

Total non-GAAP adjustments

​5.6

 

5.8

Non-GAAP gross profit

284.3

 

198.1

Non-GAAP gross margin

51.3%

 

46.7%

Reconciliation of GAAP Selling, General and Administrative (SG&A) Expenses to Non-GAAP SG&A Expenses

 

Three Months Ended

March 31,

2021

 

2020

GAAP SG&A expenses

$

131.8

 

$

121.2

Non-GAAP adjustments:

 

 

 

 

 

Purchased intangible amortization

 

(4.5)

 

 

(3.8)

Non-GAAP SG&A expenses

$

127.3

 

$

117.4

 

Bruker Corporation

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES – Continued

(unaudited and in millions, except per share data)

 

Reconciliation of GAAP Tax Rate to Non-GAAP Tax Rate

 

Three Months Ended

March 31,

2021

 

2020

GAAP tax rate

32.2%

 

21.5%

Non-GAAP adjustments:

 

 

 

Tax impact of non-GAAP adjustments

(0.4%)

 

(0.2%)

Other discrete items

(0.7%)

 

2.6%

Total non-GAAP adjustments​​

(1.1%)​

 

​2.4%

Non-GAAP tax rate

31.1%​

 

23.9%

 

Reconciliation of GAAP Earnings Per Share to Non-GAAP Earnings Per Share (Diluted)

 

Three Months Ended

March 31,

2021

 

2020

GAAP earnings per share (diluted)

$

0.37

 

$

0.07

Non-GAAP adjustments:

 

 

 

 

 

Restructuring costs

 

0.02

 

 

0.01

Acquisition-related costs

 

0.01

 

 

(0.01)

Purchased intangible amortization

 

0.06

 

 

0.06

Other costs

 

0.01

 

 

0.04

Income tax rate differential

 

(0.03)

 

 

(0.03)

Total non-GAAP adjustments

 

0.07

 

 

0.07

Non-GAAP earnings per share (diluted)

$

0.44

 

$

0.14

 

Reconciliation of GAAP Operating Cash Flow to Non-GAAP Free Cash Flow

 

Three Months Ended

March 31,

2021

 

2020

GAAP operating cash flow

$

98.0

 

$

35.0

Non-GAAP adjustments:

 

 

 

 

 

Purchases of property, plant and equipment

 

(24.7)

 

 

(30.5)

Non-GAAP Free Cash Flow

$

73.3

 

$

4.5

 

Days Inventory Outstanding is calculated as follows: GAAP average inventory balance divided by (GAAP revenue less non-GAAP gross profit (defined above))

Days Payable Outstanding is calculated as follows: GAAP average accounts payable balance divided by (GAAP revenue less non-GAAP gross profit (defined above) plus the change in GAAP inventory balance)

Days Sales Outstanding is calculated as follows: GAAP average accounts receivable balance divided by GAAP revenue

 

Bruker Corporation

REVENUE

(unaudited and in millions)

 

Three Months Ended

March 31,

2021

 

2020

Revenue by Group:

 

 

 

 

 

Bruker BioSpin

$

159.4

 

$

120.9

Bruker CALID

 

192.4

 

 

140.5

Bruker Nano

 

154.4

 

 

120.1

BEST

 

52.4

 

 

46.2

Eliminations

 

(3.9)

 

 

(3.7)

Total revenue

$

554.7

 

$

424.0

 

Three Months Ended

March 31,

2021

 

2020

Revenue by End Customer Geography:

 

 

 

 

 

United States

$

119.0

 

$

109.4

Europe

 

219.9

 

 

144.9

Asia Pacific

 

180.5

 

 

137.2

Other

 

35.3

 

 

32.5

Total revenue

$

554.7

 

$

424.0

 

 

 

 

 

 

Reconciliation of GAAP Reported Revenue Growth to Organic Revenue Growth

 

Three Months Ended

March 31,

2021

 

2020

 

Total Bruker

GAAP revenue as of prior comparable period

$

424.0

 

$

461.4

Non-GAAP adjustments:

 

 

Acquisitions and divestitures

3.2

 

 

4.3

Organic

100.7

 

 

(36.2)

Currency

26.8

 

 

(5.5)

Total non-GAAP adjustments

130.7​

 

 

(37.4)​

Revenue

$​

554.7

 

$

424.0

Revenue growth

30.8%

 

 

(8.1%)

Organic revenue growth

 

23.8%

 

 

(7.9%)

Three Months Ended March 31,

 

2021

 

2020

 

 

Bruker Scientific Instruments (1)

GAAP revenue as of prior comparable period

 

$

381.5

 

$

416.8

Non-GAAP adjustments:

 

 

 

Acquisitions and divestitures

 

3.2

 

 

3.3

Organic

 

97.7

 

 

(34.3)

Currency

 

23.8

 

 

(4.3)

Total non-GAAP adjustments

 

124.7 ​

 

 

(35.3) ​

Revenue

 

$​

506.2

 

$

381.5

Revenue growth

32.7%

 

 

(8.5%)

Organic revenue growth

 

 

 

25.6%

 

 

(8.2%)

(1) Bruker Scientific Instruments (BSI) revenue reflects the sum of the BSI Life Science and BSI Nano Segments as presented in our 2020 Form 10-K.

 

Bruker Corporation

REVENUE – Continued

(unaudited and in millions)

 

Reconciliation of GAAP Reported Revenue Growth to Organic Revenue Growth

 

 

Three Months Ended March 31,

 

2021

 

2020

 

 

BEST, net of Intercompany Eliminations

GAAP revenue as of prior comparable period

$

42.5

 

$

44.6

Non-GAAP adjustments:

 

 

Acquisitions and divestitures

 

 

1.0

Organic

3.0

 

 

(1.9)

Currency

3.0

 

 

(1.2)

Total non-GAAP adjustments

6.0​

 

 

(2.1)​

Revenue

$​

48.5

 

$

42.5

Revenue growth

​​

14.1%

 

 

(4.7%)

Organic revenue growth

 

 

7.1%

 

 

(4.3%)

 

Miroslava Minkova

Senior Director, Investor Relations & Corporate Development

Bruker Corporation

T: +1 (978) 663–3660, ext. 1479

E: [email protected]

KEYWORDS: Massachusetts United States North America

INDUSTRY KEYWORDS: Health Medical Devices Clinical Trials Research Science Pharmaceutical Biotechnology

MEDIA:

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