BEDFORD, Mass., April 30, 2014 /PRNewswire/ -- Hologic, Inc.
(Hologic or the Company) (NASDAQ: HOLX), a leading developer,
manufacturer and supplier of premium diagnostic products, medical
imaging systems and surgical products, with an emphasis on serving
the healthcare needs of women, today announced its results for the
second fiscal quarter ended March 29,
2014.
Second Quarter Financial Highlights and Recent
Developments:
- Revenues increased 2.0% to $625.0
million (prior year revenues included $10.6 million from Lifecodes, which the Company
sold in March 2013).
- Breast Health revenues increased 8.5%.
- Non‐GAAP net income increased 9.9% to $103.1 million, or $0.37 per diluted share.
- Adjusted EBITDA increased 5.0% to $222.4
million.
- Net loss improved to $16.8
million, or $0.06 per diluted
share, calculated in accordance with GAAP.
- Refinanced Term Loan B resulting in an interest rate reduction
of 50 basis points.
- Appointed Eric Compton as Chief
Operating Officer and Claus Egstrand as Senior Vice President and
General Manager, International.
- Grifols, Hologic's blood screening collaboration partner, was
selected as a partner by the Japanese Red Cross in screening the
country's 5.3 million annual blood donations using the Panther
system and associated assays.
- Acceptance of the American Medical Association CPT application
for Category I Codes establishing a pathway for screening and
diagnostic breast tomosynthesis reimbursement beginning
January 1, 2015.
- Publication of six new peer-reviewed studies that further
validate the benefits of Hologic's 3D mammography in breast cancer
screening.
The Company includes non-GAAP financial measures in
this press release. Definitions of these non‐GAAP financial
measures, and the reconciliations to the Company's comparable GAAP
financial measures (calculated in accordance with U.S. generally
accepted accounting principles) for the periods presented, are
included in this press release.
Second Quarter Fiscal 2014 Operating Results
Overview:
Second quarter fiscal 2014 revenues increased 2.0% to
$625.0 million from $612.7 million in the prior year (second quarter
fiscal 2013 revenues included $10.6
million from Lifecodes, which the Company sold in
March 2013). During the same period,
revenues increased 1.0% from non-GAAP revenues of $619.1 million in the prior year. Non-GAAP
revenues in the second quarter of fiscal 2013 reflect the addition
of $6.4 million that was eliminated
for GAAP purposes as a result of a purchase accounting
adjustment.
Fluctuation in foreign currency exchange rates added 40 basis
points to revenues compared to the second quarter of fiscal
2013.
Second quarter fiscal 2014 net loss improved to $16.8 million, or $0.06 per diluted share, compared to a net loss
of $51.1 million, or $0.19 per diluted share, for the same period in
the prior year. Second quarter fiscal 2014 non-GAAP net income was
$103.1 million, or $0.37 per diluted share, an increase of 9.9% and
7.9%, respectively, compared to $93.8
million, or $0.35 per diluted
share, in the prior year.
"Second quarter results reflect early progress towards our
renewed focus on executional discipline as we drive to our goal of
sustainable organic growth," said Stephen
MacMillan, President and Chief Executive Officer. "Our key
product lines, such as Hologic's unique 3D mammography and Aptima
HPV, gained momentum during the quarter. To be clear, we still have
plenty of work to do in order to consistently improve our operating
results, achieve long-term growth and maximize value creation.
However, I am excited by how our sales teams are responding to help
achieve progress towards our primary objectives: leveraging our
unique collection of leading technologies to drive organic growth
and focusing our capital allocation efforts on debt reduction."
Second Quarter Fiscal 2014 Revenue Overview by Segment
(Compared to the Second Quarter Fiscal 2013):
- Diagnostics revenues totaled $290.8
million compared to revenues of $296.5 million in the prior year, a decrease of
1.9%. On a non-GAAP basis, which includes the $6.4 million prior year purchase accounting
adjustment, sales declined 4.0%. This decline was primarily due to:
(i) the Company's divestiture of its Lifecodes business in
March 2013; and (ii) decreases in
ThinPrep pap test sales in the U.S. due to interval expansion.
Partially offsetting these declines were increases in: (i)
molecular product sales primarily from the Company's Aptima product
line; and (ii) blood screening revenues.
- Breast Health revenues grew 8.5% to $238.7 million compared to $220.1 million in the prior year. This increase
was driven primarily by: (i) a significant increase in sales of 3D
mammography systems as the Company continued to drive a sales shift
to 3D systems from its 2D systems; (ii) service revenue growth
of $7.5 million, or 9.1%, from the
growing installed base of digital mammography systems; and (iii) to
a lesser extent, growth in C-View system sales, as well as biopsy
device sales growth, specifically the Eviva product line. Partially
offsetting these increases was the expected overall sales decline
of 2D systems as customers continued to move to the Company's 3D
systems.
- GYN Surgical revenues totaled $72.0
million compared to $73.7
million in the prior year, a decrease of 2.2%. Significant
growth in MyoSure system sales was offset by lower NovaSure system
sales.
- Skeletal Health revenues totaled $23.5
million compared to $22.4
million in the prior year, an increase of 4.7%. Higher
revenues from the Company's new Horizon bone densitometry system
were partially offset by a decrease in legacy bone densitometry
system sales.
Financial Guidance:
The Company's guidance includes current operations, including
revenues from its approved and cleared products. This guidance does
not include the effects of any future stock repurchases,
acquisitions, divestitures or additional voluntary debt payments
that may occur during fiscal 2014.
Third Quarter Fiscal 2014 (Quarter Ending June 28, 2014):
- The Company expects third quarter fiscal 2014 revenues of
$615 million to $625 million.
Year‐over‐year, this is flat to 2% down over third quarter fiscal
2013 revenues of $626.1
million.
- The Company expects non‐GAAP EPS of $0.33 to $0.34.
Fiscal 2014 (Year Ending September 27,
2014):
- The Company is raising its fiscal 2014 revenue guidance to a
range of $2.460 billion to $2.490
billion (from $2.425 billion
to $2.475 billion provided on
February 3, 2014). Year-over-year,
this represents a decrease of 1% to 2% over fiscal 2013 non-GAAP
revenues of $2.512 billion (prior
year reflects the addition of $19.7
million primarily relating to a purchase accounting
adjustment). Prior year revenues include $23
million from Lifecodes, which the Company sold in
March 2013.
- The Company is raising its fiscal 2014 non-GAAP EPS guidance to
a range of $1.37 to $1.40 (as
compared to $1.34 to $1.38 provided
on February 3, 2014).
Hologic may not generate expected revenues and may incur
expenses or charges, realize income or gains, or execute
transactions in fiscal 2014 that could cause actual results to vary
from the guidance above. In addition, the Company is continuing to
monitor the effects of the U.S., European and general worldwide
economic and regulatory conditions and related uncertainties,
including the implementation of healthcare cost containment
measures and healthcare reform legislation, as well as foreign
currency fluctuations, which, along with other uncertainties facing
the Company's business including those referenced elsewhere herein
and in its filings with the Securities and Exchange Commission,
could adversely affect anticipated results.
Conference Call and Webcast:
Hologic's management will host a conference call on Wednesday, April 30, 2014, at 5:00 p.m. (Eastern) to discuss second quarter
fiscal year 2014 operating results. Interested participants may
listen to the call by dialing 877-856-1955 or 719-325-4807 for
international callers and referencing code 9333157 approximately 15
minutes prior to the call. For those unable to participate in the
live broadcast, a replay will be available two hours after the
call ends through Friday, May 23,
2014, at 888‐203‐1112 or 719‐457‐0820 for international
callers, access code 9333157. The Company will also provide a live
webcast of the call. Interested participants may access the webcast
on the Company's website at
www.investors.hologic.com/investors-overview. A PowerPoint
presentation related to the conference call will be posted to the
site.
About Hologic, Inc.:
Hologic, Inc. is a leading developer, manufacturer and supplier
of premium diagnostic products, medical imaging systems, and
surgical products, with an emphasis on serving the healthcare needs
of women. The Company operates four core business units focused on
breast health, diagnostics, GYN surgical and skeletal health. With
a comprehensive suite of technologies and a robust research and
development program, Hologic is committed to improving lives. The
Company is headquartered in Massachusetts. For more information, visit
www.hologic.com.
Hologic, Aptima, C-View, Eviva, Gen‐Probe, Horizon, MyoSure,
NovaSure, Panther, and ThinPrep and associated logos are
trademarks and/or registered trademarks of Hologic, Inc. and/or its
subsidiaries in the United States
and/or other countries.
Forward‐Looking Statement Disclaimer:
This News Release contains forward‐looking information that
involves risks and uncertainties, including statements about the
Company's plans, objectives, expectations and intentions. Such
statements include, without limitation: financial or other
information included herein based upon or otherwise incorporating
judgments or estimates relating to future performance, events or
expectations; the Company's strategies, positioning, resources,
capabilities, and expectations for future performance; and the
Company's outlook and financial and other guidance. These
forward‐looking statements are based upon assumptions made by the
Company as of the date hereof and are subject to known and unknown
risks and uncertainties that could cause actual results to differ
materially from those anticipated.
Risks and uncertainties that could adversely affect the
Company's business and prospects, and otherwise cause actual
results to differ materially from those anticipated, include
without limitation: the ability of the Company to successfully
manage recent and ongoing leadership and organizational changes,
including the ability of the Company to attract, motivate and
retain key employees; U.S., European and general worldwide economic
conditions and related uncertainties; the Company's reliance on
third‐party reimbursement policies to support the sales and market
acceptance of its products, including the possible adverse impact
of government regulation and changes in the availability and amount
of reimbursement and uncertainties for new products or product
enhancements; uncertainties regarding the recently enacted or
future healthcare reform legislation, including associated tax
provisions, or budget reduction or other cost containment efforts;
changes in guidelines, recommendations and studies published by
various organizations that could affect the use of the Company's
products; uncertainties inherent in the development of new products
and the enhancement of existing products, including FDA approval
and/or clearance and other regulatory risks, technical risks, cost
overruns and delays; the risk that products may contain undetected
errors or defects or otherwise not perform as anticipated; risks
associated with strategic alliances and the ability of the Company
to realize anticipated benefits of those alliances; risks
associated with acquisitions, including without limitation, the
Company's ability to successfully integrate acquired businesses,
the risks that the acquired businesses may not operate as
effectively and efficiently as expected even if otherwise
successfully integrated, the risks that acquisitions may involve
unexpected costs or unexpected liabilities; the risks of conducting
business internationally; the risk of adverse exchange rate
fluctuations on the Company's international activities and
businesses; manufacturing risks, including the Company's reliance
on a single or limited source of supply for key components, and the
need to comply with especially high standards for the manufacture
of many of its products; the Company's ability to predict
accurately the demand for its products, and products under
development, and to develop strategies to address its markets
successfully; the early stage of market development for certain of
the Company's products; the Company's leverage risks, including the
Company's obligation to meet payment obligations and financial
covenants associated with its debt; risks related to the use and
protection of intellectual property; expenses, uncertainties and
potential liabilities relating to litigation, including, without
limitation, commercial, intellectual property, employment and
product liability litigation; technical innovations that could
render products marketed or under development by the Company
obsolete; and competition.
The risks included above are not exhaustive. Other factors that
could adversely affect the Company's business and prospects are
described in the filings made by the Company with the SEC. The
Company expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any such statements
presented herein to reflect any change in expectations or any
change in events, conditions or circumstances on which any such
statements are based.
HOLOGIC,
INC.
CONDENSED
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In
thousands)
|
|
March 29,
2014
|
|
September
28, 2013
|
|
|
|
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
490,379
|
|
$
829,404
|
Accounts receivable,
net
|
387,633
|
|
409,273
|
Inventories
|
310,980
|
|
289,363
|
Deferred income
taxes
|
34,398
|
|
-
|
Other current
assets
|
41,170
|
|
96,103
|
Total current
assets
|
1,264,560
|
|
1,624,143
|
|
|
|
|
Property and
equipment, net
|
472,154
|
|
491,528
|
Goodwill and
intangible assets
|
6,477,411
|
|
6,721,250
|
Other
assets
|
148,270
|
|
163,902
|
Total
assets
|
$
8,362,395
|
|
$
9,000,823
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
Current portion of
long-term debt
|
$
89,497
|
|
$
563,812
|
Accounts payable and
accrued liabilities
|
316,484
|
|
392,275
|
Deferred
revenues
|
144,702
|
|
132,319
|
Total current
liabilities
|
550,683
|
|
1,088,406
|
|
|
|
|
Long-term debt, net
of current portion
|
4,183,958
|
|
4,242,098
|
Deferred income
taxes
|
1,450,342
|
|
1,535,306
|
Other long-term
liabilities
|
197,309
|
|
193,500
|
Total
liabilities
|
6,382,292
|
|
7,059,310
|
Total stockholders'
equity
|
1,980,103
|
|
1,941,513
|
Total liabilities
and stockholders' equity
|
$
8,362,395
|
|
$
9,000,823
|
HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
|
|
Three Months
Ended
|
|
March 29,
2014
|
|
March 30,
2013
|
Revenues:
|
|
|
|
Product
|
$
521,135
|
|
$
516,116
|
Service and
other
|
103,873
|
|
96,547
|
Total
revenues
|
625,008
|
|
612,663
|
|
|
|
|
Cost of
revenues:
|
|
|
|
Product
|
185,724
|
|
207,227
|
Amortization of
intangible assets
|
76,883
|
|
75,733
|
Impairment of
intangible assets
|
26,567
|
|
-
|
Service and
other
|
53,722
|
|
50,377
|
Total cost of
revenues
|
342,896
|
|
333,337
|
|
|
|
|
Gross
profit
|
282,112
|
|
279,326
|
|
|
|
|
Operating
expenses:
|
|
|
|
Research and
development
|
49,915
|
|
49,621
|
Selling and
marketing
|
78,657
|
|
88,614
|
General and
administrative
|
62,109
|
|
64,233
|
Amortization of
intangible assets
|
29,100
|
|
28,667
|
Contingent
consideration
|
-
|
|
30,187
|
Restructuring and
divestiture charges
|
11,559
|
|
12,462
|
Impairment of
intangible assets
|
522
|
|
-
|
Total operating
expenses
|
231,862
|
|
273,784
|
|
|
|
|
Income from
operations
|
50,250
|
|
5,542
|
|
|
|
|
Other
expense:
|
|
|
|
Interest
expense
|
(54,449)
|
|
(76,049)
|
Other expense,
net
|
(7,551)
|
|
(3,241)
|
Total other
expense
|
(62,000)
|
|
(79,290)
|
|
|
|
|
Loss before income
taxes
|
(11,750)
|
|
(73,748)
|
Provision (benefit)
for income taxes
|
5,015
|
|
(22,644)
|
|
|
|
|
Net
loss
|
$
(16,765)
|
|
$
(51,104)
|
|
|
|
|
Net loss per common
share:
|
|
|
|
Basic
|
$
(0.06)
|
|
$
(0.19)
|
Diluted
|
$
(0.06)
|
|
$
(0.19)
|
|
|
|
|
Weighted average
number of shares outstanding:
|
|
|
|
Basic
|
274,589
|
|
268,175
|
Diluted
|
274,589
|
|
268,175
|
HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
|
|
Six Months
Ended
|
|
March 29,
2014
|
|
March 30,
2013
|
|
|
|
|
Revenues:
|
|
|
|
Product
|
$
1,033,517
|
|
$
1,049,370
|
Service and
other
|
203,939
|
|
194,655
|
Total
revenues
|
1,237,456
|
|
1,244,025
|
|
|
|
|
Cost of
revenues:
|
|
|
|
Product
|
362,602
|
|
429,554
|
Amortization of
intangible assets
|
153,549
|
|
151,020
|
Impairment of
intangible assets
|
26,567
|
|
-
|
Service and
other
|
107,030
|
|
102,452
|
Total cost of
revenues
|
649,748
|
|
683,026
|
|
|
|
|
Gross
profit
|
587,708
|
|
560,999
|
|
|
|
|
Operating
expenses:
|
|
|
|
Research and
development
|
98,584
|
|
101,130
|
Selling and
marketing
|
161,914
|
|
183,057
|
General and
administrative
|
129,928
|
|
118,624
|
Amortization of
intangible assets
|
55,316
|
|
57,193
|
Contingent
consideration
|
-
|
|
69,713
|
Restructuring and
divestiture charges
|
29,909
|
|
16,395
|
Impairment of
intangible assets
|
522
|
|
-
|
Gain on sale of
intellectual property
|
-
|
|
(53,884)
|
|
476,173
|
|
492,228
|
Income from
operations
|
111,535
|
|
68,771
|
|
|
|
|
Other
expense:
|
|
|
|
Interest
expense
|
(115,739)
|
|
(148,130)
|
Other expense,
net
|
(8,965)
|
|
(1,742)
|
Total other
expense
|
(124,704)
|
|
(149,872)
|
|
|
|
|
Loss before income
taxes
|
(13,169)
|
|
(81,101)
|
Provision (benefit)
for income taxes
|
8,947
|
|
(33,115)
|
|
|
|
|
Net
loss
|
$
(22,116)
|
|
$
(47,986)
|
|
|
|
|
Net loss per common
share:
|
|
|
|
Basic
|
$
(0.08)
|
|
$
(0.18)
|
Diluted
|
$
(0.08)
|
|
$
(0.18)
|
|
|
|
|
Weighted average
number of shares outstanding:
|
|
|
|
Basic
|
273,648
|
|
267,259
|
Diluted
|
273,648
|
|
267,259
|
HOLOGIC, INC
RECONCILIATION OF GAAP REVENUES, EPS AND NET LOSS TO NON-GAAP
REVENUES, EPS, NET INCOME AND ADJUSTED EBITDA
(Unaudited)
(In thousands, except earnings per share)
|
|
Three Months
Ended
|
|
March 29,
2014
|
|
March 30,
2013
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
GAAP
revenues
|
$
625,008
|
|
$
612,663
|
|
Adjustment related to
blood screening collaboration
|
-
|
|
6,429
|
(1)
|
Non-GAAP
revenues
|
$
625,008
|
|
$
619,092
|
|
|
|
|
|
|
(Loss) Earnings per
share:
|
|
|
|
|
GAAP loss per share -
Diluted
|
$
(0.06)
|
|
$
(0.19)
|
|
Adjustment to net
loss (as detailed below)
|
0.43
|
|
0.54
|
|
Non-GAAP earnings per
share – Diluted
|
$
0.37
|
(2)
|
$
0.35
|
(2)
|
|
|
|
|
|
Net (loss)
income:
|
|
|
|
|
GAAP net
loss
|
$
(16,765)
|
|
$
(51,104)
|
|
Adjustments:
|
|
|
|
|
Amortization of
intangible assets
|
105,983
|
(3)
|
104,400
|
(3)
|
Contingent
consideration
|
-
|
|
30,187
|
(4)
|
Non-cash interest
expense relating to convertible notes
|
8,341
|
(5)
|
13,621
|
(5)
|
Restructuring,
divestiture and acquisition-related charges
|
15,573
|
(6)
|
19,893
|
(6)
|
Fair value
adjustments
|
3,124
|
(7)
|
25,710
|
(7)
|
Contingent revenue
from blood screening collaboration
|
-
|
|
6,429
|
(1)
|
Debt extinguishment
charges
|
5,443
|
(9)
|
9,661
|
(9)
|
Impairment of
intangible assets
|
27,089
|
(10)
|
-
|
|
Other charges,
net
|
3,621
|
(11)
|
1,855
|
(11)
|
Income tax effect of
reconciling items
|
(49,296)
|
(12)
|
(66,807)
|
(12)
|
Non-GAAP net
income
|
$
103,113
|
|
$
93,845
|
|
|
|
|
|
|
Adjusted
EBITDA:
|
|
|
|
|
Non-GAAP net
income
|
$
103,113
|
|
$
93,845
|
|
Interest expense,
net, not adjusted above
|
44,953
|
|
55,807
|
|
Provision for income
taxes
|
54,311
|
|
44,163
|
|
Depreciation expense,
not adjusted above
|
19,974
|
|
17,963
|
|
Adjusted
EBITDA
|
$
222,351
|
|
$
211,778
|
|
HOLOGIC, INC.
RECONCILIATION OF GAAP REVENUES, EPS AND NET LOSS TO NON-GAAP
REVENUES, EPS, NET INCOME AND ADJUSTED EBITDA
(Unaudited)
(In thousands, except earnings per share)
|
|
Six Months
Ended
|
|
March 29,
2014
|
|
March 30,
2013
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
GAAP
revenues
|
$
1,237,456
|
|
$
1,244,025
|
|
Adjustment primarily
related to blood screening collaboration
|
-
|
|
19,704
|
(1)
|
Non-GAAP
revenues
|
$
1,237,456
|
|
$
1,263,729
|
|
|
|
|
|
|
(Loss) earnings per
share:
|
|
|
|
|
GAAP loss per share -
Diluted
|
$
(0.08)
|
|
$
(0.18)
|
|
Adjustment to net
loss (as detailed below)
|
0.79
|
|
0.90
|
|
Non-GAAP earnings per
share – Diluted
|
$
0.71
|
(2)
|
$
0.72
|
(2)
|
|
|
|
|
|
Net (loss)
income:
|
|
|
|
|
GAAP net
loss
|
$
(22,116)
|
|
$
(47,986)
|
|
Adjustments:
|
|
|
|
|
Amortization of
intangible assets
|
208,865
|
(3)
|
208,213
|
(3)
|
Contingent
consideration
|
-
|
|
69,713
|
(4)
|
Non-cash interest
expense relating to convertible notes
|
19,887
|
(5)
|
29,265
|
(5)
|
Restructuring,
divestiture and acquisition-related charges
|
39,029
|
(6)
|
29,347
|
(6)
|
Fair value
adjustments
|
6,178
|
(7)
|
58,275
|
(7)
|
Contingent revenue
primarily from blood screening
collaboration
|
-
|
|
19,704
|
(1)
|
Gain on sale of
intellectual property
|
-
|
|
(53,884)
|
(8)
|
Debt extinguishment
charges
|
8,383
|
(9)
|
9,661
|
(9)
|
Impairment of
intangible assets
|
27,089
|
(10)
|
-
|
|
Other charges
(gains), net
|
4,900
|
(11)
|
(1,512)
|
(11)
|
Income tax effect of
reconciling items
|
(94,954)
|
(12)
|
(125,173)
|
(12)
|
Non-GAAP net
income
|
$
197,261
|
|
$
195,623
|
|
|
|
|
|
|
Adjusted
EBITDA:
|
|
|
|
|
Non-GAAP net
income
|
$
197,261
|
|
$
195,623
|
|
Interest expense,
net, not adjusted above
|
94,341
|
|
111,984
|
|
Provision for income
taxes
|
103,901
|
|
92,058
|
|
Depreciation expense,
not adjusted above
|
40,382
|
|
39,616
|
|
Adjusted
EBITDA
|
$
435,885
|
|
$
439,281
|
|
Explanatory Notes
to Reconciliations:
|
(1) To primarily
reflect a fair value adjustment relating to contingent revenue
earned and received post acquisition under the Company's blood
screening collaboration, which was eliminated under purchase
accounting.
|
(2) Non-GAAP earnings
per share was calculated based on 276,546 and 271,642 weighted
average diluted shares outstanding for the three months ended March
29, 2014 and March 30, 2013, respectively, and 276,008 and 270,510
weighted average diluted shares outstanding for the six months
ended March 29, 2014 and March 30, 2013, respectively.
|
(3) To reflect a
non-cash charge attributable to the amortization of intangible
assets.
|
(4) To reflect a
charge to operating expenses attributable to contingent
consideration related to certain of the Company's
acquisitions.
|
(5) To reflect
certain non-cash interest expense related to the Company's
convertible notes.
|
(6) To reflect
certain costs associated with the Company's acquisition(s) and
integration plans, which primarily include retention costs,
transfer costs, and asset impairments, as well as restructuring and
divestiture charges.
|
(7) To reflect
non-cash fair value adjustments for: (i) additional depreciation
expense in both periods presented related to the fair value
write-up of fixed assets acquired from Gen-Probe; and (ii) write-up
of inventory acquired from Gen-Probe and sold during the prior year
period.
|
(8) To reflect a net
gain resulting from a cash payment received in final settlement of
an agreement, net of costs associated with this
transaction.
|
(9) To reflect a
non-cash loss related to the Credit Agreement amendments for those
creditors who opted not to participate in the refinancing or for
partial extinguishment related to voluntary prepayments, as well as
related third-party transaction costs.
|
(10) To reflect a
non-cash impairment charge on certain of the Company's intangible
assets related to the MRI breast coils product line to reflect fair
value.
|
(11) To reflect the
net impact from miscellaneous transactions during the
period.
|
(12) To reflect an
estimated annual effective tax rate of 34.5% for the three and six
months ended March 29, 2014 and an annual effective tax rate of
32.0% for the three and six months ended March 30, 2013 on a
non-GAAP basis.
|
Future Non-GAAP Adjustments:
Future GAAP EPS may be affected by changes in ongoing
assumptions and judgments relating to the Company's acquired
businesses, and may also be affected by nonrecurring, unusual or
unanticipated charges, expenses or gains, which are excluded in the
calculation of the Company's non-GAAP EPS guidance as described in
this press release. It is therefore not practicable to reconcile
non-GAAP EPS guidance to the most comparable GAAP
measure.
Use of Non-GAAP Financial Measures:
The Company has presented the following non-GAAP financial
measures in this press release: revenues; net income; EPS; and
adjusted EBITDA. The Company defines its non-GAAP revenues to
primarily include contingent revenue earned post-acquisition under
the blood screening collaboration which was eliminated under
purchase accounting. The Company defines adjusted EBITDA as its
non-GAAP net income plus net interest expense, income taxes, and
depreciation and amortization expense included in its non-GAAP net
income. The Company defines its non-GAAP net income and EPS to
exclude: (i) the amortization of intangible assets; (ii)
acquisition-related charges and effects, such as charges for
contingent consideration, transaction costs, integration costs
including retention, and credits and/or charges associated with the
write-up of acquired inventory and fixed assets to fair value, and
the effect of a reduction in revenue primarily related to
contingent revenue under the blood screening collaboration,
described above; (iii) non-cash interest expense related to
amortization of the debt discount for convertible debt securities;
(iv) restructuring and divestiture charges; (v) non-cash debt
extinguishment losses and related transaction costs; (vi)
litigation settlement charges (benefits); (vii)
other-than-temporary impairment losses on investments; (viii) other
one-time, nonrecurring, unusual or infrequent charges, expenses or
gains that may not be indicative of the Company's core business
results; and (ix) income taxes related to such adjustments.
The Company believes the use of non-GAAP financial measures is
useful to investors by eliminating certain of the more significant
effects of its acquisitions and related activities, non-cash
charges resulting from the application of GAAP to convertible debt
instruments with cash settlement features, charges related to debt
extinguishment losses, investment impairments, litigation
settlements, and restructuring and divestiture initiatives. These
non-GAAP measures also reflect how Hologic manages its businesses
internally. In addition to the adjustments set forth in the
calculation of the Company's non-GAAP net income and EPS, its
adjusted EBITDA eliminates the effects of financing, income taxes
and the accounting effects of capital spending. As with the items
eliminated in its calculation of non-GAAP net income, these items
may vary for different companies for reasons unrelated to the
overall operating performance of a company's business. When
analyzing the Company's operating performance, investors should not
consider these non-GAAP financial measures as a substitute for net
income prepared in accordance with GAAP.
Contacts:
|
Deborah R. Gordon
Vice President, Investor Relations and
Corporate
Communications
(781)
999-7716
deborah.gordon@hologic.com
|
Al Kildani
Senior Director, Investor Relations
(858) 410-8653
al.kildani@hologic.com
|
SOURCE Hologic, Inc.