HERTFORDSHIRE, England and
PITTSBURGH, Feb. 10, 2016
/PRNewswire/ -- Mylan N.V. (NASDAQ, TASE: MYL) today announced its
financial results for the quarter and year ended December 31,
2015.
Financial Highlights
- Full year adjusted total revenues of $9.45 billion, up 28% on a constant currency
basis versus the prior year; GAAP total revenues of $9.43 billion. Excluding the impact of the
acquisition of Abbott Laboratories' non-U.S. developed markets
specialty and branded generics business (the "EPD Business"), full
year adjusted total revenues increased 9% on a constant currency
basis.
- Generics segment adjusted third party net sales of $8.17 billion, up 33% on a constant currency
basis. GAAP Generics segment third party net sales of $8.16 billion. Excluding the EPD Business,
Generics segment adjusted third party net sales increased 11% on a
constant currency basis. Both including and excluding the EPD
Business, all regions in the Generics segment showed positive full
year growth.
- Specialty segment third party net sales of $1.20 billion, up 1%
- Full year adjusted diluted EPS of $4.30, up 21% and at the high end of our
previously communicated guidance range; GAAP diluted EPS of
$1.70, down 27%
- Full year adjusted cash provided by operating activities of
$2.22 billion, up 83%; GAAP net cash
provided by operating activities of $2.01
billion, up 98%
- Full year adjusted free cash flow of $1.85 billion, up 107%
- 2016 total revenues guidance of $10.5
billion to $11.5 billion, with or without Meda, the midpoint
of which represents an increase of 16% versus 2015; 2016 adjusted
diluted EPS guidance range of $4.85 to
$5.15, with or without Meda, the midpoint of which
represents an increase of 16% versus 2015
Mylan CEO Heather Bresch
commented, "Our exceptional 2015 results were highlighted by
year-over-year constant currency adjusted total revenues growth of
28% and adjusted diluted EPS growth of 21%. This strong performance
is again a testament to the strength and diversity of our global
platform and our unwavering focus on execution. In addition to our
solid financial performance, with growth across all of our segments
and regions, we also closed and integrated two key acquisitions in
2015, the EPD Business and certain female healthcare businesses
from Famy Care Limited, all while continuing to make meaningful
progress against our strategic growth drivers. For instance, we
submitted our Abbreviated New Drug Application (ANDA) for generic
Advair® to the U.S. Food and Drug Administration (FDA), and we
advanced many of our Biocon-partnered biosimilars/insulin programs,
as well as recently announced our worldwide collaboration with
Momenta to jointly develop and commercialize up to six biosimilar
products, positioning us as a worldwide leader in this exciting
area.
"We are off to a great start in 2016. We anticipate
year-over-year total revenues growing 16% and adjusted diluted EPS
growing 16%, and we are excited about our announcement today of our
offer to acquire Meda. We have assumed the closing of Meda by the
end of the third quarter, and we have incorporated one quarter of
Meda in our 2016 guidance. However, we are committed to our 2016
guidance ranges with or without Meda. Looking ahead, the Meda
transaction creates the opportunity to accelerate achievement of
our $6.00 adjusted diluted EPS target
to 2017 versus 2018(1)."
Mylan CFO John Sheehan added,
"Mylan's exceptional 2015 results reflect strong growth in our
legacy business, enhanced by the addition of the EPD Business,
demonstrating our ability to drive organic growth as well as
execute on value-enhancing transactions. We also had a record year
with respect to cash, as our adjusted free cash flow in 2015 grew
an outstanding 107% to $1.85 billion.
As we enter 2016, we have the most financial flexibility that we
have ever had in our history. With full access to our balance sheet
cash in excess of $1.2 billion, and
net debt to adjusted EBITDA of less than 2.0 times at year end, we
have the opportunity to continue to invest for growth, both
organically and inorganically."
Adjusted Total Revenues
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
(Unaudited; in
millions)
|
2015
|
|
2014
|
|
Percent
Change
|
|
2015
|
|
2014
|
|
Percent
Change
|
Adjusted Total
Revenues*
|
$
|
2,490.7
|
|
|
$
|
2,082.7
|
|
|
20%
|
|
$
|
9,446.4
|
|
|
$
|
7,719.6
|
|
|
22%
|
Generics Segment
Adjusted Third Party Net Sales*
|
2,220.7
|
|
|
1,815.0
|
|
|
22%
|
|
8,174.9
|
|
|
6,459.3
|
|
|
27%
|
North
America
|
1,033.8
|
|
|
1,000.6
|
|
|
3%
|
|
3,895.6
|
|
|
3,361.2
|
|
|
16%
|
Europe
(adjusted)*
|
616.4
|
|
|
373.4
|
|
|
65%
|
|
2,222.7
|
|
|
1,476.8
|
|
|
51%
|
Rest of
World
|
570.5
|
|
|
441.0
|
|
|
29%
|
|
2,056.6
|
|
|
1,621.3
|
|
|
27%
|
Specialty Third Party
Net Sales
|
254.1
|
|
|
242.7
|
|
|
5%
|
|
1,204.8
|
|
|
1,187.2
|
|
|
1%
|
Other
Revenues
|
15.9
|
|
|
25.0
|
|
|
(36)%
|
|
66.7
|
|
|
73.1
|
|
|
(9)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*For the three months ended December 31,
2015 and 2014, GAAP total revenues, GAAP Generics segment
third party net sales and GAAP third party net sales from
Europe were the same as the
corresponding adjusted measures above. For the year ended
December 31, 2015, GAAP total
revenues were $9,429.3 million, GAAP
Generics segment third party net sales were $8,157.8 million and GAAP third party net sales
from Europe were $2,205.6 million. For the year ended December 31, 2014, GAAP total revenues, GAAP
Generics segment third party net sales and GAAP third party net
sales from Europe were the same as
the corresponding adjusted measures above. Refer to the non-GAAP
reconciliations for reconciliations of adjusted third party net
sales from Europe, Generics
segment adjusted third party net sales and adjusted total revenues
to the most directly comparable GAAP financial measures.
Fourth Quarter 2015 Financial Results
Generics Segment Revenues
Generics segment third party net sales were
$2.22 billion for the quarter, an
increase of 22% when compared to the prior year period. When
translating adjusted third party net sales for the current quarter
at prior year comparative period exchange rates ("constant
currency"), adjusted third party net sales increased by 27%.
- Third party net sales from North
America were $1.03 billion
for the quarter, an increase of 3% when compared to the prior year
period. This increase was primarily driven by net sales from new
products, and to a lesser extent, net sales from the acquired EPD
Business of approximately $47
million. During the fourth quarter of 2014, North America benefited from market disruption
with respect to certain products. Factors offsetting this increase
were lower volumes and pricing on existing products. The effect of
foreign currency translation on third party net sales was
insignificant in North
America.
- Third party net sales from Europe were $616.4
million for the quarter, an increase of 65% when compared to
the prior year period. This increase was primarily driven by net
sales from the acquired EPD Business of approximately $286 million, and to a lesser extent, net sales
from new products. Factors offsetting this increase were slightly
lower volumes on existing products and lower pricing throughout
Europe. Constant currency third
party net sales increased by 77%.
- Third party net sales from Rest of World were
$570.5 million for the quarter, an
increase of 29% when compared to the prior year period. This
increase was primarily driven by net sales from the acquired EPD
Business of approximately $123
million, new product launches in Japan and Australia and higher third party net sales
volumes in India, predominately
from growth in our anti-retroviral franchise. These increases were
partially offset by lower pricing throughout this region. Constant
currency third party net sales increased by 39%.
Specialty Segment Revenues
Specialty segment reported third party net sales
were $254.1 million for the quarter,
an increase of 5% when compared to the prior year period. This
increase was primarily due to higher net sales of the EpiPen®
Auto-Injector due to higher volumes, but with the same net
payor pricing dynamics that existed throughout 2015.
Total Gross Profit
Adjusted gross profit was $1.40
billion and adjusted gross margins were 56% for the
quarter as compared to adjusted gross profit of $1.12 billion and adjusted gross margins of 54%
in the comparable prior year period. The current quarter increase
was primarily due to net sales from the acquired EPD Business and
new product introductions, partially offset by pricing reductions.
GAAP gross profit was $1.06
billion and $969.0 million for
the fourth quarter of 2015 and 2014, respectively. GAAP gross
margins were 43% and 47% in the fourth quarter of 2015 and
2014, respectively.
Total Profitability
Adjusted earnings from operations for the quarter were
$746.6 million, up 23% from the
comparable prior year period. GAAP earnings from operations
were $423.9 million for the quarter,
an increase of 8% from the comparable prior year period.
GAAP R&D expense and GAAP SG&A expense
increased due to the impact of the acquired EPD Business.
EBITDA, which is defined as net earnings (excluding the
non-controlling interest and losses from equity method investees)
plus income taxes, interest expense, depreciation and amortization,
was $657.5 million for the quarter
and $548.8 million for the comparable
prior year quarter. After adjusting for certain items as further
detailed in the reconciliation below, adjusted EBITDA was
$827.2 million for the quarter and
$682.1 million for the comparable
prior year period. Adjusted net earnings attributable to Mylan
N.V. increased by $200.4 million
to $620.2 million compared to
$419.8 million for the prior year
comparable period. Adjusted diluted EPS increased 16% to
$1.22 compared
to $1.05 in the prior year comparable period. Note that
GAAP requires EPS to be calculated for each individual period based
on the average shares outstanding for the period, both on a
quarter-to-date and year-to-date basis. Given the issuance of
shares to Abbott Laboratories in the first quarter of 2015, there
is an impact to Mylan's average fourth quarter outstanding shares
as compared to Mylan's average full year outstanding shares. See
"Impact of Shares Issued in EPD Transaction" chart in the
Reconciliation of Non-GAAP Financial Measures section for
further details. GAAP net earnings attributable to Mylan
N.V. increased by $5.4 million to
$194.6 million as compared to
$189.2 million for the prior year
comparable period. GAAP diluted EPS decreased from
$0.47 to $0.38 when compared to the prior year comparable
period due to the impact of ordinary shares issued in the current
year for the acquisition of the EPD Business.
Full Year 2015 Financial Results
Generics Segment Revenues
Generics segment adjusted third party net sales
were $8.17 billion for the year, an
increase of 27% when compared to the prior year. GAAP Generics
segment third party net sales were $8.16
billion. Constant currency adjusted third party net sales
increased by 33%.
- Third party net sales from North
America were $3.90 billion
for the year, an increase of 16% when compared to the prior year.
This increase was primarily driven by net sales from new products,
and to a lesser extent, net sales from the acquired EPD Business of
approximately $145 million. Also
contributing to the increase were higher volumes on existing
products, partially offset by lower pricing. The effect of foreign
currency translation on third party net sales was insignificant in
North America.
- Adjusted third party net sales from Europe were $2.22
billion for the year, an increase of 51% when compared to
the prior year. GAAP third party net sales from Europe were $2.21
billion. Excluded from adjusted revenues during the year is
a one-time customer incentive of $17.1
million that was provided in Europe as a result of the acquired EPD
Business. This increase was primarily driven by net sales from the
acquired EPD Business of approximately $947
million, and to a lesser extent, net sales from new
products. Higher volumes on existing products, primarily in
France and Italy, were offset by lower pricing throughout
Europe. Constant currency adjusted
third party net sales increased by 67%.
- Third party net sales from Rest of World were
$2.06 billion for the year, an
increase of 27% when compared to the prior year. This increase was
primarily driven by net sales from the acquired EPD Business of
approximately $375 million, new
product launches mainly in Australia and Japan and higher third party net sales volumes
in India, in particular from
growth in our anti-retroviral franchise, and in Brazil. These increases were partially offset
by lower volumes on existing products in Japan and lower pricing throughout this
region. Constant currency third party net sales increased by
38%.
Specialty Segment Revenues
Specialty segment reported third party net sales
of $1.20 billion for the year, an
increase of 1% when compared to the prior year. This increase was
partially due to higher volumes of the EpiPen®
Auto-Injector, which was offset by lower pricing. The EpiPen®
Auto-Injector is the number one dispensed epinephrine auto-injector
and as a global franchise reached $1
billion in annual net sales for the second year in a row. In
addition, sales of the Perforomist® Inhalation Solution and ULTIVA®
increased by double digit percentage points from the prior
year.
Total Gross Profit
Adjusted gross profit was $5.25
billion and adjusted gross margins were 56% for the
year as compared to adjusted gross profit of $4.05 billion and adjusted gross margins of 52%
in the comparable prior year. The current year increase was
primarily due to net sales from the acquired EPD Business, new
product introductions and increased margins on existing products in
North America. GAAP gross
profit was $4.22 billion and
$3.53 billion for the year ended
December 31, 2015 and 2014,
respectively. GAAP gross margins were 45% and 46% for the
year ended December 31, 2015 and
2014, respectively.
Total Profitability
Adjusted earnings from operations for the year were
$2.70 billion, up 30% from the
comparable prior year. GAAP earnings from operations were
$1.46 billion for the year, an
increase of 8% from the comparable prior year. GAAP
R&D expense increased primarily due to the impact of the
acquired EPD Business. In addition, R&D increased due to the
continued development of our respiratory, insulin and biologics
programs as well as the timing of internal and external product
development projects. GAAP SG&A expense increased
from the prior year as a result of the impact of the acquired EPD
Business and higher acquisition and integration related costs.
EBITDA was $2.39 billion
for the year and $1.97 billion for
the comparable prior year. After adjusting for certain items as
further detailed in the reconciliation below, adjusted
EBITDA was $3.01 billion for the
year and $2.37 billion for the
comparable prior year. Adjusted net earnings attributable to
Mylan N.V. increased by $721.1
million to $2.14 billion
compared to $1.42 billion for the
prior year. Adjusted diluted EPS increased 21% to
$4.30 compared
to $3.56 in the comparable prior year. Note that GAAP
requires EPS to be calculated for each individual period based on
the average shares outstanding for the period, both on a
quarter-to-date and year-to-date basis. Given the issuance of
shares to Abbott Laboratories in the first quarter of 2015, there
is an impact to Mylan's average fourth quarter outstanding shares
as compared to Mylan's average full year outstanding shares. When
aggregated, adjusted diluted EPS for the four quarters of 2015 do
not equal the full year adjusted diluted EPS figure. GAAP net
earnings attributable to Mylan N.V. decreased by
$81.8 million to $847.6 million as compared to $929.4 million for the prior year. This decrease
is primarily due to increased amortization expense and transaction
costs incurred in the current year. In the prior year we recorded a
gain related to the resolution of contingent consideration related
to the Agila transaction and tax benefits related to the merger of
the Company's wholly owned subsidiaries, Agila Specialties Private
Limited and Onco Therapies Limited, into Mylan Laboratories
Limited. GAAP diluted EPS decreased from $2.34 to $1.70 when
compared to the prior year.
Cash Flow
Adjusted cash provided by operating activities was
$602 million for the three months
ended December 31, 2015 compared to
$181 million for the comparable prior
year period. On a GAAP basis, net cash provided by
operating activities was $651
million for the three months ended December 31, 2015 compared to $127 million for the comparable prior year
period. Capital expenditures were approximately $156 million for the three months ended
December 31, 2015 as compared to
approximately $105 million for the
comparable prior year period. Adjusted free cash flow was
$446 million for the three months
ended December 31, 2015 compared to
$76 million in the prior year
period.
Adjusted cash provided by operating activities was
$2.22 billion for the year ended
December 31, 2015 compared to
$1.21 billion for the comparable
prior year. On a GAAP basis, net cash provided by
operating activities was $2.01
billion for the year ended December
31, 2015 compared to $1.01
billion for the comparable prior year. The increase in GAAP
net cash provided by operating activities for the quarter and year
to date period was primarily due to an increase in earnings,
excluding non-cash items, combined with our ongoing working capital
initiatives. Capital expenditures were approximately
$363 million for the year ended
December 31, 2015 as compared to
approximately $325 million for the
year ended December 31, 2014.
Adjusted free cash flow was $1.85
billion for the year ended December
31, 2015 compared to $894
million in the prior year.
Guidance
Mylan expects 2016 total revenues, with or without Meda, in the
range of $10.5 billion to $11.5
billion, the midpoint of which represents an increase of 16%
versus 2015. Adjusted diluted EPS is expected to be in the range of
$4.85 to $5.15, with or without Meda,
the midpoint of which represents an increase of 16% versus
2015.
The following table provides a summary of Mylan's 2016 full year
guidance ranges, along with significant exchange rates used in
preparing the guidance.
Full Year 2016 Financial Guidance
(In millions,
except EPS and %'s)
|
|
2016
Guidance
|
Total
Revenues
|
|
$10,500 -
$11,500
|
Gross
Margin*
|
|
55% - 57%
|
R&D as % of Total
Revenues*
|
|
6% - 7%
|
SG&A as % of
Total Revenues*
|
|
19% - 21%
|
EBITDA*
|
|
$3,500 -
$4,000
|
Net
Earnings*
|
|
$2,525 -
$2,725
|
Diluted
EPS*
|
|
$4.85 -
$5.15
|
Operating Cash
Flow*
|
|
$2,400 -
$2,600
|
Capital
Expenditures
|
|
$400 -
$500
|
Effective Tax
Rate*
|
|
15% - 17%
|
Average Diluted
Shares Outstanding
|
|
520 - 530
|
|
|
|
*Adjusted
metrics
|
|
|
|
|
|
Key Exchange Rates
Used for 2016 Guidance:
|
|
|
Australian Dollar ($
/ AUD)
|
|
1.37
|
British Pound ($ /
GBP)
|
|
1.56
|
Canadian Dollar (CAD
/ $)
|
|
0.76
|
Euro ($ /
EUR)
|
|
1.10
|
Indian Rupee
(INR / $)
|
|
62.00
|
Japanese Yen
(JPY / $)
|
|
124.74
|
|
|
|
Conference Call
Mylan will host a conference call and live webcast, today,
February 10, 2016, at 4:30 pm
ET, in conjunction with the release of its financial
results. The dial-in number to access the call is 800.514.4861 or
678.809.2405 for international callers. To access the live webcast
and slide presentation, please log onto Mylan's website
(www.mylan.com) at least 15 minutes before the event is to begin to
register and download or install any necessary software.
Annual General Meeting of Shareholders
Mylan will host its annual general meeting of shareholders on
Friday, June 24, 2016 (the "AGM"). If
a shareholder wishes to submit a proposal pursuant to Rule 14a-8
under the Securities Exchange Act of 1934, as amended, such
proposal must be delivered to and received by Mylan at its
principal executive offices (Building 4, Trident Place Mosquito
Way, Hatfield, Hertfordshire, AL10 9UL, United Kingdom) to the attention of our
Corporate Secretary, no later than March 2,
2016, and the shareholder must otherwise comply with the
requirements of Rule 14a-8 and Dutch law in order for the proposal
to be considered for inclusion in the 2016 proxy statement and
proxy. Any other shareholder proposal for an agenda item
pursuant to section 7.06 of Mylan's articles of association and
section 2:114a of the Dutch Civil Code must be submitted no later
than April 25, 2016 and otherwise
comply with Mylan's articles of association.
Non-GAAP Financial Measures
This press release includes the presentation and discussion of
certain financial information that differs from what is reported
under accounting principles generally accepted in the United States ("GAAP"). These non-GAAP
financial measures, including, but not limited to, adjusted diluted
EPS, adjusted cash provided by operating activities, adjusted third
party net sales from Europe,
Generics segment adjusted third party net sales, adjusted third
party net sales, adjusted total revenues, adjusted gross profit,
adjusted gross margins, adjusted earnings from operations, adjusted
net earnings attributable to Mylan N.V. ("Mylan" or the "Company"),
constant currency total revenues, constant currency third party net
sales, constant currency adjusted total revenues, constant currency
adjusted third party net sales, EBITDA, adjusted EBITDA, net debt
to adjusted EBITDA, and adjusted free cash flow, are presented in
order to supplement investors' and other readers' understanding and
assessment of the Company's financial performance. Management uses
these measures internally for forecasting, budgeting and measuring
its operating performance. In addition, primarily due to
acquisitions, Mylan believes that an evaluation of its ongoing
operations (and comparisons of its current operations with
historical and future operations) would be difficult if the
disclosure of its financial results were limited to financial
measures prepared only in accordance with GAAP. In addition, the
Company believes that including EBITDA and supplemental adjustments
applied in presenting adjusted EBITDA pursuant to our debt
agreements is appropriate to provide additional information to
investors to demonstrate the Company's ability to comply with
financial debt covenants (which are calculated using a measure
similar to adjusted EBITDA) and assess the Company's ability to
incur additional indebtedness. We also report sales performance
using the non-GAAP financial measure of "constant currency" total
revenues, adjusted total revenues, third party net sales, and
adjusted third party net sales. This measure provides information
on the change in net sales assuming that foreign currency exchange
rates had not changed between the prior and current period. The
comparisons presented as constant currency rates reflect
comparative local currency sales at the prior year's foreign
exchange rates. We routinely evaluate our third party net sales
performance at constant currency so that sales results can be
viewed without the impact of foreign currency exchange rates,
thereby facilitating a period-to-period comparison of our
operational activities, and we believe that this presentation also
provides useful information to investors for the same reason. The
"Summary of Adjusted Revenues by Segment" table below compares
third party net sales and, as applicable, adjusted third party net
sales on an actual and constant currency basis for each reportable
segment and the geographic regions within the Generics segment for
the three months ended and year ended December 31, 2015 and
2014. Also, set forth below, Mylan has provided reconciliations of
such non-GAAP financial measures to the most directly comparable
GAAP financial measures. Investors and other readers are encouraged
to review the related GAAP financial measures and the
reconciliations of the non-GAAP measures to their most directly
comparable GAAP measures set forth below, and investors and other
readers should consider non-GAAP measures only as supplements to,
not as substitutes for or as superior measures to, the measures of
financial performance prepared in accordance with GAAP.
Below is a reconciliation of GAAP net earnings attributable to
Mylan N.V. and GAAP diluted EPS to adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS for the quarter
and year ended December 31, 2015 compared to the respective
prior year period (in millions, except per share amounts):
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP net earnings
attributable to Mylan N.V. and GAAP diluted EPS
|
$
|
194.6
|
|
|
$
|
0.38
|
|
|
$
|
189.2
|
|
|
$
|
0.47
|
|
|
$
|
847.6
|
|
|
$
|
1.70
|
|
|
$
|
929.4
|
|
|
$
|
2.34
|
|
Purchase accounting
related amortization (primarily included in cost of sales)
(a)
|
291.1
|
|
|
|
|
129.2
|
|
|
|
|
900.9
|
|
|
|
|
419.0
|
|
|
|
Litigation
settlements, net
|
(116.5)
|
|
|
|
|
0.7
|
|
|
|
|
(97.4)
|
|
|
|
|
47.9
|
|
|
|
Interest expense,
primarily amortization of convertible debt discount
|
5.7
|
|
|
|
|
11.9
|
|
|
|
|
45.6
|
|
|
|
|
46.0
|
|
|
|
Non-cash accretion
and fair value adjustments of contingent consideration
liability
|
9.9
|
|
|
|
|
9.2
|
|
|
|
|
38.4
|
|
|
|
|
35.3
|
|
|
|
Clean energy
investments pre-tax loss (b)
|
24.9
|
|
|
|
|
22.5
|
|
|
|
|
93.2
|
|
|
|
|
78.9
|
|
|
|
Financing related
costs (included in other expense (income), net) (c)
|
71.2
|
|
|
|
|
33.3
|
|
|
|
|
112.0
|
|
|
|
|
33.3
|
|
|
|
Acquisition related
costs (primarily included in cost of sales and selling, general and
administrative expense)
|
194.3
|
|
|
|
|
58.5
|
|
|
|
|
438.0
|
|
|
|
|
139.5
|
|
|
|
Acquisition related
customer incentive (included in third party net sales)
|
—
|
|
|
|
|
—
|
|
|
|
|
17.1
|
|
|
|
|
—
|
|
|
|
Restructuring and other special items included
in:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
16.5
|
|
|
|
|
13.1
|
|
|
|
|
36.3
|
|
|
|
|
45.1
|
|
|
|
Research and
development expense
|
1.8
|
|
|
|
|
—
|
|
|
|
|
20.3
|
|
|
|
|
17.9
|
|
|
|
Selling, general and
administrative expense
|
7.0
|
|
|
|
|
18.0
|
|
|
|
|
48.3
|
|
|
|
|
66.9
|
|
|
|
Other income
(expense), net
|
0.3
|
|
|
|
|
(7.2)
|
|
|
|
|
7.2
|
|
|
|
|
(10.9)
|
|
|
|
Tax effect of the
above items and other income tax related items (d)
|
(80.6)
|
|
|
|
|
(58.6)
|
|
|
|
|
(370.1)
|
|
|
|
|
(432.0)
|
|
|
|
Adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS
|
$
|
620.2
|
|
|
$
|
1.22
|
|
|
$
|
419.8
|
|
|
$
|
1.05
|
|
|
$
|
2,137.4
|
|
|
$
|
4.30
|
|
|
$
|
1,416.3
|
|
|
$
|
3.56
|
|
Weighted average
diluted ordinary shares outstanding
|
509.8
|
|
|
|
|
400.6
|
|
|
|
|
497.4
|
|
|
|
|
398.0
|
|
|
|
|
(a)
|
Adjustment for
purchase accounting related amortization expense for the three
months and years ended December 31, 2015 and 2014 includes
intangible asset impairment charges of $31.3 million and $27.7
million, respectively.
|
|
|
(b)
|
Adjustment represents
exclusion of the pre-tax loss related to Mylan's clean energy
investments, the activities of which qualify for income tax credits
under Section 45 of the Internal Revenue Code of 1986, as amended
(the "Code"). The amount is included in other expense (income), net
in the Consolidated Statements of Operations.
|
|
|
(c)
|
Adjustment represents
approximately $71.2 million related to the termination of certain
interest rate swaps and charges of approximately $40.8 million
related to the redemption of the Company's 7.875% Senior Notes due
2020 for the year ended December 31, 2015.
|
|
|
(d)
|
Adjustment for other
income tax related items includes the exclusion from Adjusted Net
Earnings of the tax benefit of approximately $156 million related
to the merger of the Company's wholly owned subsidiaries, Agila
Specialties Private Limited and Onco Therapies Limited, into Mylan
Laboratories Limited for the year ended December 31,
2014.
|
|
|
Below is a reconciliation of GAAP net earnings attributable to
Mylan N.V. to EBITDA and adjusted EBITDA for the quarter and year
ended December 31, 2015 compared to
the respective prior year period (in millions):
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP net earnings
attributable to Mylan N.V.
|
$
|
194.6
|
|
|
$
|
189.2
|
|
|
$
|
847.6
|
|
|
$
|
929.4
|
|
Add
adjustments:
|
|
|
|
|
|
|
|
Net contribution
attributable to the noncontrolling interest and equity method
investments
|
27.6
|
|
|
27.2
|
|
|
105.2
|
|
|
95.1
|
|
Income
taxes
|
23.7
|
|
|
81.9
|
|
|
67.7
|
|
|
41.4
|
|
Interest
expense
|
70.9
|
|
|
82.0
|
|
|
339.4
|
|
|
333.2
|
|
Depreciation and
amortization
|
340.7
|
|
|
168.5
|
|
|
1,032.1
|
|
|
566.6
|
|
EBITDA
|
$
|
657.5
|
|
|
$
|
548.8
|
|
|
$
|
2,392.0
|
|
|
$
|
1,965.7
|
|
Add / (deduct)
adjustments:
|
|
|
|
|
|
|
|
Share-based
compensation expense
|
26.4
|
|
|
17.9
|
|
|
92.8
|
|
|
65.9
|
|
Litigation
settlements, net
|
(116.5)
|
|
|
0.7
|
|
|
(97.4)
|
|
|
47.9
|
|
Restructuring & other special
items
|
259.8
|
|
|
114.7
|
|
|
624.7
|
|
|
286.4
|
|
Adjusted
EBITDA
|
$
|
827.2
|
|
|
$
|
682.1
|
|
|
$
|
3,012.1
|
|
|
$
|
2,365.9
|
|
|
|
|
|
|
|
|
|
Adjusted total
revenues (e)
|
$
|
2,490.7
|
|
|
$
|
2,082.7
|
|
|
$
|
9,446.4
|
|
|
$
|
7,719.6
|
|
Adjusted EBITDA
margin (f)
|
33.2
|
%
|
|
32.8
|
%
|
|
31.9
|
%
|
|
30.6
|
%
|
|
(e)
|
Refer to the non-GAAP
reconciliations for reconciliation of adjusted total revenues to
the most directly comparable GAAP financial measure for the year
ended December 31, 2015. For the three months ended December 31,
2015 and 2014 and the year ended December 31, 2014, GAAP total
revenues was the same as the corresponding adjusted
measure.
|
|
|
(f)
|
Adjusted EBITDA
margin is calculated as adjusted EBITDA divided by adjusted total
revenues.
|
|
|
About Mylan
Mylan is a global pharmaceutical company committed to setting
new standards in health care. Working together around the world to
provide 7 billion people access to high quality medicine, we
innovate to satisfy unmet needs; make reliability and service
excellence a habit; do what's right, not what's easy; and impact
the future through passionate global leadership. We offer a growing
portfolio of around 1,400 generic pharmaceuticals and several brand
medications. In addition, we offer a wide range of antiretroviral
therapies, upon which nearly 50% of HIV/AIDS patients in developing
countries depend. We also operate one of the largest active
pharmaceutical ingredient manufacturers and currently market
products in approximately 165 countries and territories. Our
workforce includes nearly 35,000 people dedicated to improving the
customer experience and increasing pharmaceutical access to
consumers around the world. But don't take our word for it. See for
yourself. See inside. mylan.com
FORWARD-LOOKING STATEMENTS
This release contains "forward-looking statements." These
statements are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such
forward-looking statements may include, without limitation,
statements about the proposed acquisition of Meda AB (publ.)
("Meda") by Mylan (the "Proposed Transaction"), Mylan's related
public offer to the shareholders of Meda to acquire all of the
outstanding shares of Meda (the "Offer"), Mylan's acquisition of
Mylan Inc. and the EPD Business (the "EPD Transaction"), the
benefits and synergies of the EPD Transaction and the Proposed
Transaction, future opportunities for Mylan, Meda, or the combined
company and products and any other statements regarding Mylan's,
Meda's or the combined company's future operations, anticipated
business levels, future earnings, planned activities, anticipated
growth, market opportunities, strategies, competition, and other
expectations and targets for future periods. These may often be
identified by the use of words such as "will", "may", "could",
"should", "would", "project", "believe", "anticipate", "expect",
"plan", "estimate", "forecast", "potential", "intend", "continue",
"target" and variations of these words or comparable words. Because
forward-looking statements inherently involve risks and
uncertainties, actual future results may differ materially from
those expressed or implied by such forward-looking statements.
Factors that could cause or contribute to such differences include,
but are not limited to: uncertainties related to the Proposed
Transaction, including as to the timing of the Proposed
Transaction, uncertainties as to whether Mylan will be able to
complete the Proposed Transaction, the possibility that competing
offers will be made, the possibility that certain conditions to the
completion of the Offer will not be satisfied, and the possibility
that Mylan will be unable to obtain regulatory approvals for the
Proposed Transaction or be required, as a condition to obtaining
regulatory approvals, to accept conditions that could reduce the
anticipated benefits of the Proposed Transaction; the ability to
meet expectations regarding the accounting and tax treatments of
the EPD Transaction and the Proposed Transaction; changes in
relevant tax and other laws, including but not limited to changes
in healthcare and pharmaceutical laws and regulations in the U.S.
and abroad; the integration of the EPD Business and Meda being more
difficult, time-consuming, or costly than expected; operating
costs, customer loss and business disruption (including, without
limitation, difficulties in maintaining relationships with
employees, customers, clients, or suppliers) being greater than
expected following the EPD Transaction and the Proposed
Transaction; the retention of certain key employees of the EPD
Business and Meda being difficult; the possibility that Mylan may
be unable to achieve expected synergies and operating efficiencies
in connection with the EPD Transaction and the Proposed Transaction
within the expected time-frames or at all and to successfully
integrate the EPD Business and Meda; expected or targeted future
financial and operating performance and results; the capacity to
bring new products to market, including but not limited to where
Mylan uses its business judgment and decides to manufacture,
market, and/or sell products, directly or through third parties,
notwithstanding the fact that allegations of patent infringement(s)
have not been finally resolved by the courts (i.e., an "at-risk
launch"); any regulatory, legal, or other impediments to Mylan's
ability to bring new products to market; success of clinical trials
and Mylan's ability to execute on new product opportunities; any
changes in or difficulties with our inventory of, and our ability
to manufacture and distribute, the EpiPen® Auto-Injector to meet
anticipated demand; the scope, timing, and outcome of any ongoing
legal proceedings and the impact of any such proceedings on
financial condition, results of operations and/or cash flows; the
ability to protect intellectual property and preserve intellectual
property rights; the effect of any changes in customer and supplier
relationships and customer purchasing patterns; the ability to
attract and retain key personnel; changes in third-party
relationships; the impact of competition; changes in the economic
and financial conditions of the businesses of Mylan, Meda or the
combined company; the inherent challenges, risks, and costs in
identifying, acquiring, and integrating complementary or strategic
acquisitions of other companies, products or assets and in
achieving anticipated synergies; uncertainties and matters beyond
the control of management; and inherent uncertainties involved in
the estimates and judgments used in the preparation of financial
statements, and the providing of estimates of financial measures,
in accordance with GAAP and related standards or on an adjusted
basis. For more detailed information on the risks and uncertainties
associated with Mylan's business activities, see the risks
described in Mylan's Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2015 and
June 30, 2015 and its other filings
with the Securities and Exchange Commission ("SEC"). These risks
and uncertainties also include those risks and uncertainties that
will be discussed in the offer document to be filed with the
Swedish Financial Supervisory Authority ("SFSA"), the Registration
Statement on Form S-4 to be filed with the SEC and the EU
Prospectus to be filed with the Netherlands Authority for the
Financial Markets ("AFM") or another competent EU authority. You
can access Mylan's filings with the SEC through the SEC website at
www.sec.gov, and Mylan strongly encourages you to do so. Mylan
undertakes no obligation to update any statements herein for
revisions or changes after the date of this release.
ADDITIONAL INFORMATION
In connection with the Offer, an offer document will be filed
with the SFSA and published by Mylan upon approval by the SFSA. In
addition, Mylan expects to file certain materials with the SEC,
including, among other materials, a Registration Statement on
Form S-4. Mylan also expects to file an EU Prospectus with the
AFM or another competent EU authority. This release is not intended
to be, and is not, a substitute for such documents or for any other
document that Mylan may file with the SFSA, the SEC, the AFM or any
other competent EU authority in connection with the Offer. This
release contains advertising materials (reclame-uitingen) in
connection with the Offer as referred to in Section 5:20 of the
Dutch Financial Supervision Act (Wet op het financieel toezicht).
INVESTORS AND SECURITYHOLDERS OF MEDA ARE URGED TO READ ANY
DOCUMENTS FILED WITH THE SFSA, THE SEC AND THE AFM OR ANY OTHER
COMPETENT EU AUTHORITY CAREFULLY AND IN THEIR ENTIRETY (IF AND WHEN
THEY BECOME AVAILABLE) BEFORE MAKING AN INVESTMENT DECISION BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MYLAN, MEDA AND THE
OFFER. Such documents will be available free of charge through the
website maintained by the SEC at www.sec.gov, on Mylan's website at
medatransaction.mylan.com or, to the extent filed with the AFM,
through the website maintained by the AFM at www.afm.nl, or by
directing a request to Mylan at 724-514-1813 or
investor.relations@mylan.com. Any materials filed by Mylan with the
SFSA, the SEC, the AFM or any other competent EU authority that are
required to be mailed to Meda shareholders will also be mailed to
such shareholders.
FURTHER INFORMATION
The Offer is not being made to persons whose participation in
the Offer requires that an additional offer document be prepared or
registration effected or that any other measures be taken in
addition to those required under Swedish law (including the Swedish
Takeover Rules), Dutch law and U.S. law.
The distribution of this release and any related Offer
documentation in certain jurisdictions may be restricted or
affected by the laws of such jurisdictions. Accordingly, copies of
this release are not being, and must not be, mailed or otherwise
forwarded, distributed or sent in, into or from any such
jurisdiction. Therefore, persons who receive this release
(including, without limitation, nominees, trustees and custodians)
and are subject to the laws of any such jurisdiction will need to
inform themselves about, and observe, any applicable restrictions
or requirements. Any failure to do so may constitute a violation of
the securities laws of any such jurisdiction. To the fullest extent
permitted by applicable law, Mylan disclaims any responsibility or
liability for the violations of any such restrictions by any
person.
The Offer is not being made, and this release may not be
distributed, directly or indirectly, in or into, nor will any
tender of shares be accepted from or on behalf of holders in, any
jurisdiction in which the making of the Offer, the distribution of
this release or the acceptance of any tender of shares would
contravene applicable laws or regulations or require further offer
documents, filings or other measures in addition to those required
under Swedish law (including the Swedish Takeover Rules), Dutch law
and U.S. law.
The acceptance period for the Offer for shares of Meda described
in this release has not commenced.
Mylan N.V. and
Subsidiaries
Consolidated
Statements of Operations
(Unaudited; in
millions, except per share amounts)
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
Revenues:
|
|
|
|
|
|
|
|
Net sales
|
$
|
2,474.8
|
|
|
$
|
2,057.7
|
|
|
$
|
9,362.6
|
|
|
$
|
7,646.5
|
|
Other
revenues
|
15.9
|
|
|
25.0
|
|
|
66.7
|
|
|
73.1
|
|
Total
revenues
|
2,490.7
|
|
|
2,082.7
|
|
|
9,429.3
|
|
|
7,719.6
|
|
Cost of
sales
|
1,428.1
|
|
|
1,113.7
|
|
|
5,213.2
|
|
|
4,191.6
|
|
Gross
profit
|
1,062.6
|
|
|
969.0
|
|
|
4,216.1
|
|
|
3,528.0
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
Research and
development
|
159.0
|
|
|
150.2
|
|
|
671.9
|
|
|
581.8
|
|
Selling, general and
administrative
|
596.2
|
|
|
425.6
|
|
|
2,180.7
|
|
|
1,625.7
|
|
Litigation
settlements, net
|
(116.5)
|
|
|
0.7
|
|
|
(97.4)
|
|
|
47.9
|
|
Other operating
(income) expense, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(80.0)
|
|
Total operating
expenses
|
638.7
|
|
|
576.5
|
|
|
2,755.2
|
|
|
2,175.4
|
|
Earnings from
operations
|
423.9
|
|
|
392.5
|
|
|
1,460.9
|
|
|
1,352.6
|
|
Interest
expense
|
70.9
|
|
|
82.0
|
|
|
339.4
|
|
|
333.2
|
|
Other expense
(income), net
|
134.7
|
|
|
38.1
|
|
|
206.1
|
|
|
44.9
|
|
Earnings before
income taxes and noncontrolling interest
|
218.3
|
|
|
272.4
|
|
|
915.4
|
|
|
974.5
|
|
Income tax
provision
|
23.7
|
|
|
81.9
|
|
|
67.7
|
|
|
41.4
|
|
Net
earnings
|
194.6
|
|
|
190.5
|
|
|
847.7
|
|
|
933.1
|
|
Net earnings
attributable to the noncontrolling interest
|
—
|
|
|
(1.3)
|
|
|
(0.1)
|
|
|
(3.7)
|
|
Net earnings
attributable to Mylan N.V. ordinary shareholders
|
$
|
194.6
|
|
|
$
|
189.2
|
|
|
$
|
847.6
|
|
|
$
|
929.4
|
|
Earnings per ordinary
share attributable to Mylan N.V. ordinary shareholders:
|
|
|
|
|
|
|
|
Basic
|
$
|
0.40
|
|
|
$
|
0.51
|
|
|
$
|
1.80
|
|
|
$
|
2.49
|
|
Diluted
|
$
|
0.38
|
|
|
$
|
0.47
|
|
|
$
|
1.70
|
|
|
$
|
2.34
|
|
Weighted average
ordinary shares outstanding:
|
|
|
|
|
|
|
|
Basic
|
490.2
|
|
|
374.6
|
|
|
472.2
|
|
|
373.7
|
|
Diluted
|
509.8
|
|
|
400.6
|
|
|
497.4
|
|
|
398.0
|
|
Mylan N.V. and
Subsidiaries
Consolidated
Balance Sheets
(Unaudited; in
millions)
|
|
|
December 31,
2015
|
|
December 31,
2014(1)
|
ASSETS
|
Assets
|
|
|
|
Current
assets
|
|
|
|
Cash and cash
equivalents
|
$
|
1,236.0
|
|
|
$
|
225.5
|
|
Accounts receivable,
net
|
2,689.1
|
|
|
2,268.5
|
|
Inventories
|
1,951.0
|
|
|
1,651.4
|
|
Other current
assets
|
596.6
|
|
|
2,295.8
|
|
Total current
assets
|
6,472.7
|
|
|
6,441.2
|
|
Intangible assets,
net
|
7,221.9
|
|
|
2,347.1
|
|
Goodwill
|
5,380.1
|
|
|
4,049.3
|
|
Other non-current
assets
|
3,193.0
|
|
|
2,982.9
|
|
Total
assets
|
$
|
22,267.7
|
|
|
$
|
15,820.5
|
|
|
LIABILITIES AND
EQUITY
|
Liabilities
|
|
|
|
Current
liabilities
|
$
|
4,122.2
|
|
|
$
|
5,304.0
|
|
Long-term
debt
|
6,295.6
|
|
|
5,699.9
|
|
Other non-current
liabilities
|
2,084.1
|
|
|
1,540.6
|
|
Total
liabilities
|
12,501.9
|
|
|
12,544.5
|
|
Noncontrolling
interest
|
1.4
|
|
|
20.1
|
|
Mylan N.V.
shareholders' equity
|
9,764.4
|
|
|
3,255.9
|
|
Total liabilities and
equity
|
$
|
22,267.7
|
|
|
$
|
15,820.5
|
|
|
(1)
|
As of December 31,
2015, the Company retrospectively adopted ASU 2015-03, Interest
- Imputation of Interest, and ASU 2015-17, Balance Sheet
Classification of Deferred Taxes, as issued by the Financial
Accounting and Standards Board. As such, the December 31, 2014
Consolidated Balance Sheet has been updated to reflect the
necessary reclassifications.
|
|
|
Mylan N.V. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
(Unaudited;
in millions)
Impact of Shares Issued in EPD Transaction
GAAP requires that EPS be calculated for each individual period
based on average shares outstanding for the period (both
quarter-to-date and year-to-date). The issuance of shares to
Abbott in the first quarter of
2015 impacted the average quarterly outstanding shares versus
average outstanding shares for the full year of 2015. The below
table shows a quarterly reconciliation of adjusted diluted EPS (in
millions, except per share amounts):
|
Three Months
Ended
|
|
|
|
Year
Ended
|
|
March 31,
2015
|
|
June 30,
2015
|
|
September 30,
2015
|
|
December 31,
2015
|
|
Impact of
Average
Share Count
|
|
December 31,
2015
|
Adjusted diluted
EPS
|
$
|
0.70
|
|
|
$
|
0.91
|
|
|
$
|
1.43
|
|
|
$
|
1.22
|
|
|
$
|
0.04
|
|
|
$
|
4.30
|
|
Adjusted net
earnings
|
$
|
309.1
|
|
|
$
|
474.3
|
|
|
$
|
733.8
|
|
|
$
|
620.2
|
|
|
|
|
$
|
2,137.4
|
|
Diluted share
count
|
443.8
|
|
|
521.9
|
|
|
514.0
|
|
|
509.8
|
|
|
|
|
497.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Below is a reconciliation of GAAP net earnings attributable to
Mylan N.V. and GAAP diluted EPS to adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS for each of the
four quarters of 2015 (in millions, except per share amounts):
|
Three Months
Ended
|
|
March 31,
2015
|
|
June 30,
2015
|
|
September 30,
2015
|
|
December 31,
2015
|
GAAP net earnings
attributable to Mylan N.V. and GAAP diluted EPS
|
$
|
56.6
|
|
|
$
|
0.13
|
|
|
$
|
167.8
|
|
|
$
|
0.32
|
|
|
$
|
428.6
|
|
|
$
|
0.83
|
|
|
$
|
194.6
|
|
|
$
|
0.38
|
|
Purchase accounting
related amortization (primarily included in cost of sales)
(a)
|
144.0
|
|
|
|
|
246.6
|
|
|
|
|
219.2
|
|
|
|
|
291.1
|
|
|
|
Litigation
settlements, net
|
17.7
|
|
|
|
|
(0.9)
|
|
|
|
|
2.3
|
|
|
|
|
(116.5)
|
|
|
|
Interest expense,
primarily amortization of convertible debt discount
|
12.2
|
|
|
|
|
16.2
|
|
|
|
|
11.5
|
|
|
|
|
5.7
|
|
|
|
Non-cash accretion
and fair value adjustments of contingent consideration
liability
|
9.2
|
|
|
|
|
9.6
|
|
|
|
|
9.7
|
|
|
|
|
9.9
|
|
|
|
Clean energy
investments pre-tax loss (b)
|
22.5
|
|
|
|
|
21.7
|
|
|
|
|
24.1
|
|
|
|
|
24.9
|
|
|
|
Financing related
costs (included in other expense (income), net) (c)
|
—
|
|
|
|
|
—
|
|
|
|
|
40.8
|
|
|
|
|
71.2
|
|
|
|
Acquisition related
costs (primarily included in cost of sales and selling, general and
administrative expense)
|
78.8
|
|
|
|
|
72.6
|
|
|
|
|
92.3
|
|
|
|
|
194.3
|
|
|
|
Acquisition related
customer incentive (included in third party net sales)
|
—
|
|
|
|
|
—
|
|
|
|
|
17.1
|
|
|
|
|
—
|
|
|
|
Restructuring and other special items included
in:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
8.0
|
|
|
|
|
6.7
|
|
|
|
|
5.1
|
|
|
|
|
16.5
|
|
|
|
Research and
development expense
|
17.9
|
|
|
|
|
—
|
|
|
|
|
0.6
|
|
|
|
|
1.8
|
|
|
|
Selling, general and
administrative expense
|
7.8
|
|
|
|
|
24.9
|
|
|
|
|
8.6
|
|
|
|
|
7.0
|
|
|
|
Other income
(expense), net
|
7.0
|
|
|
|
|
1.1
|
|
|
|
|
(1.2)
|
|
|
|
|
0.3
|
|
|
|
Tax effect of the
above items and other income tax related items
|
(72.6)
|
|
|
|
|
(92.0)
|
|
|
|
|
(124.9)
|
|
|
|
|
(80.6)
|
|
|
|
Adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS
|
$
|
309.1
|
|
|
$
|
0.70
|
|
|
$
|
474.3
|
|
|
$
|
0.91
|
|
|
$
|
733.8
|
|
|
$
|
1.43
|
|
|
$
|
620.2
|
|
|
$
|
1.22
|
|
Weighted average
diluted ordinary shares outstanding
|
443.8
|
|
|
|
|
521.9
|
|
|
|
|
514.0
|
|
|
|
|
509.8
|
|
|
|
|
(a)
|
Adjustment for
purchase accounting related amortization expense for the three
months ended December 31, 2015 includes intangible asset
impairment charges of $31.3 million.
|
|
|
(b)
|
Adjustment represents
exclusion of the pre-tax loss related to Mylan's clean energy
investments, the activities of which qualify for income tax credits
under Section 45 of the Internal Revenue Code of 1986, as amended
(the "Code"). The amount is included in other expense (income), net
in the Consolidated Statements of Operations.
|
|
|
(c)
|
Adjustment represents
approximately $71.2 million related to the termination of certain
interest rate swaps for the three months ended December 31, 2015
and charges of approximately $40.8 million related to the
redemption of the Company's 7.875% Senior Notes due 2020 for the
three months ended September 30, 2015.
|
Summary of Adjusted Total Revenues by Segment
|
Three Months
Ended
|
|
Year
Ended
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
Percent
Change
|
|
Percent
Change
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Actual
|
|
Constant
Currency(1)
|
|
Actual
|
|
Constant
Currency(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Generics
(adjusted):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third party net
sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North
America
|
$
|
1,033.8
|
|
|
$
|
1,000.6
|
|
|
$
|
3,895.6
|
|
|
$
|
3,361.2
|
|
|
3
|
%
|
|
4
|
%
|
|
16
|
%
|
|
16
|
%
|
Europe (adjusted)
(2)
|
616.4
|
|
|
373.4
|
|
|
2,222.7
|
|
|
1,476.8
|
|
|
65
|
%
|
|
77
|
%
|
|
51
|
%
|
|
67
|
%
|
Rest of
World
|
570.5
|
|
|
441.0
|
|
|
2,056.6
|
|
|
1,621.3
|
|
|
29
|
%
|
|
39
|
%
|
|
27
|
%
|
|
38
|
%
|
Adjusted total third
party net sales (2)
|
2,220.7
|
|
|
1,815.0
|
|
|
8,174.9
|
|
|
6,459.3
|
|
|
22
|
%
|
|
27
|
%
|
|
27
|
%
|
|
33
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other third party
revenues
|
9.0
|
|
|
19.5
|
|
|
40.8
|
|
|
51.1
|
|
|
|
|
|
|
|
|
|
Adjusted total third
party revenues
|
2,229.7
|
|
|
1,834.5
|
|
|
8,215.7
|
|
|
6,510.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment
sales
|
1.1
|
|
|
1.0
|
|
|
6.3
|
|
|
4.7
|
|
|
|
|
|
|
|
|
|
Adjusted Generics
total revenues
|
2,230.8
|
|
|
1,835.5
|
|
|
8,222.0
|
|
|
6,515.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specialty:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Third party net
sales
|
254.1
|
|
|
242.7
|
|
|
1,204.8
|
|
|
1,187.2
|
|
|
5
|
%
|
|
5
|
%
|
|
1
|
%
|
|
1
|
%
|
Other third party
revenues
|
6.9
|
|
|
5.5
|
|
|
25.9
|
|
|
22.0
|
|
|
|
|
|
|
|
|
|
Total third party
revenues
|
261.0
|
|
|
248.2
|
|
|
1,230.7
|
|
|
1,209.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intersegment
sales
|
5.1
|
|
|
1.7
|
|
|
10.9
|
|
|
9.0
|
|
|
|
|
|
|
|
|
|
Specialty total
revenues
|
266.1
|
|
|
249.9
|
|
|
1,241.6
|
|
|
1,218.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Elimination of
intersegment sales
|
(6.2)
|
|
|
(2.7)
|
|
|
(17.2)
|
|
|
(13.7)
|
|
|
|
|
|
|
|
|
|
Adjusted consolidated
total revenues (2)
|
$
|
2,490.7
|
|
|
$
|
2,082.7
|
|
|
$
|
9,446.4
|
|
|
$
|
7,719.6
|
|
|
20
|
%
|
|
24
|
%
|
|
22
|
%
|
|
28
|
%
|
|
(1)
|
The constant currency
percent change is derived by translating third party net sales for
the current period at prior year comparative period exchange
rates.
|
|
|
(2)
|
Refer to the non-GAAP
reconciliations for reconciliations of adjusted third party net
sales from Europe, Generics segment adjusted third party net sales,
adjusted third party net sales and adjusted total revenues to the
most directly comparable GAAP financial measures for the year ended
December 31, 2015. For the three months ended December 31, 2015 and
2014 and the year ended December 31, 2014, GAAP third party net
sales from Europe, GAAP Generics segment third party net sales,
GAAP third party net sales and GAAP total revenues were the same as
the corresponding adjusted measures.
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP third party
net sales from Europe
|
$
|
616.4
|
|
|
$
|
373.4
|
|
|
$
|
2,205.6
|
|
|
$
|
1,476.8
|
|
Add:
|
|
|
|
|
|
|
|
Acquisition related
customer incentive
|
—
|
|
|
—
|
|
|
17.1
|
|
|
—
|
|
Adjusted third party
net sales from Europe
|
$
|
616.4
|
|
|
$
|
373.4
|
|
|
$
|
2,222.7
|
|
|
$
|
1,476.8
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP Generics
segment third party net sales
|
$
|
2,220.7
|
|
|
$
|
1,815.1
|
|
|
$
|
8,157.8
|
|
|
$
|
6,459.3
|
|
Add:
|
|
|
|
|
|
|
|
Acquisition related
customer incentive
|
—
|
|
|
—
|
|
|
17.1
|
|
|
—
|
|
Adjusted Generics
segment third party net sales
|
$
|
2,220.7
|
|
|
$
|
1,815.1
|
|
|
$
|
8,174.9
|
|
|
$
|
6,459.3
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP third party
net sales
|
$
|
2,474.8
|
|
|
$
|
2,057.7
|
|
|
$
|
9,362.6
|
|
|
$
|
7,646.5
|
|
Add:
|
|
|
|
|
|
|
|
Acquisition related
customer incentive
|
—
|
|
|
—
|
|
|
17.1
|
|
|
—
|
|
Adjusted third party
net sales
|
$
|
2,474.8
|
|
|
$
|
2,057.7
|
|
|
$
|
9,379.7
|
|
|
$
|
7,646.5
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP total
revenues
|
$
|
2,490.7
|
|
|
$
|
2,082.7
|
|
|
$
|
9,429.3
|
|
|
$
|
7,719.6
|
|
Add:
|
|
|
|
|
|
|
|
Acquisition related
customer incentive
|
—
|
|
|
—
|
|
|
17.1
|
|
|
—
|
|
Adjusted total
revenues
|
$
|
2,490.7
|
|
|
$
|
2,082.7
|
|
|
$
|
9,446.4
|
|
|
$
|
7,719.6
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP cost of
sales
|
$
|
1,428.1
|
|
|
$
|
1,113.7
|
|
|
$
|
5,213.2
|
|
|
$
|
4,191.6
|
|
Deduct:
|
|
|
|
|
|
|
|
Purchase accounting
related amortization
|
(287.2)
|
|
|
(125.4)
|
|
|
(885.5)
|
|
|
(403.6)
|
|
Acquisition related
costs
|
(34.8)
|
|
|
(15.9)
|
|
|
(98.5)
|
|
|
(68.6)
|
|
Restructuring &
other special items
|
(16.5)
|
|
|
(13.1)
|
|
|
(36.3)
|
|
|
(45.1)
|
|
Adjusted cost of
sales
|
$
|
1,089.6
|
|
|
$
|
959.3
|
|
|
$
|
4,192.9
|
|
|
$
|
3,674.3
|
|
|
|
|
|
|
|
|
|
Adjusted gross profit
(a)
|
$
|
1,401.1
|
|
|
$
|
1,123.4
|
|
|
$
|
5,253.5
|
|
|
$
|
4,045.3
|
|
|
|
|
|
|
|
|
|
Adjusted gross margin
(a)
|
56
|
%
|
|
54
|
%
|
|
56
|
%
|
|
52
|
%
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP
R&D
|
$
|
159.0
|
|
|
$
|
150.2
|
|
|
$
|
671.9
|
|
|
$
|
581.8
|
|
Deduct:
|
|
|
|
|
|
|
|
Acquisition related
costs
|
(0.9)
|
|
|
(2.6)
|
|
|
(2.1)
|
|
|
(2.7)
|
|
Restructuring &
other special items
|
(1.8)
|
|
|
—
|
|
|
(20.3)
|
|
|
(17.9)
|
|
Adjusted
R&D
|
$
|
156.3
|
|
|
$
|
147.6
|
|
|
$
|
649.5
|
|
|
$
|
561.2
|
|
|
|
|
|
|
|
|
|
Adjusted R&D as %
of adjusted total revenues
|
6.3
|
%
|
|
7.1
|
%
|
|
6.9
|
%
|
|
7.3
|
%
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP
SG&A
|
$
|
596.2
|
|
|
$
|
425.6
|
|
|
$
|
2,180.7
|
|
|
$
|
1,625.7
|
|
Deduct:
|
|
|
|
|
|
|
|
Acquisition related
costs
|
(91.0)
|
|
|
(37.9)
|
|
|
(227.4)
|
|
|
(65.9)
|
|
Restructuring &
other special items
|
(7.0)
|
|
|
(18.0)
|
|
|
(48.3)
|
|
|
(66.9)
|
|
Adjusted
SG&A
|
$
|
498.2
|
|
|
$
|
369.7
|
|
|
$
|
1,905.0
|
|
|
$
|
1,492.9
|
|
|
|
|
|
|
|
|
|
Adjusted SG&A as
% of adjusted total revenues
|
20.0
|
%
|
|
17.7
|
%
|
|
20.2
|
%
|
|
19.3
|
%
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP total
operating expenses
|
$
|
638.7
|
|
|
$
|
576.5
|
|
|
$
|
2,755.2
|
|
|
$
|
2,175.4
|
|
Add /
(Deduct):
|
|
|
|
|
|
|
|
Litigation
settlements, net
|
116.5
|
|
|
(0.7)
|
|
|
97.4
|
|
|
(47.9)
|
|
Acquisition related
costs
|
(91.9)
|
|
|
(40.4)
|
|
|
(229.5)
|
|
|
(68.6)
|
|
Restructuring &
other special items
|
(8.8)
|
|
|
(18.0)
|
|
|
(68.6)
|
|
|
(84.8)
|
|
Adjusted total
operating expenses
|
$
|
654.5
|
|
|
$
|
517.4
|
|
|
$
|
2,554.5
|
|
|
$
|
1,974.1
|
|
|
|
|
|
|
|
|
|
Adjusted earnings
from operations (b)
|
$
|
746.6
|
|
|
$
|
606.0
|
|
|
$
|
2,699.0
|
|
|
$
|
2,071.2
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP interest
expense
|
$
|
70.9
|
|
|
$
|
82.0
|
|
|
$
|
339.4
|
|
|
$
|
333.2
|
|
Deduct:
|
|
|
|
|
|
|
|
Interest expense
related to clean energy investments (c)
|
(3.9)
|
|
|
(4.1)
|
|
|
(16.4)
|
|
|
(15.8)
|
|
Non-cash accretion of
contingent consideration liability
|
(9.9)
|
|
|
(9.2)
|
|
|
(38.4)
|
|
|
(35.3)
|
|
Non-cash
interest
|
(1.8)
|
|
|
(7.8)
|
|
|
(29.2)
|
|
|
(30.2)
|
|
Acquisition financing
costs
|
(14.6)
|
|
|
—
|
|
|
(56.9)
|
|
|
—
|
|
Adjusted interest
expense
|
$
|
40.7
|
|
|
$
|
60.9
|
|
|
$
|
198.5
|
|
|
$
|
251.9
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
December
31,
|
|
December
31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP other expense
(income), net
|
$
|
134.7
|
|
|
$
|
38.1
|
|
|
$
|
206.1
|
|
|
$
|
44.9
|
|
(Add) /
Deduct:
|
|
|
|
|
|
|
|
Equity method losses
from clean energy investments (c)
|
(24.9)
|
|
|
(22.5)
|
|
|
(93.2)
|
|
|
(78.9)
|
|
Purchase accounting
related amortization
|
(3.9)
|
|
|
(3.8)
|
|
|
(15.4)
|
|
|
(15.3)
|
|
Acquisition related
costs
|
(53.2)
|
|
|
(2.4)
|
|
|
(53.2)
|
|
|
(2.4)
|
|
Financing related
costs
|
(71.2)
|
|
|
(33.3)
|
|
|
(112.0)
|
|
|
(33.3)
|
|
Restructuring &
other special items
|
(0.3)
|
|
|
7.2
|
|
|
(7.2)
|
|
|
10.9
|
|
Adjusted other
income
|
$
|
(18.8)
|
|
|
$
|
(16.7)
|
|
|
$
|
(74.9)
|
|
|
$
|
(74.1)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
GAAP net cash
provided by operating activities
|
$
|
651
|
|
|
$
|
127
|
|
|
$
|
2,008
|
|
|
$
|
1,015
|
|
(Deduct) /
Add:
|
|
|
|
|
|
|
|
(Receipt) / payment
of litigation settlements
|
(113)
|
|
|
42
|
|
|
(113)
|
|
|
96
|
|
Financing
Fees
|
—
|
|
|
24
|
|
|
137
|
|
|
24
|
|
Acquisition related
costs
|
70
|
|
|
1
|
|
|
191
|
|
|
64
|
|
R&D
expense
|
—
|
|
|
—
|
|
|
12
|
|
|
21
|
|
Income tax
items
|
(7)
|
|
|
(13)
|
|
|
(22)
|
|
|
(13)
|
|
Other
|
1
|
|
|
—
|
|
|
4
|
|
|
3
|
|
Adjusted cash
provided by operating activities
|
$
|
602
|
|
|
$
|
181
|
|
|
$
|
2,217
|
|
|
$
|
1,210
|
|
|
|
|
|
|
|
|
|
(Deduct) /
Add:
|
|
|
|
|
|
|
|
Capital
expenditures
|
(156)
|
|
|
(105)
|
|
|
(363)
|
|
|
(325)
|
|
Proceeds from sale of
property, plant and equipment
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
Adjusted free cash
flow
|
$
|
446
|
|
|
$
|
76
|
|
|
$
|
1,854
|
|
|
$
|
894
|
|
|
(a)
|
Adjusted gross profit
is calculated as adjusted total revenues less adjusted cost of
sales. Adjusted gross margin is calculated as adjusted gross profit
divided by adjusted total revenues. GAAP gross profit is calculated
as GAAP total revenues less GAAP cost of sales. GAAP gross margin
is calculated as GAAP gross profit divided by GAAP total
revenues.
|
|
|
(b)
|
Adjusted earnings
from operations is calculated as adjusted gross profit less
adjusted total operating expenses. GAAP earnings from operations is
calculated as GAAP gross profit less GAAP total operating
expenses.
|
|
|
(c)
|
Adjustment represents
exclusion of activity related to Mylan's clean energy investments,
the activities of which qualify for income tax credits under
section 45 of the Code.
|
Below is a reconciliation of GAAP net earnings attributable to
Mylan N.V. and GAAP diluted EPS to adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS for the years
ended December 31, 2013, 2012 and
2011 (in millions, except per share amounts):
|
Year Ended
December 31,
|
(Unaudited; in
millions, except per share amounts)
|
2013
|
|
2012
|
|
2011
|
GAAP net earnings
attributable to Mylan N.V. and GAAP diluted EPS
|
$
|
624
|
|
|
$
|
1.58
|
|
|
$
|
641
|
|
|
$
|
1.52
|
|
|
$
|
537
|
|
|
$
|
1.22
|
|
Purchase accounting
related amortization (primarily included in cost of sales)
(a)
|
371
|
|
|
|
|
391
|
|
|
|
|
365
|
|
|
|
Litigation
settlements, net
|
(10)
|
|
|
|
|
(3)
|
|
|
|
|
49
|
|
|
|
Interest expense,
primarily amortization of convertible debt discount
|
38
|
|
|
|
|
36
|
|
|
|
|
49
|
|
|
|
Non-cash accretion
and fair value adjustments of contingent consideration
liability
|
35
|
|
|
|
|
39
|
|
|
|
|
—
|
|
|
|
Clean energy
investments pre-tax loss (b)
|
22
|
|
|
|
|
17
|
|
|
|
|
—
|
|
|
|
Financing related
costs (included in other expense (income), net)
|
73
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
Acquisition related
costs (primarily included in cost of sales and selling, general and
administrative expense)
|
50
|
|
|
|
|
—
|
|
|
|
|
34
|
|
|
|
Restructuring and other special items included
in:
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
49
|
|
|
|
|
66
|
|
|
|
|
8
|
|
|
|
Research and
development expense
|
52
|
|
|
|
|
12
|
|
|
|
|
4
|
|
|
|
Selling, general and
administrative expense
|
71
|
|
|
|
|
105
|
|
|
|
|
45
|
|
|
|
Other income
(expense), net
|
25
|
|
|
|
|
(1)
|
|
|
|
|
—
|
|
|
|
Tax effect of the
above items and other income tax related items
|
(260)
|
|
|
|
|
(216)
|
|
|
|
|
(198)
|
|
|
|
Adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS
|
$
|
1,140
|
|
|
$
|
2.89
|
|
|
$
|
1,087
|
|
|
$
|
2.59
|
|
|
$
|
893
|
|
|
$
|
2.04
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
diluted common shares outstanding
|
395
|
|
|
|
|
420
|
|
|
|
|
439
|
|
|
|
|
(a)
|
Adjustment for
purchase accounting related amortization expense for the years
ended December 31, 2013, 2012, and 2011 include intangible asset
impairment charges of approximately $18 million, $42 million and
$16 million, respectively.
|
|
|
(b)
|
Adjustment represents
exclusion of the pre-tax loss related to Mylan's clean energy
investments, the activities of which qualify for income tax credits
under section 45 of the U.S. Internal Revenue Code. The amount is
included in other expense (income), net in the Consolidated
Statements of Operations.
|
Below is a reconciliation of GAAP net earnings attributable to
Mylan N.V. and GAAP diluted EPS to adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS for the years
ended December 31, 2010, 2009 and
2008 (in millions, except per share amounts):
|
Year Ended
December 31,
|
(Unaudited; in
millions, except per share amounts)
|
2010
|
|
2009
|
|
2008
|
GAAP net earnings
attributable to Mylan N.V. and GAAP diluted EPS
|
$
|
224
|
|
|
$
|
0.68
|
|
|
$
|
94
|
|
|
$
|
0.30
|
|
|
$
|
(335)
|
|
|
$
|
(1.10)
|
|
Purchase accounting
related amortization (primarily included in cost of
sales)
|
309
|
|
|
|
|
283
|
|
|
|
|
489
|
|
|
|
Goodwill impairment
charges
|
—
|
|
|
|
|
—
|
|
|
|
|
385
|
|
|
|
Bystolic
revenue
|
—
|
|
|
|
|
—
|
|
|
|
|
(468)
|
|
|
|
Litigation
settlements, net
|
127
|
|
|
|
|
226
|
|
|
|
|
17
|
|
|
|
Interest expense,
primarily amortization of convertible debt discount
|
60
|
|
|
|
|
43
|
|
|
|
|
30
|
|
|
|
Financing related
costs (included in other expense (income), net)
|
37
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
Acceleration of
deferred revenue
|
—
|
|
|
|
|
(29)
|
|
|
|
|
—
|
|
|
|
Non-controlling
interest
|
—
|
|
|
|
|
9
|
|
|
|
|
—
|
|
|
|
Restructuring and other special items included
in:
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
7
|
|
|
|
|
33
|
|
|
|
|
53
|
|
|
|
Research and
development expense
|
10
|
|
|
|
|
22
|
|
|
|
|
14
|
|
|
|
Selling, general and
administrative expense
|
63
|
|
|
|
|
49
|
|
|
|
|
89
|
|
|
|
Other income
(expense), net
|
1
|
|
|
|
|
(13)
|
|
|
|
|
1
|
|
|
|
Tax effect of the
above items and other income tax related items
|
(253)
|
|
|
|
|
(273)
|
|
|
|
|
(31)
|
|
|
|
Preferred dividend
(c)
|
122
|
|
|
|
|
139
|
|
|
|
|
—
|
|
|
|
Adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS
|
$
|
707
|
|
|
$
|
1.61
|
|
|
$
|
583
|
|
|
$
|
1.30
|
|
|
$
|
244
|
|
|
$
|
0.80
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
diluted common shares outstanding (c)
|
438
|
|
|
|
|
450
|
|
|
|
|
304
|
|
|
|
|
(c)
|
Adjusted diluted EPS
for the year ended December 31, 2010, includes the full effect of
the conversion of the company's preferred stock into 125.2 million
shares of common stock on November 15, 2010. Adjusted diluted EPS
for the period ended December 31, 2009 was calculated under the
"if-converted method" which assumes conversion of the Company's
preferred stock into shares of common stock, based on an average
share price, and excludes the preferred dividend from the
calculation, as the "if-converted method" is more
dilutive.
|
Reconciliation of Forecasted Guidance
The reconciliations below are based on management's estimate of
adjusted net earnings and adjusted diluted EPS, adjusted EBITDA and
adjusted cash provided by operating activities for the twelve
months ending December 31, 2016.
Mylan expects certain known GAAP amounts for 2016, as presented in
the reconciliation below. Other GAAP charges, including those
related to potential litigation, asset impairments and
restructuring programs that would be excluded from the adjusted
results are possible, but their amounts are dependent on numerous
factors that we currently cannot ascertain with sufficient
certainty or are presently unknown. These GAAP charges are
dependent upon future events and valuations that have not yet
occurred or been performed. The unaudited forecasted amounts
presented below are stated in millions, except for earnings per
share data.
Reconciliation of Forecasted GAAP Net Earnings and GAAP
Diluted EPS to Adjusted Net Earnings and Adjusted Diluted
EPS
|
Twelve Months
Ended
December 31, 2016
|
|
Lower
|
|
Upper
|
GAAP net earnings
attributable to Mylan N.V. and GAAP diluted EPS
|
$
|
1,235
|
|
|
$
|
2.38
|
|
|
$
|
1,290
|
|
|
$
|
2.43
|
|
Purchase accounting
related amortization
|
1,000
|
|
|
|
|
1,050
|
|
|
|
Interest expense,
primarily amortization of convertible debt discount
|
60
|
|
|
|
|
70
|
|
|
|
Pre-tax loss of clean
energy investments
|
90
|
|
|
|
|
100
|
|
|
|
R&D milestone
payments
|
100
|
|
|
|
|
125
|
|
|
|
Restructuring,
acquisition and other special items
|
270
|
|
|
|
|
375
|
|
|
|
Tax effect of the
above items and other income tax related items
|
(230)
|
|
|
|
|
(285)
|
|
|
|
Adjusted net earnings
attributable to Mylan N.V. and adjusted diluted EPS
|
$
|
2,525
|
|
|
$
|
4.85
|
|
|
$
|
2,725
|
|
|
$
|
5.15
|
|
Reconciliation of forecasted net earnings to adjusted
EBITDA
|
Twelve Months
Ended
December 31, 2016
|
|
Lower
|
|
Upper
|
GAAP net
earnings
|
$
|
1,235
|
|
|
$
|
1,290
|
|
Add
adjustments:
|
|
|
|
Net contribution
attributable to the noncontrolling interest and equity method
investees
|
95
|
|
|
125
|
|
Income
taxes
|
130
|
|
|
235
|
|
Interest
expense
|
390
|
|
|
450
|
|
Depreciation and
amortization
|
1,200
|
|
|
1,300
|
|
EBITDA
|
$
|
3,050
|
|
|
$
|
3,400
|
|
Add
adjustments:
|
|
|
|
Stock-based
compensation expense
|
80
|
|
|
100
|
|
R&D milestone
payments
|
100
|
|
|
125
|
|
Acquisition,
restructuring and other special items
|
270
|
|
|
375
|
|
Adjusted
EBITDA
|
$
|
3,500
|
|
|
$
|
4,000
|
|
Reconciliation of forecasted cash provided by operating
activities to adjusted cash provided by operating
activities
|
Twelve Months
Ended
December 31, 2016
|
|
Lower
|
|
Upper
|
GAAP cash provided
by operating activities
|
$
|
2,155
|
|
|
$
|
2,250
|
|
Add:
|
|
|
|
Acquisition and
financing related costs
|
145
|
|
|
225
|
|
R&D milestone
payments
|
100
|
|
|
125
|
|
Adjusted cash
provided by operating activities
|
$
|
2,400
|
|
|
$
|
2,600
|
|
The Company's annual budgeting process, which is the basis for
its 2016 earnings guidance, is performed on an adjusted
basis. That process is then supplemented by adjusting net
income for known differences between the Company's budgeted
adjusted net income and GAAP net income, without application of
such differences to specific U.S. GAAP income statement line items.
As such, the Company has not reconciled its 2016 earnings guidance
for adjusted gross margin, adjusted R&D, adjusted SG&A and
the adjusted effective tax rate to their most directly comparable
GAAP measures because the comparable GAAP financial measures on a
forward-looking basis is not accessible and cannot be estimated
without unreasonable effort.
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SOURCE Mylan N.V.