– Revenue of $813.5 Million Grows 1.3%, 1.7% in Constant Currency –
– Company Posts GAAP Diluted EPS of $0.18, Non-GAAP Diluted EPS of $0.58
–
– Company Expects Solid Revenue and EPS Growth in Fiscal 2019 –
MARLBOROUGH, Mass.--(BUSINESS WIRE)--
Hologic, Inc. (Nasdaq: HOLX) announced today the Company’s financial
results for the fiscal fourth quarter ended September 29, 2018.
“Hologic posted solid results in the fourth quarter of fiscal 2018,”
said Steve MacMillan, Hologic’s Chairman, President and Chief Executive
Officer. “We clearly finished the year in a much stronger position than
when we started, as underlying growth improved in our largest
businesses, Breast Health and Molecular Diagnostics. In addition,
International sales continued to show robust growth, and we completed
two attractive tuck-in acquisitions to bolster our Breast Health
business.”
Recent Highlights
-
Revenue growth in the fourth quarter was driven by U.S. Breast Health,
Molecular Diagnostics and International.
-
U.S. Breast Health revenue of $254.5 million increased 5.4%
compared to the prior year period.
-
Molecular Diagnostics revenue increased 2.9%, or 3.4% in constant
currency, to $158.0 million. Excluding $9.5 million of
non-recurring royalty revenue in the prior year period, molecular
diagnostics revenue increased 9.7%, or 10.2% in constant currency.
-
International revenue of $198.4 million increased 4.5%, or 6.3% in
constant currency.
-
Completed the acquisition of Focal Therapeutics on October 1, 2018,
strengthening the Company’s breast surgery franchise, for
approximately $125 million.
-
Continued to launch new products, including the Group B Streptococcus
(GBS) assay on the Panther Fusion® system and the Fluent™ fluid
management system for hysteroscopic procedures.
-
Final cervical cancer screening recommendations from the United States
Preventive Services Task Force (USPSTF) retained “A” grade for Pap +
HPV (co-testing) for women ages 30 to 65.
-
Repurchased 2.3 million shares of common stock for $88.5 million.
Key financial results for the fiscal fourth quarter are shown in the
table below.
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GAAP
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Non-GAAP
|
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|
|
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Q4’18
|
|
|
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Q4’17
|
|
|
|
Change
Increase
(Decrease)
|
|
|
|
Q4’18
|
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|
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Q4’17
|
|
|
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Change
Increase
(Decrease)
|
|
Revenues
|
|
|
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$813.5
|
|
|
|
$802.9
|
|
|
|
1.3%
|
|
|
|
$813.5
|
|
|
|
$802.9
|
|
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1.3%
|
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Gross Margin
|
|
|
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51.8%
|
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|
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52.0%
|
|
|
|
(20 bps)
|
|
|
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61.8%
|
|
|
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64.1%
|
|
|
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(230 bps)
|
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Operating Expenses
|
|
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$321.9
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$308.5
|
|
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4.3%
|
|
|
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$265.9
|
|
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$275.8
|
|
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(3.6%)
|
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Operating Margin
|
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12.2%
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13.6%
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(140 bps)
|
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29.1%
|
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29.8%
|
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(70 bps)
|
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Net Margin
|
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6.2%
|
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10.3%
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(410 bps)
|
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19.5%
|
|
|
|
17.8%
|
|
|
|
170 bps
|
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Diluted EPS
|
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|
$0.18
|
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|
$0.29
|
|
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(37.9%)
|
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|
|
$0.58
|
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|
|
$0.50
|
|
|
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16.0%
|
|
|
|
|
|
|
|
|
|
|
|
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Throughout this press release, all dollar figures are in millions,
except EPS. Some totals may not foot due to rounding. Unless otherwise
noted, all results are compared to the corresponding prior year period.
Non-GAAP results exclude certain cash and non-cash items as discussed
under “Use of Non-GAAP Financial Measures.” Constant currency percentage
changes show current period revenue results as if the foreign exchange
rates were the same as those in the prior year period.
Revenue Detail
|
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|
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Increase (Decrease)
|
|
$ in millions
|
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|
Q4’18
|
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|
|
Q4’17
|
|
|
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Global
Reported
Change
|
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|
Global
Constant
Currency
Change
|
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|
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US
Reported
Change
|
|
|
|
International
Reported
Change
|
|
|
|
International
Constant
Currency
Change
|
|
Cytology & Perinatal
|
|
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|
$
|
118.0
|
|
|
|
$
|
120.2
|
|
|
|
(1.8
|
%)
|
|
|
|
(1.2
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
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|
Molecular Diagnostics
|
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$
|
158.0
|
|
|
|
$
|
153.5
|
|
|
|
2.9
|
%
|
|
|
|
3.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blood Screening
|
|
|
|
$
|
12.9
|
|
|
|
$
|
18.0
|
|
|
|
(28.3
|
%)
|
|
|
|
(28.3
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Diagnostics
|
|
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|
$
|
288.9
|
|
|
|
$
|
291.7
|
|
|
|
(1.0
|
%)
|
|
|
|
(0.5
|
%)
|
|
|
|
(2.4
|
%)
|
|
|
|
4.0
|
%
|
|
|
|
6.3
|
%
|
|
Total Diagnostics ex. Blood
|
|
|
|
$
|
276.0
|
|
|
|
$
|
273.7
|
|
|
|
0.8
|
%
|
|
|
|
1.4
|
%
|
|
|
|
(0.2
|
%)
|
|
|
|
4.0
|
%
|
|
|
|
6.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Breast Imaging
|
|
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|
$
|
270.7
|
|
|
|
$
|
255.5
|
|
|
|
6.0
|
%
|
|
|
|
6.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interventional Breast Solutions
|
|
|
|
$
|
48.9
|
|
|
|
$
|
42.3
|
|
|
|
15.7
|
%
|
|
|
|
15.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
|
|
|
$
|
2.6
|
|
|
|
$
|
3.1
|
|
|
|
(16.1
|
%)
|
|
|
|
(15.1
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Breast Health
|
|
|
|
$
|
322.2
|
|
|
|
$
|
300.9
|
|
|
|
7.1
|
%
|
|
|
|
7.4
|
%
|
|
|
|
5.4
|
%
|
|
|
|
14.0
|
%
|
|
|
|
15.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Body
|
|
|
|
$
|
16.8
|
|
|
|
$
|
22.2
|
|
|
|
(24.3
|
%)
|
|
|
|
(24.4
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skin
|
|
|
|
$
|
33.3
|
|
|
|
$
|
32.6
|
|
|
|
1.9
|
%
|
|
|
|
2.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Women’s Health/Other
|
|
|
|
$
|
20.5
|
|
|
|
$
|
26.6
|
|
|
|
(22.8
|
%)
|
|
|
|
(22.5
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Medical Aesthetics
|
|
|
|
$
|
70.6
|
|
|
|
$
|
81.4
|
|
|
|
(13.3
|
%)
|
|
|
|
(12.9
|
%)
|
|
|
|
(17.4
|
%)
|
|
|
|
(9.4
|
%)
|
|
|
|
(8.5
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total GYN Surgical
|
|
|
|
$
|
107.4
|
|
|
|
$
|
104.7
|
|
|
|
2.6
|
%
|
|
|
|
3.1
|
%
|
|
|
|
0.6
|
%
|
|
|
|
14.0
|
%
|
|
|
|
17.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skeletal Health
|
|
|
|
$
|
24.4
|
|
|
|
$
|
24.2
|
|
|
|
0.8
|
%
|
|
|
|
1.4
|
%
|
|
|
|
6.3
|
%
|
|
|
|
(7.6
|
%)
|
|
|
|
(6.0
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
$
|
813.5
|
|
|
|
$
|
802.9
|
|
|
|
1.3
|
%
|
|
|
|
1.7
|
%
|
|
|
|
0.3
|
%
|
|
|
|
4.5
|
%
|
|
|
|
6.3
|
%
|
|
Total Revenue ex. Blood
|
|
|
|
$
|
800.6
|
|
|
|
$
|
784.9
|
|
|
|
2.0
|
%
|
|
|
|
2.4
|
%
|
|
|
|
1.2
|
%
|
|
|
|
4.5
|
%
|
|
|
|
6.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Financial Highlights
-
U.S. revenue of $615.1 million increased 0.3%. International revenue
of $198.4 million increased 4.5%, or 6.3% in constant currency.
-
Gross margin was 51.8% on a GAAP basis, and 61.8% on a non-GAAP basis.
GAAP gross margin decreased 20 basis points, while non-GAAP gross
margin decreased 230 basis points, primarily due to geographic and
product sales mix, $9.5 million of non-recurring royalties in the
prior year period, and refunds and rebates totaling $6.8 million
associated with the previously announced marketing suspension of our
TempSure™ Vitalia product.
-
GAAP net income of $50.5 million decreased 38.9% due primarily to a
$34.8 million charge associated with the settlement of a long-standing
patent infringement dispute with Smith & Nephew pertaining to the
MyoSure® system. Adjusted non-GAAP earnings before interest, taxes,
depreciation and amortization (EBITDA) was $263.3 million, an increase
of 0.2%.
-
Total debt outstanding at the end of the quarter was $3.3 billion. The
Company ended the quarter with cash and equivalents of $666.7 million,
and a net leverage ratio (net debt over adjusted EBITDA) of 2.6 times.
-
On a trailing 12 months basis, adjusted Return on Invested Capital
(ROIC) of 12.6% was flat versus the prior year.
-
Free cash flow for fiscal 2018 was $687.3 million, excluding $60
million of tax recapture payments associated with extinguishing the
Company’s convertible debt.
Financial Guidance for Fiscal 2019
Hologic’s financial guidance for the first quarter and fiscal year 2019
is shown in the tables immediately below. The guidance is based on a
full year non-GAAP tax rate of approximately 23%, and diluted shares
outstanding of approximately 276 million for the full year. Constant
currency guidance assumes that foreign exchange rates are the same in
fiscal 2019 as in fiscal 2018. Current guidance assumes that recent
foreign exchange rates persist for all of fiscal 2019.
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Guidance
|
|
|
|
|
|
|
|
|
|
|
|
|
Constant Currency
% Increase
(Decrease)
|
|
|
|
Reported %
Increase
(Decrease)
|
|
|
|
Guidance $
|
|
|
|
|
|
|
|
|
Fiscal 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
2.8% to 4.2%
|
|
|
|
2.2% to 3.6%
|
|
|
|
$3,290 – $3,335
|
|
|
|
|
|
|
|
|
GAAP EPS
|
|
|
|
|
|
|
|
N.M.
|
|
|
|
$1.33 – $1.37
|
|
|
|
|
|
|
|
|
Non-GAAP EPS
|
|
|
|
|
|
|
|
6.7% to 8.5%
|
|
|
|
$2.38 – $2.42
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
1.6% to 3.5%
|
|
|
|
1.1% to 3.0%
|
|
|
|
$800 – $815
|
|
|
|
|
|
|
|
|
GAAP EPS
|
|
|
|
|
|
|
|
(80.7%) to (79.3%)
|
|
|
|
$0.28 – $0.30
|
|
|
|
|
|
|
|
|
Non-GAAP EPS
|
|
|
|
|
|
|
|
0.0% to 3.6%
|
|
|
|
$0.55 – $0.57
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Use of Non-GAAP Financial Measures
The Company has presented the following non-GAAP financial measures in
this press release: constant currency revenues; non-GAAP gross margin;
non-GAAP operating expenses; non-GAAP operating margin; non-GAAP net
income; non-GAAP EPS; and adjusted EBITDA. The Company defines its
non-GAAP net income, EPS, and other non-GAAP financial measures to
exclude, as applicable: (i) the amortization of intangible assets and
impairment of goodwill and intangible assets; (ii) additional
depreciation expense from acquired fixed assets and accelerated
depreciation related to consolidation and closure of facilities; (iii)
additional expenses resulting from the purchase accounting adjustment to
record inventory at fair value; (iv) non-cash interest expense related
to amortization of the debt discount from the equity conversion option
of the convertible notes; (v) restructuring and divestiture charges and
facility closure and consolidation charges and costs incurred to
integrate acquisitions (including retention, transaction bonuses, legal
and professional consulting services) and separate divested businesses
from existing operations; (vi) transaction related expenses for
divestitures and acquisitions; (viii) gains/losses on disposal of a
business; (vii) debt extinguishment losses and related transaction
costs; (viii) the unrealized (gains) losses on the mark-to-market of
forward foreign currency contracts for which the Company has not elected
hedge accounting; (ix) litigation settlement charges (benefits) and
non-income tax related charges (benefits); (x) other-than-temporary
impairment losses on investments and realized gains resulting from the
sale of investments; (xi) the one-time discrete impact of tax reform
primarily related to remeasuring net deferred tax liabilities; (xii)
other one-time, non-recurring, unusual or infrequent charges, expenses
or gains that may not be indicative of the Company's core business
results; and (xiii) income taxes related to such adjustments. 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.
These non-GAAP financial measures should be considered supplemental to,
and not a substitute for, financial information prepared in accordance
with GAAP. The company's definition of these non-GAAP measures may
differ from similarly titled measures used by others.
The non-GAAP financial measures used in this press release adjust for
specified items that can be highly variable or difficult to predict. The
company generally uses these non-GAAP financial measures to facilitate
management's financial and operational decision-making, including
evaluation of Hologic’s historical operating results, comparison to
competitors’ operating results and determination of management incentive
compensation. These non-GAAP financial measures reflect an additional
way of viewing aspects of the company’s operations that, when viewed
with GAAP results and the reconciliations to corresponding GAAP
financial measures, may provide a more complete understanding of factors
and trends affecting Hologic's business.
Because non-GAAP financial measures exclude the effect of items that
will increase or decrease the company’s reported results of operations,
management strongly encourages investors to review the company’s
consolidated financial statements and publicly filed reports in their
entirety. A reconciliation of the non-GAAP financial measures to the
most directly comparable GAAP financial measures is included in the
tables accompanying this release.
Future Non-GAAP Adjustments
Future GAAP EPS may be affected by changes in ongoing assumptions and
judgments, and may also be affected by non-recurring, 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.
Conference Call and Webcast
Hologic’s management will host a conference call at 4:30 p.m. ET today
to discuss its financial results for the fourth quarter of fiscal 2018.
Approximately 10 minutes before the call, dial 888-394-8218 (in the
U.S.) or +1 323-794-2588 (international) and enter access code 1869656.
A replay will be available approximately two hours after the call ends
through Friday, November 23, 2018. The replay numbers are 888-203-1112
(U.S.) or +1 719-457-0820 (international), access code 1869656, PIN
8649. The Company will also provide a live webcast of the call at http://investors.hologic.com.
About Hologic, Inc.
Hologic, Inc. is an innovative medical technology company primarily
focused on improving women’s health and well-being through early
detection and treatment. For more information on Hologic, visit www.hologic.com.
Hologic, Aptima, MyoSure, NovaSure, Cynosure, The Science of Sure, 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 Statements
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 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, trade relations, 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; changes to applicable laws and regulations,
including tax laws, global health care reform, and import/export trade
laws; 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, and 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, the need to comply with especially high
standards for the manufacture of many of its products and risks
associated with utilizing third party manufacturers; 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; cybersecurity risks; 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.
Contact
Michael Watts
Vice President, Investor Relations and Corporate
Communications
858-410-8588
SOURCE: Hologic, Inc.
|
|
|
|
|
|
|
|
|
|
HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In millions, except number of shares, which are reflected in
thousands, and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Years Ended
|
|
|
|
|
September 29, 2018
|
|
|
|
September 30, 2017
|
|
|
|
September 29, 2018
|
|
|
|
September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product
|
|
|
|
$
|
670.2
|
|
|
|
|
$
|
655.7
|
|
|
|
|
$
|
2,643.9
|
|
|
|
|
$
|
2,538.0
|
|
|
Service and other
|
|
|
|
143.3
|
|
|
|
|
147.2
|
|
|
|
|
574.0
|
|
|
|
|
520.8
|
|
|
Total revenues
|
|
|
|
813.5
|
|
|
|
|
802.9
|
|
|
|
|
3,217.9
|
|
|
|
|
3,058.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product
|
|
|
|
229.6
|
|
|
|
|
233.7
|
|
|
|
|
886.6
|
|
|
|
|
881.8
|
|
|
Amortization of intangible assets
|
|
|
|
80.5
|
|
|
|
|
79.2
|
|
|
|
|
319.4
|
|
|
|
|
297.1
|
|
|
Service and other
|
|
|
|
82.3
|
|
|
|
|
72.1
|
|
|
|
|
315.2
|
|
|
|
|
258.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
421.1
|
|
|
|
|
417.9
|
|
|
|
|
1,696.7
|
|
|
|
|
1,621.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
|
|
52.7
|
|
|
|
|
60.5
|
|
|
|
|
218.7
|
|
|
|
|
232.8
|
|
|
Selling and marketing
|
|
|
|
133.5
|
|
|
|
|
139.7
|
|
|
|
|
544.6
|
|
|
|
|
498.6
|
|
|
General and administrative
|
|
|
|
118.1
|
|
|
|
|
90.6
|
|
|
|
|
366.1
|
|
|
|
|
343.3
|
|
|
Amortization of intangible assets
|
|
|
|
14.8
|
|
|
|
|
15.2
|
|
|
|
|
59.3
|
|
|
|
|
62.5
|
|
|
Impairment of intangible asset
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
46.0
|
|
|
|
|
—
|
|
|
Impairment of goodwill
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
685.7
|
|
|
|
|
—
|
|
|
Gain on sale of business
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(899.7
|
)
|
|
Restructuring charges
|
|
|
|
2.8
|
|
|
|
|
2.5
|
|
|
|
|
14.2
|
|
|
|
|
13.3
|
|
|
Total operating expenses
|
|
|
|
321.9
|
|
|
|
|
308.5
|
|
|
|
|
1,934.6
|
|
|
|
|
250.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations
|
|
|
|
99.2
|
|
|
|
|
109.4
|
|
|
|
|
(237.9
|
)
|
|
|
|
1,370.2
|
|
|
Interest income
|
|
|
|
1.9
|
|
|
|
|
0.5
|
|
|
|
|
6.3
|
|
|
|
|
3.8
|
|
|
Interest expense
|
|
|
|
(34.3
|
)
|
|
|
|
(36.1
|
)
|
|
|
|
(148.7
|
)
|
|
|
|
(153.2
|
)
|
|
Debt extinguishment losses
|
|
|
|
—
|
|
|
|
|
(0.6
|
)
|
|
|
|
(45.9
|
)
|
|
|
|
(3.2
|
)
|
|
Other income (expense), net
|
|
|
|
4.5
|
|
|
|
|
(0.8
|
)
|
|
|
|
7.6
|
|
|
|
|
12.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
|
71.3
|
|
|
|
|
72.4
|
|
|
|
|
(418.6
|
)
|
|
|
|
1,230.5
|
|
|
Provision (benefit) for income taxes
|
|
|
|
20.8
|
|
|
|
|
(10.3
|
)
|
|
|
|
(307.3
|
)
|
|
|
|
475.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
$
|
50.5
|
|
|
|
|
$
|
82.7
|
|
|
|
|
$
|
(111.3
|
)
|
|
|
|
$
|
755.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
$
|
0.19
|
|
|
|
|
$
|
0.30
|
|
|
|
|
$
|
(0.40
|
)
|
|
|
|
$
|
2.70
|
|
|
Diluted
|
|
|
|
$
|
0.18
|
|
|
|
|
$
|
0.29
|
|
|
|
|
$
|
(0.40
|
)
|
|
|
|
$
|
2.64
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
272,720
|
|
|
|
|
279,543
|
|
|
|
|
275,105
|
|
|
|
|
279,811
|
|
|
Diluted
|
|
|
|
274,981
|
|
|
|
|
284,741
|
|
|
|
|
275,105
|
|
|
|
|
285,653
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HOLOGIC, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 29, 2018
|
|
|
|
|
|
September 30, 2017
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
$
|
666.7
|
|
|
|
|
|
|
$
|
540.6
|
|
Accounts receivable, net
|
|
|
|
|
|
|
|
579.2
|
|
|
|
|
|
|
533.5
|
|
Inventories
|
|
|
|
|
|
|
|
384.1
|
|
|
|
|
|
|
331.6
|
|
Other current assets
|
|
|
|
|
|
|
|
93.2
|
|
|
|
|
|
|
72.9
|
|
Total current assets
|
|
|
|
|
|
|
|
1,723.2
|
|
|
|
|
|
|
1,478.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
|
|
|
|
|
478.2
|
|
|
|
|
|
|
472.8
|
|
Goodwill and intangible assets
|
|
|
|
|
|
|
|
4,931.8
|
|
|
|
|
|
|
5,943.5
|
|
Other assets
|
|
|
|
|
|
|
|
97.7
|
|
|
|
|
|
|
84.7
|
|
Total assets
|
|
|
|
|
|
|
|
$
|
7,230.9
|
|
|
|
|
|
|
$
|
7,979.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term debt
|
|
|
|
|
|
|
|
$
|
599.7
|
|
|
|
|
|
|
$
|
1,150.8
|
|
Accounts payable and accrued liabilities
|
|
|
|
|
|
|
|
630.0
|
|
|
|
|
|
|
543.5
|
|
Deferred revenue
|
|
|
|
|
|
|
|
172.9
|
|
|
|
|
|
|
171.2
|
|
Total current liabilities
|
|
|
|
|
|
|
|
1,402.6
|
|
|
|
|
|
|
1,865.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt, net of current portion
|
|
|
|
|
|
|
|
2,704.6
|
|
|
|
|
|
|
2,172.1
|
|
Deferred income taxes
|
|
|
|
|
|
|
|
498.2
|
|
|
|
|
|
|
973.6
|
|
Other long-term liabilities
|
|
|
|
|
|
|
|
196.7
|
|
|
|
|
|
|
183.7
|
|
Total liabilities
|
|
|
|
|
|
|
|
4,802.1
|
|
|
|
|
|
|
5,194.9
|
|
Total stockholders’ equity
|
|
|
|
|
|
|
|
2,428.8
|
|
|
|
|
|
|
2,784.7
|
|
Total liabilities and stockholders’ equity
|
|
|
|
|
|
|
|
$
|
7,230.9
|
|
|
|
|
|
|
$
|
7,979.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended
|
|
|
|
|
|
|
|
September 29, 2018
|
|
|
|
|
|
September 30, 2017
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
|
|
|
$
|
(111.3
|
)
|
|
|
|
|
|
$
|
755.5
|
|
|
Adjustments to reconcile net income (loss) to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
101.6
|
|
|
|
|
|
|
89.6
|
|
|
Amortization
|
|
|
|
|
|
|
378.7
|
|
|
|
|
|
|
359.6
|
|
|
Non-cash interest expense
|
|
|
|
|
|
|
15.0
|
|
|
|
|
|
|
49.4
|
|
|
Stock-based compensation expense
|
|
|
|
|
|
|
65.0
|
|
|
|
|
|
|
68.2
|
|
|
Deferred income taxes
|
|
|
|
|
|
|
(477.3
|
)
|
|
|
|
|
|
(357.2
|
)
|
|
Goodwill impairment charge
|
|
|
|
|
|
|
685.7
|
|
|
|
|
|
|
—
|
|
|
Intangible asset impairment charge
|
|
|
|
|
|
|
46.0
|
|
|
|
|
|
|
—
|
|
|
Fair value write-up of inventory sold
|
|
|
|
|
|
|
1.1
|
|
|
|
|
|
|
39.7
|
|
|
Debt extinguishment losses
|
|
|
|
|
|
|
45.9
|
|
|
|
|
|
|
3.2
|
|
|
Gain on sale of business
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
(899.7
|
)
|
|
Gain on sale of investments
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
(5.6
|
)
|
|
Other adjustments and non-cash items
|
|
|
|
|
|
|
8.7
|
|
|
|
|
|
|
8.8
|
|
|
Changes in operating assets and liabilities, excluding the effect of
acquisitions and dispositions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
|
|
|
|
(38.2
|
)
|
|
|
|
|
|
(41.5
|
)
|
|
Inventories
|
|
|
|
|
|
|
(50.6
|
)
|
|
|
|
|
|
(11.6
|
)
|
|
Prepaid income taxes
|
|
|
|
|
|
|
(9.4
|
)
|
|
|
|
|
|
(8.7
|
)
|
|
Prepaid expenses and other assets
|
|
|
|
|
|
|
(4.2
|
)
|
|
|
|
|
|
(2.4
|
)
|
|
Accounts payable
|
|
|
|
|
|
|
23.9
|
|
|
|
|
|
|
(10.6
|
)
|
|
Accrued expenses and other liabilities
|
|
|
|
|
|
|
53.8
|
|
|
|
|
|
|
(17.8
|
)
|
|
Deferred revenue
|
|
|
|
|
|
|
(1.5
|
)
|
|
|
|
|
|
(10.6
|
)
|
|
Net cash provided by operating activities
|
|
|
|
|
|
|
732.9
|
|
|
|
|
|
|
8.3
|
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of businesses, net of cash acquired
|
|
|
|
|
|
|
(76.5
|
)
|
|
|
|
|
|
(1,558.1
|
)
|
|
Proceeds from sale of business
|
|
|
|
|
|
|
—
|
|
|
|
|
|
|
1,865.0
|
|
|
Purchase of property and equipment
|
|
|
|
|
|
|
(58.4
|
)
|
|
|
|
|
|
(57.8
|
)
|
|
Increase in equipment under customer usage agreements
|
|
|
|
|
|
|
(47.2
|
)
|
|
|
|
|
|
(49.8
|
)
|
|
Proceeds from sale of available-for-sale marketable securities
|
|
|
|
|
|
|
0.1
|
|
|
|
|
|
|
87.1
|
|
|
Purchase of cost-method investment
|
|
|
|
|
|
|
(6.0
|
)
|
|
|
|
|
|
—
|
|
|
Other activity
|
|
|
|
|
|
|
(7.2
|
)
|
|
|
|
|
|
(0.6
|
)
|
|
Net cash (used in) provided by investing activities
|
|
|
|
|
|
|
(195.2
|
)
|
|
|
|
|
|
285.8
|
|
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from long-term debt
|
|
|
|
|
|
|
1,500.0
|
|
|
|
|
|
|
—
|
|
|
Repayment of long-term debt
|
|
|
|
|
|
|
(1,359.4
|
)
|
|
|
|
|
|
(84.4
|
)
|
|
Proceeds from senior notes
|
|
|
|
|
|
|
1,350.0
|
|
|
|
|
|
|
—
|
|
|
Repayment of senior notes
|
|
|
|
|
|
|
(1,037.7
|
)
|
|
|
|
|
|
—
|
|
|
Payments to extinguish convertible notes
|
|
|
|
|
|
|
(546.2
|
)
|
|
|
|
|
|
(396.2
|
)
|
|
Payment of acquired long term debt
|
|
|
|
|
|
|
(3.3
|
)
|
|
|
|
|
|
—
|
|
|
Proceeds from amounts borrowed under revolving credit line
|
|
|
|
|
|
|
1,150.0
|
|
|
|
|
|
|
345.0
|
|
|
Repayments of amounts borrowed under revolving credit line
|
|
|
|
|
|
|
(1,195.0
|
)
|
|
|
|
|
|
—
|
|
|
Proceeds from accounts receivable securitization program
|
|
|
|
|
|
|
34.0
|
|
|
|
|
|
|
48.0
|
|
|
Repayments of amounts borrowed under accounts receivable
securitization program
|
|
|
|
|
|
|
(9.0
|
)
|
|
|
|
|
|
(48.0
|
)
|
|
Repurchases of common stock
|
|
|
|
|
|
|
(275.8
|
)
|
|
|
|
|
|
(200.1
|
)
|
|
Payment of debt issuance costs
|
|
|
|
|
|
|
(23.5
|
)
|
|
|
|
|
|
—
|
|
|
Purchase of interest rate caps
|
|
|
|
|
|
|
(3.7
|
)
|
|
|
|
|
|
(1.9
|
)
|
|
Net proceeds from issuance of common stock pursuant to employee
stock plans
|
|
|
|
|
|
|
33.2
|
|
|
|
|
|
|
49.0
|
|
|
Payments under capital lease obligation
|
|
|
|
|
|
|
(1.7
|
)
|
|
|
|
|
|
(0.9
|
)
|
|
Payment of minimum tax withholdings on net share settlements of
equity awards
|
|
|
|
|
|
|
(16.7
|
)
|
|
|
|
|
|
(19.7
|
)
|
|
Net cash used in financing activities
|
|
|
|
|
|
|
(404.8
|
)
|
|
|
|
|
|
(309.2
|
)
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
|
|
|
(6.8
|
)
|
|
|
|
|
|
7.3
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
|
|
|
|
126.1
|
|
|
|
|
|
|
(7.8
|
)
|
|
Cash and cash equivalents, beginning of period
|
|
|
|
|
|
|
540.6
|
|
|
|
|
|
|
548.4
|
|
|
Cash and cash equivalents, end of period
|
|
|
|
|
|
|
$
|
666.7
|
|
|
|
|
|
|
$
|
540.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HOLOGIC, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(Unaudited)
(In millions, except earnings per share)
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Years Ended
|
|
|
|
|
September 29,
2018
|
|
|
|
September 30,
2017
|
|
|
|
September 29,
2018
|
|
|
|
September 30,
2017
|
|
Gross Profit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP gross profit
|
|
|
|
$
|
421.1
|
|
|
|
|
$
|
417.9
|
|
|
|
|
$
|
1,696.7
|
|
|
|
|
$
|
1,621.0
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets (1)
|
|
|
|
80.5
|
|
|
|
|
79.2
|
|
|
|
|
319.4
|
|
|
|
|
297.1
|
|
|
Incremental depreciation expense (2)
|
|
|
|
0.1
|
|
|
|
|
0.2
|
|
|
|
|
0.6
|
|
|
|
|
1.0
|
|
|
Integration/consolidation costs (3)
|
|
|
|
—
|
|
|
|
|
0.1
|
|
|
|
|
0.6
|
|
|
|
|
0.9
|
|
|
Fair value write-up of acquired inventory sold (15)
|
|
|
|
1.1
|
|
|
|
|
17.4
|
|
|
|
|
1.1
|
|
|
|
|
39.7
|
|
|
Non-GAAP gross profit
|
|
|
|
$
|
502.8
|
|
|
|
|
$
|
514.8
|
|
|
|
|
$
|
2,018.4
|
|
|
|
|
$
|
1,959.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Margin Percentage:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP gross margin percentage
|
|
|
|
51.8
|
%
|
|
|
|
52.0
|
%
|
|
|
|
52.7
|
%
|
|
|
|
53.0
|
%
|
|
Impact of adjustments above
|
|
|
|
10.0
|
%
|
|
|
|
12.1
|
%
|
|
|
|
10.0
|
%
|
|
|
|
11.1
|
%
|
|
Non-GAAP gross margin percentage
|
|
|
|
61.8
|
%
|
|
|
|
64.1
|
%
|
|
|
|
62.7
|
%
|
|
|
|
64.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP operating expenses
|
|
|
|
$
|
321.9
|
|
|
|
|
$
|
308.5
|
|
|
|
|
$
|
1,934.6
|
|
|
|
|
$
|
250.8
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets (1)
|
|
|
|
(14.8
|
)
|
|
|
|
(15.2
|
)
|
|
|
|
(59.3
|
)
|
|
|
|
(62.5
|
)
|
|
Incremental depreciation expense (2)
|
|
|
|
(0.7
|
)
|
|
|
|
(2.9
|
)
|
|
|
|
(7.4
|
)
|
|
|
|
(4.6
|
)
|
|
Transaction expenses (4)
|
|
|
|
(1.1
|
)
|
|
|
|
(0.5
|
)
|
|
|
|
(2.5
|
)
|
|
|
|
(23.2
|
)
|
|
Non-income tax (charge) benefit (9)
|
|
|
|
—
|
|
|
|
|
(6.7
|
)
|
|
|
|
4.0
|
|
|
|
|
(23.1
|
)
|
|
Integration/consolidation costs (3)
|
|
|
|
(1.8
|
)
|
|
|
|
(4.9
|
)
|
|
|
|
(3.5
|
)
|
|
|
|
(18.9
|
)
|
|
Legal settlement (19)
|
|
|
|
(34.8
|
)
|
|
|
|
—
|
|
|
|
|
(34.8
|
)
|
|
|
|
—
|
|
|
Restructuring charges (3)
|
|
|
|
(2.8
|
)
|
|
|
|
(2.5
|
)
|
|
|
|
(14.2
|
)
|
|
|
|
(13.3
|
)
|
|
Research and development asset charge (16)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(1.7
|
)
|
|
|
|
—
|
|
|
Impairment of intangible asset (17)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(46.0
|
)
|
|
|
|
—
|
|
|
Impairment of goodwill (18)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(685.7
|
)
|
|
|
|
—
|
|
|
Gain on sale of business (14)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
899.7
|
|
|
Non-GAAP operating expenses
|
|
|
|
$
|
265.9
|
|
|
|
|
$
|
275.8
|
|
|
|
|
$
|
1,083.5
|
|
|
|
|
$
|
1,004.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Margin:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP income (loss) from operations
|
|
|
|
$
|
99.2
|
|
|
|
|
$
|
109.4
|
|
|
|
|
$
|
(237.9
|
)
|
|
|
|
$
|
1,370.2
|
|
|
Adjustments to gross profit as detailed above
|
|
|
|
81.7
|
|
|
|
|
96.9
|
|
|
|
|
321.7
|
|
|
|
|
338.7
|
|
|
Adjustments to operating expenses as detailed above
|
|
|
|
56.0
|
|
|
|
|
32.7
|
|
|
|
|
851.1
|
|
|
|
|
(754.1
|
)
|
|
Non-GAAP income from operations
|
|
|
|
$
|
236.9
|
|
|
|
|
$
|
239.0
|
|
|
|
|
$
|
934.9
|
|
|
|
|
$
|
954.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Margin Percentage:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP income (loss) from operations margin percentage
|
|
|
|
12.2
|
%
|
|
|
|
13.6
|
%
|
|
|
|
(7.4
|
)%
|
|
|
|
44.8
|
%
|
|
Impact of adjustments above
|
|
|
|
16.9
|
%
|
|
|
|
16.2
|
%
|
|
|
|
36.5
|
%
|
|
|
|
(13.6
|
)%
|
|
Non-GAAP operating margin percentage
|
|
|
|
29.1
|
%
|
|
|
|
29.8
|
%
|
|
|
|
29.1
|
%
|
|
|
|
31.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP interest expense
|
|
|
|
$
|
34.3
|
|
|
|
|
$
|
36.1
|
|
|
|
|
$
|
148.7
|
|
|
|
|
$
|
153.2
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash interest expense relating to convertible notes (5)
|
|
|
|
—
|
|
|
|
|
(3.4
|
)
|
|
|
|
(3.5
|
)
|
|
|
|
(17.9
|
)
|
|
Interest expense relating to Cynosure dissenting shareholders (21)
|
|
|
|
—
|
|
|
|
|
1.5
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
Debt transaction costs (10)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(4.3
|
)
|
|
|
|
—
|
|
|
Non-GAAP interest expense
|
|
|
|
$
|
34.3
|
|
|
|
|
$
|
34.2
|
|
|
|
|
$
|
140.9
|
|
|
|
|
$
|
135.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HOLOGIC, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS (Continued)
(Unaudited)
(In millions, except earnings per share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Years Ended
|
|
|
|
|
September 29,
2018
|
|
|
|
|
September 30,
2017
|
|
|
|
September 29,
2018
|
|
|
|
September 30,
2017
|
|
Pre-Tax Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP pre-tax earnings (loss)
|
|
|
|
$
|
71.3
|
|
|
|
|
|
$
|
72.4
|
|
|
|
|
$
|
(418.6
|
)
|
|
|
|
$
|
1,230.5
|
|
|
Adjustments to pre-tax earnings (loss) as detailed above
|
|
|
|
137.7
|
|
|
|
|
|
131.5
|
|
|
|
|
1,180.6
|
|
|
|
|
(397.5
|
)
|
|
Debt extinguishment losses (6)
|
|
|
|
—
|
|
|
|
|
|
0.6
|
|
|
|
|
45.9
|
|
|
|
|
3.2
|
|
|
(Gain) loss on sale of available-for-sale marketable securities (7)
|
|
|
|
—
|
|
|
|
|
|
(2.0
|
)
|
|
|
|
0.6
|
|
|
|
|
(5.6
|
)
|
|
Unrealized (gains) losses on forward foreign currency contracts (8)
|
|
|
|
(2.2
|
)
|
|
|
|
|
3.6
|
|
|
|
|
(6.6
|
)
|
|
|
|
2.6
|
|
|
Other charges (20)
|
|
|
|
1.1
|
|
|
|
|
|
—
|
|
|
|
|
1.1
|
|
|
|
|
—
|
|
|
Non-GAAP pre-tax income
|
|
|
|
$
|
207.9
|
|
|
|
|
|
$
|
206.1
|
|
|
|
|
$
|
803.0
|
|
|
|
|
$
|
833.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income (loss)
|
|
|
|
$
|
50.5
|
|
|
|
|
|
$
|
82.7
|
|
|
|
|
$
|
(111.3
|
)
|
|
|
|
$
|
755.5
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets (1)
|
|
|
|
95.3
|
|
|
|
|
|
94.4
|
|
|
|
|
378.7
|
|
|
|
|
359.6
|
|
|
Asset impairment charges (16) (17) (18)
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
733.4
|
|
|
|
|
—
|
|
|
Restructuring, integration and acquisition relates charges (2) (3)
(4) (15)
|
|
|
|
7.6
|
|
|
|
|
|
28.5
|
|
|
|
|
29.9
|
|
|
|
|
101.6
|
|
|
Legal settlement (19)
|
|
|
|
34.8
|
|
|
|
|
|
—
|
|
|
|
|
34.8
|
|
|
|
|
—
|
|
|
Non-income tax expense (benefit) (9)
|
|
|
|
—
|
|
|
|
|
|
6.7
|
|
|
|
|
(4.0
|
)
|
|
|
|
23.1
|
|
|
Gain on sale of business (14)
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(899.7
|
)
|
|
Debt related charges (5) (6) (10)
|
|
|
|
—
|
|
|
|
|
|
4.0
|
|
|
|
|
53.7
|
|
|
|
|
21.1
|
|
|
Other non-operating charges (7) (8) (20) (21)
|
|
|
|
(3.3
|
)
|
|
|
|
|
0.1
|
|
|
|
|
(7.1
|
)
|
|
|
|
(3.0
|
)
|
|
Discrete impact of tax reform (11)
|
|
|
|
8.3
|
|
|
|
|
|
—
|
|
|
|
|
(346.2
|
)
|
|
|
|
—
|
|
|
Income tax effect of reconciling items (12)
|
|
|
|
(34.6
|
)
|
|
|
|
|
(73.2
|
)
|
|
|
|
(143.6
|
)
|
|
|
|
220.7
|
|
|
Non-GAAP net income
|
|
|
|
$
|
158.6
|
|
|
|
|
|
$
|
143.2
|
|
|
|
|
$
|
618.3
|
|
|
|
|
$
|
578.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Percentage:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income percentage
|
|
|
|
6.2
|
%
|
|
|
|
|
10.3
|
%
|
|
|
|
(3.5
|
)%
|
|
|
|
24.7
|
%
|
|
Impact of adjustments above
|
|
|
|
13.3
|
%
|
|
|
|
|
7.5
|
%
|
|
|
|
22.7
|
%
|
|
|
|
(5.8
|
)%
|
|
Non-GAAP net income percentage
|
|
|
|
19.5
|
%
|
|
|
|
|
17.8
|
%
|
|
|
|
19.2
|
%
|
|
|
|
18.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP earnings per share - Diluted
|
|
|
|
$
|
0.18
|
|
|
|
|
|
$
|
0.29
|
|
|
|
|
$
|
(0.40
|
)
|
|
|
|
$
|
2.64
|
|
|
Adjustment to net earnings (as detailed above)
|
|
|
|
0.40
|
|
|
|
|
|
0.21
|
|
|
|
|
2.63
|
|
|
|
|
(0.61
|
)
|
|
Non-GAAP earnings per share – diluted (13)
|
|
|
|
$
|
0.58
|
|
|
|
|
|
$
|
0.50
|
|
|
|
|
$
|
2.23
|
|
|
|
|
$
|
2.03
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income
|
|
|
|
$
|
158.6
|
|
|
|
|
|
$
|
143.2
|
|
|
|
|
$
|
618.3
|
|
|
|
|
$
|
578.9
|
|
|
Interest expense, net, not adjusted above
|
|
|
|
32.4
|
|
|
|
|
|
33.7
|
|
|
|
|
134.6
|
|
|
|
|
131.5
|
|
|
Provision for income taxes
|
|
|
|
49.3
|
|
|
|
|
|
62.9
|
|
|
|
|
184.7
|
|
|
|
|
254.1
|
|
|
Depreciation expense not adjusted above
|
|
|
|
23.0
|
|
|
|
|
|
22.9
|
|
|
|
|
93.6
|
|
|
|
|
84.0
|
|
|
Adjusted EBITDA
|
|
|
|
$
|
263.3
|
|
|
|
|
|
$
|
262.7
|
|
|
|
|
$
|
1,031.2
|
|
|
|
|
$
|
1,048.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Explanatory Notes to Reconciliations:
|
|
|
|
(1)
|
|
|
To reflect non-cash expenses attributable to the amortization of
acquired intangible assets.
|
|
(2)
|
|
|
To reflect non-cash fair value adjustments for additional
depreciation expense related to the fair value write-up of fixed
assets acquired in the Gen-Probe acquisition and accelerated
depreciation expense related to facility closure and business
consolidation.
|
|
(3)
|
|
|
To reflect restructuring charges, and certain costs associated with
the Company’s integration and facility consolidation plans, which
primarily include retention and transfer costs, as well as costs
incurred to integrate acquisitions and dispose businesses, including
consulting, legal, tax and accounting fees.
|
|
(4)
|
|
|
To reflect expenses incurred with third parties related to
acquisitions and divestitures prior to when such transactions are
completed. These expenses primarily comprise of broker fees, legal
fees, and consulting and due diligence fees.
|
|
(5)
|
|
|
To reflect non-cash interest expense related to the amortization of
the debt discount from the equity conversion option of the Company’s
convertible notes.
|
|
(6)
|
|
|
To reflect debt extinguishment losses primarily from refinancing the
Company's Credit Agreement and Senior Notes.
|
|
(7)
|
|
|
To reflect realized gains and losses on the sale of
available-for-sale marketable securities.
|
|
(8)
|
|
|
To reflect non-cash unrealized gains and losses on the mark-to
market on outstanding forward foreign currency contracts, which do
not qualify for hedge accounting.
|
|
(9)
|
|
|
To reflect a non-income tax benefit in the first quarter of fiscal
2018 of $4.0 million as the Company settled a non-income tax issue
under audit. To reflect non-income tax benefit in the third quarter
of fiscal 2017 of $12.4 million, net from refunds received from
amending the Company's Medical Device Excise tax filings and charges
recorded in fiscal 2017 of $35.6 million recorded as the Company
determined during the period that a loss became probable associated
with a non-income tax issue under audit.
|
|
(10)
|
|
|
To reflect the amount of debt issuance costs recorded directly to
interest expense as a result of refinancing the Company's Credit
Agreement and Senior Notes in the first and second quarters of
fiscal 2018, respectively.
|
|
(11)
|
|
|
To reflect the discrete impact of tax reform to the provision for
income taxes effective in the first quarter of fiscal 2018. The
primary benefit on a year to date basis was due to re-measuring the
Company’s domestic net deferred tax liabilities at a significantly
lower federal tax rate. The impact to the fourth quarter income tax
provision was primarily due to an additional re-measurement of
deferred taxes in the quarter.
|
|
(12)
|
|
|
To reflect an estimated annual effective tax rate of 23.0% and 30.5%
for fiscal 2018 and 2017, respectively.
|
|
(13)
|
|
|
Non-GAAP earnings per share was calculated based on 274,981 and
277,850 weighted average diluted shares outstanding for the three
and twelve months ended September 29, 2018, respectively, and
284,741 and 285,653 for the three and twelve months ended September
30, 2017, respectively.
|
|
(14)
|
|
|
To reflect the gain realized on the sale of the Blood Screening
business to Grifols in the second quarter of fiscal 2017.
|
|
(15)
|
|
|
To reflect the fair value step up of inventory sold during the
period related to the Faxitron and Cynosure acquisitions in fiscal
2018 and fiscal 2017, respectively.
|
|
(16)
|
|
|
To reflect the purchase of intangible assets to be used in a
research and development project that have no future alternative use.
|
|
(17)
|
|
|
To reflect the impairment of an IPR&D asset acquired in the Cynosure
acquisition that was abandoned during the second quarter of fiscal
2018 due to unsuccessful clinical results.
|
|
(18)
|
|
|
To reflect a goodwill impairment charge in the Medical Aesthetics
reportable segment, which is comprised solely of the Cynosure
business. The Company identified impairment indicators in the second
quarter of fiscal 2018 and performed an interim goodwill impairment
test, which resulted in the fair value of the reporting unit being
significantly less than its carrying value. Accordingly, the Company
recorded a goodwill impairment charge in the second quarter of
fiscal 2018.
|
|
(19)
|
|
|
To reflect the Company's settlement of patent infringement
litigation pertaining to the MyoSure system.
|
|
(20)
|
|
|
To reflect miscellaneous non-operating charges.
|
|
(21)
|
|
|
To reflect interest expense accrued as required by law related to
the value owed to the Cynosure shareholders who dissented and did
not tender their shares as they are challenging the value of the
acquisition.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP to non-GAAP EPS Guidance:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guidance Range
|
|
|
|
Guidance Range
|
|
|
|
|
Quarter Ending December 29, 2018
|
|
|
|
Year Ending September 28, 2019
|
|
|
|
|
Low
|
|
|
|
High
|
|
|
|
Low
|
|
|
|
High
|
|
GAAP Net Income Per Share
|
|
|
|
$
|
0.28
|
|
|
|
|
$
|
0.30
|
|
|
|
|
$
|
1.33
|
|
|
|
|
$
|
1.37
|
|
|
Amortization of acquired intangible assets
|
|
|
|
$
|
0.34
|
|
|
|
|
$
|
0.34
|
|
|
|
|
$
|
1.34
|
|
|
|
|
$
|
1.34
|
|
|
Other charges
|
|
|
|
$
|
0.01
|
|
|
|
|
$
|
0.01
|
|
|
|
|
$
|
0.03
|
|
|
|
|
$
|
0.03
|
|
|
Tax Impact of Exclusions
|
|
|
|
$
|
(0.08
|
)
|
|
|
|
$
|
(0.08
|
)
|
|
|
|
$
|
(0.32
|
)
|
|
|
|
$
|
(0.32
|
)
|
|
Non-GAAP Net Income Per Share
|
|
|
|
$
|
0.55
|
|
|
|
|
$
|
0.57
|
|
|
|
|
$
|
2.38
|
|
|
|
|
$
|
2.42
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trailing Twelve Months
ended
September 29, 2018
|
|
Return on Invested Capital:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Net Operating Profit After Tax
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income
|
|
|
|
|
|
|
|
|
|
|
|
618.3
|
|
|
Non-GAAP provision for income taxes
|
|
|
|
|
|
|
|
|
|
|
|
184.7
|
|
|
Non-GAAP interest expense
|
|
|
|
|
|
|
|
|
|
|
|
140.9
|
|
|
Non-GAAP other income
|
|
|
|
|
|
|
|
|
|
|
|
(9.0
|
)
|
|
Adjusted net operating profit before tax
|
|
|
|
|
|
|
|
|
|
|
|
934.9
|
|
|
Non-GAAP average effective tax rate
|
|
|
|
|
|
|
|
|
|
|
|
23.0
|
%
|
|
Adjusted net operating profit after tax
|
|
|
|
|
|
|
|
|
|
|
|
719.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Net Debt plus Average Stockholders’ Equity (1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total debt
|
|
|
|
|
|
|
|
|
|
|
|
3,313.6
|
|
|
Less: Average cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
(603.7
|
)
|
|
Average net debt
|
|
|
|
|
|
|
|
|
|
|
|
2,709.9
|
|
|
Average stockholders’ equity (2)
|
|
|
|
|
|
|
|
|
|
|
|
3,004.8
|
|
|
Average net debt plus average stockholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
5,714.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted ROIC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted ROIC (adjusted net operating profit after tax above
divided by average net debt plus stockholders’ equity above)
|
|
|
|
|
|
|
|
|
|
|
|
12.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
|
Calculated using the average of the balances as of September 29,
2018 and September 30, 2017.
|
|
(2)
|
|
|
Adjusted (increased) to eliminate the effect of the impairment of
intangible assets of $32.2 million in fiscal 2014, and the
impairment of goodwill of $685.7 million and an IPR&D asset of $46.0
million in fiscal 2018.
|
|
|
|
|
|
|
|
|
|
|
|
As of
|
|
|
|
September 29, 2018
|
|
Leverage Ratio:
|
|
|
|
|
Total principal debt
|
|
|
3,337.5
|
|
|
Total cash
|
|
|
(666.7
|
)
|
|
Net principal debt, as adjusted
|
|
|
2,670.8
|
|
|
EBITDA for the last four quarters
|
|
|
1,031.2
|
|
|
Leverage Ratio
|
|
|
2.6
|
|
|
|
|
|
|
|
Other Supplemental Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Twelve Months Ended
|
|
|
|
|
September 29,
2018
|
|
|
|
September 30,
2017
|
|
|
|
September 29,
2018
|
|
|
|
September 30,
2017
|
|
Geographic Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S.
|
|
|
|
75.6
|
%
|
|
|
|
76.4
|
%
|
|
|
|
75.1
|
%
|
|
|
|
77.6
|
%
|
|
Europe
|
|
|
|
11.5
|
%
|
|
|
|
10.3
|
%
|
|
|
|
11.7
|
%
|
|
|
|
10.0
|
%
|
|
Asia-Pacific
|
|
|
|
8.7
|
%
|
|
|
|
8.6
|
%
|
|
|
|
8.6
|
%
|
|
|
|
8.1
|
%
|
|
All Others
|
|
|
|
4.2
|
%
|
|
|
|
4.7
|
%
|
|
|
|
4.6
|
%
|
|
|
|
4.3
|
%
|
|
Total Revenues
|
|
|
|
100.0
|
%
|
|
|
|
100.0
|
%
|
|
|
|
100.0
|
%
|
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
View source version on businesswire.com:
https://www.businesswire.com/news/home/20181107005820/en/
Hologic, Inc.
Michael Watts
Vice President, Investor Relations
and Corporate Communications
858-410-8588
Source: Hologic, Inc.