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Integration of Amneal and Impax Nearing Completion; On Track to Achieve More Than $200 Million in Cost Synergies

Key Takeaway: AMNEAL ANNOUNCES SOLID THIRD QUARTER 2018 FINANCIAL RESULTS Net Revenue of $476 Million; Diluted EPS of $0.05; Adjusted Diluted EPS of $0.28 Integration of Amneal and Impax Nearing Completion; On Track to Achieve More Than $200 Million in Cost Synergies Company Tightens Existi

Full Press Release Details

AMNEAL ANNOUNCES SOLID THIRD QUARTER 2018 FINANCIAL RESULTS
Net Revenue of $476 Million; Diluted EPS of $0.05; Adjusted Diluted EPS of $0.28
Integration of Amneal and Impax Nearing Completion; On Track to Achieve More Than $200 Million in Cost Synergies
Company Tightens Existing 2018 Financial Guidance
BRIDGEWATER, NJ, November 7, 2018 - Amneal Pharmaceuticals, Inc. (NYSE: AMRX) (the "Company") announced its results today for the quarter ended September 30, 2018.
"The third quarter was defined by solid financial performance and strategic accomplishments as we advanced the integration of Impax and Amneal, completed two strategic partnerships that strengthen our portfolio and launched 11 new generic products," said Rob Stewart, President and CEO of Amneal. "We delivered revenue of $476 million and adjusted EBITDA1 of $163 million as both our Generics and Specialty Pharma businesses grew sequentially, on a combined basis, compared with the second quarter of 2018.
"The Generics business benefited from higher sales of Yuvafem and the seasonality of Epinephrine Auto-injector despite the product's ongoing supply constraints. Additionally, our large and diverse generic pipeline has delivered 27 new product launches through September of this year including the 11 launched in the third quarter. Within our Specialty Pharma business, we delivered solid sequential growth led by revenue increases for Rytary , Emverm and Zomig .
"We are focused on long-term strategic initiatives to position Amneal for future growth. In August, we announced partnership agreements with Jerome Stevens Pharmaceuticals, Inc. for Levothyroxine and with American Regent for a generic alternative to Makena , important steps forward in our strategy to enhance our portfolio. Pursuing additional external growth opportunities to fuel growth remains a strategic priority.
"The integration of Impax is essentially finished and all actions required to deliver our synergy target of at least $200 million annually within three years of closing the combination are completed. We have tightened our existing 2018 guidance range to reflect the late third quarter generic competition on a few key products including Yuvafem, Aspirin Dipyridamole ER, and Oseltamivir, together with the slow start to the flu season, and ongoing Epinephrine Auto-Injector supply constraints. Despite this, we continue to focus on building Amneal from our position of strength and deploying our capital to support long-term growth initiatives that will maintain double-digit earnings growth," concluded Stewart.
_____________________________
1 Please see "Non-GAAP Financial Measures" below.
Summary of GAAP and Combined Adjusted Results
Three Months Ended Variance
(Unaudited; In thousands) Sept. 30, 2018 June 30, 2018 Sept. 30, 2017 Sequential Year/ Year
GAAP Results 1
Net revenue $ 476,487 $ 413,787 $ 254,733 15.2 % 87.1 %
Net income (loss) $ 17,465 $ (250,090 ) $ 27,122 107.0 % 35.6 %
Diluted EPS $ 0.05 $ (0.15 ) N/A 133.3 % N/A
Non-GAAP Results 2
Combined net revenue $ 476,487 $ 462,328 $ 474,598 3.1 % 0.4 %
Combined adjusted net income $ 82,154 $ 70,153 $ 79,465 17.1 % 3.4 %
Combined adjusted EBITDA $ 162,917 $ 138,836 $ 147,823 17.3 % 10.2 %
Combined adjusted diluted EPS $ 0.28 $ 0.24 N/A 16.7 % N/A
1 Current year financials reflect the results of Amneal Pharmaceuticals LLC consolidating the results of Impax Laboratories, LLC from the transaction closing date on May 4, 2018. Prior year GAAP results represent Amneal Pharmaceuticals LLC only.
2 Assumes the combination between Amneal Pharmaceuticals LLC and Impax Laboratories, LLC occurred on the first day of the quarter presented.
The Company's financial results are presented in accordance with GAAP, which includes the results of Amneal Pharmaceuticals LLC consolidating the results of Impax Laboratories, LLC ("Impax") from the transaction closing date of May 4, 2018. Management believes that using additional non-GAAP measures on a combined company basis will facilitate the evaluation of the financial performance of the Company and its ongoing operations. The adjusted results presented combine the results of Amneal with Impax as if the closing date had occurred on the first day of all periods presented. All combined business results presented in this News Release are unaudited. Such combined business results are not prepared in accordance with Article 11 of Regulation S-X. Refer to the "Non-GAAP Financial Measures" section for additional information, including reconciliations of all GAAP to non-GAAP financial measures. The calculation of Non-GAAP adjusted diluted earnings per share assumes the conversion of all outstanding shares of Class B Common Stock to shares of Class A Common Stock.
Non-GAAP Combined Results
Business Segment Information
The Company has two reportable segments, the Generics business and the Specialty Pharma business and does not allocate general corporate services to either segment.
Generics Business Information
The following Consolidated Statements of Operations table reconciles the Generics Business GAAP results to combined results. (Unaudited; In thousands)
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
Add: Add:
Actual Impax Combined Actual Impax Combined
Revenues
Generics, net $ 391,175 $ - $ 391,175 $ 254,733 $ 151,098 $ 405,831
Cost of goods sold 237,866 - 237,866 119,720 154,756 274,476
Gross profit 153,309 - 153,309 135,013 (3,658) 131,355
Selling, general, and administrative 21,030 - 21,030 15,030 5,570 20,600
Research and development 38,997 - 38,997 41,323 12,241 53,564
Intellectual property legal development expenses 3,929 - 3,929 6,693 28 6,721
Legal settlement gain - - - (21,467 ) - (21,467 )
Restructuring (2,885 ) - (2,885 ) - - -
Operating profit (loss) $ 92,238 $ - $ 92,238 $ 93,434 $ (21,497 ) $ 71,937
Gross margin 39.2 % - 39.2 % 53.0 % (2.4 )% 32.4 %
Adjusted gross profit $ 194,368 - $ 194,368 $ 138,968 $ 52,203 $ 191,171
Adjusted gross margin 49.7 % - 49.7 % 54.6 % 34.5 % 47.1 %
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax Combined Actual Impax Combined
Revenues
Generics, net $ 1,028,134 $ 102,237 $ 1,130,371 $ 740,285 $ 436,134 $ 1,176,419
Cost of goods sold 579,994 122,761 702,755 365,523 408,278 773,801
Gross profit 448,140 (20,524) 427,616 374,762 27,856 402,618
Selling, general, and administrative 48,854 11,896 60,750 44,838 20,072 64,910
Research and development 130,412 13,623 144,035 127,926 56,711 184,637
Intellectual property legal development expenses 12,509 - 12,509 17,786 715 18,501
Litigation, settlements and related charges - 84,597 84,597 - - -
Legal settlement gain - - - (21,467 ) - (21,467 )
Acquisition, integration and transaction related expenses 114,622 - 114,622 - - -
Restructuring 21,912 - 21,912 - - -
Operating profit (loss) $ 119,831 $ (130,640 ) $ (10,809 ) $ 205,679 $ (49,642 ) $ 156,037
Gross margin 43.6 % (20.1 )% 37.8 % 50.6 % 6.4 % 34.2 %
Adjusted gross profit $ 527,686 $ 3,193 $ 530,879 $ 397,095 $ 166,352 $ 563,447
Adjusted gross margin 51.3 % 3.1 % 47.0 % 53.6 % 38.1 % 47.9 %
(a) Adjusted gross profit is calculated as total revenues less adjusted cost of goods sold. Adjusted gross margin is calculated as adjusted gross profit divided by total revenues. Refer to the "Non-GAAP Financial Measures" for a reconciliation of GAAP to non-GAAP items.
Generics business revenues of $391.2 million increased 53.6% for the third quarter of 2018, compared to the prior year period. The increase is primarily attributable to the combination with Impax as well as strong 2018 launches, including Potassium Chloride oral solution, Phytonadione tablets and Methylphenidate Hydrochloride extended release tablets, higher demand for Yuvafem, Spironoctalone cream and Diclofenac Sodium gel 1%. These increases are partially offset by lower demand for Oseltamivir, Diclofenac sodium gel 3%, and Epinephrine auto-injector due to supply constraints.
Gross margin for the third quarter of 2018 was 39.2%, compared to 53.0% for the third quarter of 2017. The decrease is primarily as a result of higher cost of sales due to incremental amortization and inventory acquisition accounting adjustments, inventory related charges, manufacturing plant closure charges, impairment of product intangible assets and lower margin products in the Impax portfolio.
Non-GAAP Combined Results
Generics business combined net revenue in the third quarter of 2018 was $391.2 million, a decrease of 3.6%, compared to $405.8 million in the prior year period. The decrease is primarily due to lower sales of Epinephrine Auto-Injector due to an ongoing supply shortage at the Company's third-party manufacturer, increased competition on Budesonide, Lidocaine, Aspirin Dipyridamole ER and Diclofenac Sodium Gel 3%. The decrease was partially offset by increased revenue from new product launches and increased sales of Yuvafem, Spironoctalone cream and Diclofenac Sodium gel 1%.
Gross margin for the third quarter of 2018 on a combined basis was 39.2%, compared to 32.4% for the third quarter of 2017, primarily due to a decline in inventory related charges and amortization expense. Adjusted gross margin on a combined adjusted basis was 49.7% for the third quarter of 2018, compared to 47.1% in the prior year period.
Specialty Pharma Business Information
The following Consolidated Statements of Operations table reconciles the Specialty Pharma business GAAP results to combined results. (Unaudited; In thousands)
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Revenues
Rytary , net $ 33,073 $ - $ 33,073 $ - $ 21,520 $ 21,520
Zomig , net 15,445 - 15,445 - 13,899 13,899
All Other Specialty Pharma Products sales, net 36,794 - 36,794 - 33,348 33,348
Total revenues 85,312 - 85,312 - 68,767 68,767
Cost of goods sold 38,516 - 38,516 - 23,026 23,026
Gross profit 46,796 - 46,796 - 45,741 45,741
Selling, general, and administrative 19,716 - 19,716 - 19,213 19,213
Research and development 4,002 - 4,002 - 3,640 3,640
Intellectual property legal development expenses 472 - 472 - 1,612 1,612
Restructuring (27 ) - (27 ) - - -
Operating profit $ 22,633 $ - $ 22,633 $ - $ 21,276 $ 21,276
Gross margin 54.9 % - 54.9 % - 66.5 % 66.5 %
Adjusted gross profit $ 67,304 - $ 67,304 - $ 54,903 $ 54,903
Adjusted gross margin 78.9 % - 78.9 % - 79.8 % 79.8 %
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Revenues
Rytary , net $ 53,593 $ 35,086 $ 88,679 $ - $ 63,347 $ 63,347
Zomig , net 25,140 14,411 39,551 - 36,081 36,081
All Other Specialty Pharma Products sales, net 58,596 46,748 105,344 - 94,550 94,550
Total revenues 137,329 96,245 233,574 - 193,978 193,978
Cost of goods sold 62,474 26,731 89,205 - 68,103 68,103
Gross profit 74,855 69,514 144,369 - 125,875 125,875
Selling, general, and administrative 33,265 27,942 61,207 - 58,029 58,029
Research and development 7,131 3,664 10,795 - 14,585 14,585
Intellectual property legal development expenses 515 23 538 - 3,167 3,167
Litigation, settlements and related charges - 940 940 - - -
Restructuring 2,394 - 2,394 - - -
Operating profit $ 31,550 $ 36,945 $ 68,495 $ - $ 50,094 $ 50,094
Gross margin 54.5 % 72.2 % 61.8 % - 64.9 % 64.9 %
Adjusted gross profit $ 107,964 $ 75,626 $ 183,590 - $ 144,711 $ 144,711
Adjusted gross margin 78.6 % 78.6 % 78.6 % - 74.6 % 74.6 %
(a) Adjusted gross profit is calculated as total revenues less adjusted cost of goods sold. Adjusted gross margin is calculated as adjusted gross profit divided by total revenues. Refer to the "Non-GAAP Financial Measures" for a reconciliation of GAAP to non-GAAP items.
The Specialty Pharma business is comprised of the Impax Specialty business acquired on May 4, 2018 and the Gemini Laboratories, LLC business acquired on May 7, 2018. Prior to these two transactions, Amneal did not have a specialty business.
Non-GAAP Combined Results
Specialty Pharma business net revenue in the third quarter 2018 was $85.3 million, an increase of 24.1%, compared to $68.8 million in the prior year period, driven by higher revenue from Rytary , Zomig and the anthelmintic products franchise.
Gross margin for the third quarter of 2018 was 54.9%, compared to 66.5% for the third quarter of 2017, driven primarily by higher amortization expense. Adjusted gross margin was 78.9% for the third quarter of 2018, compared to 79.8% in the prior year period, primarily due to product sales mix.
Corporate and Other Information
(Unaudited; In thousands)
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
Add: Add:
Actual Impax Combined Actual Impax Combined
General and administrative expenses $ (37,329 ) $ - $ (37,329 ) $ (12,410 ) $ (31,880 ) $ (44,290 )
Unallocated corporate expenses $ (37,329 ) $ - $ (37,329 ) $ (12,410 ) $ (31,880 ) $ (44,290 )
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax Combined Actual Impax Combined
General and administrative expenses $ (74,080 ) $ (40,404 ) $ (114,484 ) $ (37,242 ) $ (82,904 ) $ (120,146 )
Unallocated corporate expenses $ (74,080 ) $ (40,404 ) $ (114,484 ) $ (37,242 ) $ (82,904 ) $ (120,146 )
General and administrative expenses in the third quarter of 2018 were $37.3 million, an increase of $24.9 million, compared to the third quarter of 2018, primarily due to general and administrative expenses of the Impax organization since combination, which includes certain public company costs that will remain on a go-forward basis. The increase is also attributable to stock-based compensation.
Non-GAAP Combined Results
General and administrative expenses in the third quarter of 2018 were $37.3 million, a decrease of $7.0 million, compared to the third quarter of 2017, primarily due to cost synergies as a result of the business combination with Impax.
Interest expense, net for the third quarter of 2018 was $43.0 million, compared to $19.2 million in the third quarter of 2017, due to an increase in long-term debt as a result of the business combination with Impax.
2018 Financial Guidance
Amneal's full year 2018 estimates are based on management's current expectations, including with respect to prescription trends, pricing levels, inventory levels, and the anticipated timing of future product launches and events. Management believes that using additional non-GAAP measures on a combined company basis will facilitate the evaluation of the
financial performance of the Company and its ongoing operations. The Company does not provide forward-looking guidance metrics on a GAAP basis. Consequently, the Company cannot provide a reconciliation between non-GAAP expectations and corresponding GAAP measures without unreasonable efforts because it is unable to predict with reasonable certainty the ultimate outcome of certain significant items required for the reconciliation. The items include, but are not limited to, acquisition-related expenses, restructuring expenses, asset impairments and certain and other gains and losses. These items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP reported results for the guidance period.
2018 Key Guidance Assumptions
Full Year 2018 Financial Guidance
Prior Updated
Adjusted Gross Margins 50% to 55% 51% to 53%
Adjusted R&D as a % of Net Revenues 10% to 15% 11% to 12%
Adjusted SG&A as a % of Net Revenues 13% to 16% 15% to 16%
Adjusted EBITDA $580 to $620 million $580 to $585 million
Adjusted EPS $0.90 to $1.00 $0.90 to $0.92
Adjusted Effective Tax Rate 20% to 22% Approximately 21%
Capital Expenditures $80 to $100 million Approximately $90 million
Diluted Shares Outstanding Approximately 300 million Approximately 300 million
Conference Call Information
Amneal will hold a conference call on November 7, 2018 at 8:30 a.m. Eastern Time to discuss its results. The call and presentation can also be accessed via a live Webcast through the Investor Relations section of Amneal's Web site at
https://investors.amneal.com/investor-relations, or directly at https://event.on24.com/wcc/r/1821566/B0F8BD4D6CEF9543C52C47B3B3FA1A30. The number to call from within the United States is (877) 356-3814 and (706) 758-0033 internationally. The conference ID is 3488019. A replay of the conference call will be available shortly after the call for a period of seven days. To access the replay, dial (855) 859-2056 (in the U.S.) and (404) 537-3406 (international callers).
Amneal Pharmaceuticals, Inc. (NYSE: AMRX), headquartered in Bridgewater, NJ, is an integrated pharmaceutical company focused on developing, manufacturing and distributing generic, brand and biosimilar products. The Company has approximately 6,500 employees in its operations in North America, Asia, and Europe, working together to bring high-quality medicines to patients primarily within the United States.
Amneal is one of the largest and fastest growing generic pharmaceutical manufacturers in the United States, with an expanding portfolio of generic products to include complex dosage forms in a broad range of therapeutic areas. The Company also markets a portfolio of branded pharmaceutical products through its Specialty Pharma division focused principally on central nervous system disorders and parasitic infections. For more information, visit www.amneal.com.
Safe Harbor Statement
Certain statements contained herein, regarding matters that are not historical facts, may be forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995). Such forward-looking statements include statements regarding management's intentions, plans, beliefs, expectations or forecasts for the future, including, among other things, future operating results and financial performance, product development and launches, integration strategies and resulting cost reduction, market position and business strategy. Words such as "may," "will," "could," "expect," "plan," "anticipate,"
"intend," "believe," "estimate," "assume," "continue," and similar words are intended to identify estimates and forward-looking statements.
The reader is cautioned not to rely on these forward-looking statements. These forward-looking statements are based on current expectations of future events. If the underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations and projections of Amneal Pharmaceuticals, Inc. (the "Company"). Such risks and uncertainties include, but are not limited to: the impact of global economic conditions; our ability to integrate the operations of Amneal Pharmaceuticals LLC and Impax Laboratories, LLC pursuant to the business combination completed on May 4, 2018, and our ability to realize the anticipated synergies and other benefits of the combination; our ability to successfully develop and commercialize new products; our ability to obtain exclusive marketing rights for our products and to introduce products on a timely basis; the competition we face in the pharmaceutical industry from brand and generic drug product companies, and the impact of that competition on our ability to set prices; our ability to manage our growth; the illegal distribution and sale by third parties of counterfeit versions of our products or of stolen products; market perceptions of us and the safety and quality of our products; our dependence on the sales of a limited number of products for a substantial portion of our total revenues; our ability to develop, license or acquire and introduce new products on a timely basis; the ability of our approved products to achieve expected levels of market acceptance; the risk that we may discontinue the manufacture and distribution of certain existing products; the impact of manufacturing or quality control problems; the risk of product liability and other claims against us by consumers and other third parties; risks related to changes in the regulatory environment, including United States federal and state laws related to healthcare fraud abuse and health information privacy and security and changes in such laws; changes to FDA product approval requirements; risks related to federal regulation of arrangements between manufacturers of branded and generic products; the impact of healthcare reform and changes in coverage and reimbursement levels by governmental authorities and other third-party payers; our dependence on a few locations that produce a majority of our products; relationships with our major customers; the continuing trend of consolidation of certain customer groups; our reliance on certain licenses to proprietary technologies from time to time; our dependence on third party suppliers and distributors for raw materials for our products and certain finished goods; the time necessary to develop generic and branded drug products; our dependence on third parties for testing required for regulatory approval of our products; our dependence on third party agreements for a portion of our product offerings; our ability to make acquisitions of or investments in complementary businesses and products on advantageous terms; regulatory oversight related to our international operations; our increased exposure to tax liabilities due to our international operations and the impact of recent U.S. tax legislation; payments required by our Tax Receivable Agreement; our involvement in various legal proceedings, including those brought by third parties alleging infringement of their intellectual property rights; legal, regulatory and legislative efforts by our brand competitors to deter competition from our generic alternatives; the significant amount of resources we expend on research and development; our substantial amount of indebtedness and our ability to generate sufficient cash to service our indebtedness in the future, and the impact of interest rate fluctuations on such indebtedness; risks inherent in conducting clinical trials; our reporting and payment obligations under the Medicaid rebate program and other government purchase and rebate programs; quarterly fluctuations in our operating results; adjustments to our reserves based on price adjustments and sales allowances; investigations and litigation concerning the calculation of average wholesale prices; the high concentration of ownership of our Class A Common Stock and the fact that we are controlled by a group of stockholders. A further list and descriptions of these risks, uncertainties and other factors can be found in the Company's most recently filed Quarterly Report on Form 10-Q and in the Company's subsequent filings with the Securities and Exchange Commission. Copies of these filings are available online at www.sec.gov, www.amneal.com or on request from the Company.
Forward-looking statements included herein speak only as of the date hereof and we undertake no obligation to revise or update such statements to reflect the occurrence of events or circumstances after the date hereof.
Trademarks referenced herein are the property of their respective owner.
Amneal Pharmaceutical, Inc.
Consolidated Statements of Operations
(Unaudited; In thousands, except per share amounts)
Three months ended Nine months ended
Sept. 30, 2018 Sept. 30, 2017 Sept. 30, 2018 Sept. 30, 2017
Net Revenue $ 476,487 $ 254,733 $ 1,165,463 $ 740,285
Cost of goods sold 276,382 119,720 642,468 365,523
Gross profit 200,105 135,013 522,995 374,762
Selling, general and administrative 78,075 27,440 156,199 82,080
Research and development 42,999 41,323 137,543 127,926
Intellectual property legal development expenses 4,401 6,693 13,024 17,786
Legal settlement gain - (21,467 ) - (21,467 )
Acquisition, transaction-related and integration expenses 2,231 2,271 216,873 2,353
Restructuring expenses (2,156 ) - 42,309 -
Operating income (loss) 74,555 78,753 (42,953) 166,084
Other (expense) income:
Interest expense, net (43,018) (19,218) (100,691) (51,105)
Foreign exchange (loss) gain (5,137) (4,178) (22,518) 25,751
Loss on extinguishment of debt - - (19,667) (2,531)
Loss on sale of international operations (2,812 ) (28,880 ) (2,812 ) (28,880 )
Other (expense) income (1,014 ) (93 ) 725 (71 )
Total other expense, net (51,981) (52,369) (144,963) (56,836)
Income (loss) before income taxes 22,574 26,384 (187,916) 109,248
Provision for (benefit from) income taxes 5,109 (738 ) (6,943 ) 2,117
Net income (loss) 17,465 27,122 (180,973) 107,131
Less: Net (income) loss attributable to Amneal Pharmaceuticals LLC pre-Combination - (26,780) 148,806 (106,079)
Less: Net (income) loss attributable to non-controlling interests (10,577 ) (342) 21,191 (1,052 )
Net income (loss) attributable to Amneal Pharmaceuticals, Inc. before accretion of redeemable non-controlling interest 6,888 - (10,976) -
Accretion of redeemable non-controlling interest 64 - (1,176) -
Net income (loss) attributable to Amneal Pharmaceuticals, Inc. $ 6,952 $ - $ (12,152 ) $ -
Net income (loss) per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders:
Class A and Class B-1 basic $ 0.05 $ (0.10 )
Class A and Class B-1 diluted $ 0.05 $ (0.10 )
Weighted-average common shares outstanding:
Class A and Class B-1 basic 127,247 127,196
Class A and Class B-1 diluted 128,222 127,196
Amneal Pharmaceutical, Inc.
Condensed Consolidated Balance Sheets
(Unaudited; In thousands)
September 30, 2018 December 31, 2017
Assets
Current assets:
Cash and cash equivalents $ 165,192 $ 74,166
Restricted cash 7,001 3,756
Trade accounts receivable, net 641,029 351,367
Inventories 490,768 284,038
Prepaid expenses and other current assets 126,386 42,396
Related party receivables 925 16,210
Total current assets 1,431,301 771,933
Property, plant and equipment, net 567,498 486,758
Goodwill 410,616 26,444
Intangible assets, net 1,733,020 44,599
Deferred tax asset, net 365,971 898
Other assets 73,642 11,257
Total assets $ 4,582,048 $ 1,341,889
Liabilities and Stockholders' Equity / Members' Deficit
Current liabilities:
Accounts payable and accrued expenses $ 513,122 $ 194,779
Note payable-related party 78,126 -
Current portion of long-term debt and financing obligations, net 121,694 89,482
Related party payables 36,329 12,622
Total current liabilities 749,271 296,883
Long-term debt and financing obligations, net 2,675,108 1,395,261
Deferred income taxes 1,761 2,491
Liabilities under tax receivable agreement 195,820 -
Other long-term liabilities 44,769 7,793
Related party payable- long term - 15,043
Total long-term liabilities 2,917,458 1,420,588
Total stockholders' equity / members' deficit 915,319 (375,582)
Total liabilities and stockholders' / members' deficit $ 4,582,048 $ 1,341,889
Amneal Pharmaceutical, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited; In thousands)
Nine Months Ended
September 30,
2018 2017
Cash flows from operating activities:
Net (loss) income $ (180,973 ) $ 107,131
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization 89,910 33,094
Unrealized foreign currency loss (gain) 21,560 (27,692 )
Amortization of debt issuance costs 4,220 3,895
Loss on extinguishment of debt 19,667 2,531
Loss on sale of certain international businesses 2,812 28,880
Transaction costs paid by Amneal Holdings, LLC - 2,008
Intangible asset impairment charges 8,474 -
Deferred tax provision (9,111) (534 )
Stock-based compensation and PPU expense 163,991 0
Inventory provision 20,755 1,510
Other operating charges and credits, net (1,955) 431
Changes in assets and liabilities:
Trade accounts receivable, net (74,711) 48,468
Inventories (53,708) (25,186 )
Prepaid expenses, other current assets and other assets 9,803 (18,604 )
Related party receivables 10,828 1,397
Accounts payable, accrued expenses and other liabilities (26,858) 5,583
Related party payables (14,125) 6,010
Net cash (used in) provided by operating activities (9,421) 168,922
Investing activities:
Purchases of property, plant and equipment (63,065) (70,153)
Acquisition of product rights and licenses (14,000) (19,500 )
Acquisitions, net of cash acquired (324,634) -
Net cash used in investing activities (401,699) (89,653)
Financing activities:
Payments of deferred financing costs and debt extinguishment costs (54,955) (5,026)
Proceeds from issuance of debt 1,325,383 250,000
Payments of principal on debt, financing obligations and capital leases (610,482 ) (10,260 )
Net borrowings on revolving credit line 25,000 25,000
Proceeds from exercise of stock options 3,162 -
Equity contributions 27,742 40
Capital contribution from non-controlling interest 360 -
Acquisition of redeemable non-controlling interest (11,775) -
Distributions to members (182,998) (355,265)
Repayment of related party note (14,842) -
Net cash provided by (used in) financing activities 506,595 (95,511)
Effect of foreign exchange rate on cash (1,204) 50
Net increase (decrease) in cash, cash equivalents, and restricted cash 94,271 (16,192)
Cash, cash equivalents, and restricted cash - beginning of period 77,922 37,546
Cash, cash equivalents, and restricted cash - end of period $ 172,193 $ 21,354
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
Combined adjusted revenue, adjusted net income, adjusted diluted EPS, EBITDA, adjusted EBITDA, adjusted cost of goods sold, adjusted gross profit, adjusted gross profit margin, adjusted selling, general and administrative expenses and adjusted research and development expenses are not measures of financial performance under generally accepted accounting principles (GAAP) and should not be construed as a measure of financial performance. However, management uses both GAAP financial measures and the disclosed non-GAAP financial measures internally to evaluate and manage the Company's operations and to better understand its business. Further, management believes the addition of non-GAAP financial measures provides meaningful supplementary information to, and facilitates analysis by, investors in evaluating the Company's financial performance, results of operations and trends. The Company's calculations of combined adjusted revenue, adjusted net income, adjusted diluted EPS, EBITDA, adjusted EBITDA, adjusted cost of goods sold, adjusted gross profit, adjusted gross profit margin, adjusted selling, general and administrative expenses and adjusted research and development expenses may not be comparable to similarly designated measures reported by other companies, since companies and investors may differ as to what type of events warrant adjustment.
The following Consolidated Statements of Operations table reconciles actual results to combined results:
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
(Unaudited: In thousands) Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Revenues:
Generics, net $ 391,175 $ - $ 391,175 $ 254,733 $ 151,098 $ 405,831
Specialty Pharma, net 85,312 - 85,312 - 68,767 68,767
Total revenues 476,487 - 476,487 254,733 219,865 474,598
Cost of goods sold 276,382 - 276,382 119,720 177,782 297,502
Gross profit 200,105 - 200,105 135,013 42,083 177,096
Selling, general and administrative 78,075 - 78,075 27,440 56,663 84,103
Research and development 42,999 - 42,999 41,323 15,881 57,204
Intellectual property legal development expenses 4,401 - 4,401 6,693 1,640 8,333
Impairment loss on tangible assets - - - - 828 828
Gain on sale of assets - - - - (4,708 ) (4,708 )
Change in FV of contingent consideration - - - - 6,333 6,333
Legal settlement gain - - - (21,467 ) - (21,467 )
Acquisition, transaction-related and integration expenses 2,231 - 2,231 2,271 - 2,271
Restructuring expenses (2,156 ) - (2,156 ) - - -
Operating income (loss) 74,555 - 74,555 78,753 (34,554) 44,199
Other (expense) income:
Interest expense, net (43,018) - (43,018 ) (19,218) (13,300) (32,518 )
Foreign exchange (loss) gain (5,137) - (5,137 ) (4,178 ) - (4,178 )
Loss on sale of international operations (2,812) - (2,812 ) (28,880) - (28,880 )
Other (expense) income (1,014) - (1,014 ) (93) 352 259
Total other (expense) income, net (51,981 ) - (51,981 ) (52,369 ) (12,948 ) (65,317 )
Income (loss) before income taxes 22,574 - 22,574 26,384 (47,502) (21,118)
Provision for (benefit from) income taxes 5,109 - 5,109 (738 ) (3,045 ) (3,783 )
Net income (loss) 17,465 - 17,465 27,122 (44,457 ) (17,335)
Less: Net income attributable to Amneal Pharmaceuticals LLC pre-Combination - (26,780)
Less: Net income attributable to non-controlling interests (10,577) (342)
Accretion of redeemable non-controlling interest 64 -
Net income attributable to Amneal Pharmaceuticals, Inc. $ 6,952 $ -
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
The following Consolidated Statements of Operations table reconciles actual results to combined results: (Unaudited; In thousands)
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Revenues:
Generics, net $ 1,028,134 $ 102,237 $ 1,130,371 $ 740,285 $ 436,134 $ 1,176,419
Specialty Pharma, net 137,329 96,245 233,574 - 193,978 193,978
Total revenues 1,165,463 198,482 1,363,945 740,285 630,112 1,370,397
Cost of goods sold 642,468 149,492 791,960 365,523 476,381 841,904
Gross profit 522,995 48,990 571,985 374,762 153,731 528,493
Selling, general and administrative 156,199 80,242 236,441 82,080 161,005 243,085
Research and development 137,543 17,287 154,830 127,926 71,296 199,222
Intellectual property legal development expenses 13,024 23 13,047 17,786 3,882 21,668
Impairment loss on tangible assets - - - - 828 828
Gain on sale of assets - - - - (4,708 ) (4,708 )
Change in FV of contingent consideration - - - - 6,333 6,333
Legal settlement gain - - - (21,467 ) - (21,467 )
Litigation, settlements and related charges - 85,537 85,537 - - -
Acquisition, transaction-related and integration expenses 216,873 4,381 221,254 2,353 - 2,353
Restructuring expenses 42,309 - 42,309 - - -
Operating (loss) income (42,953) (138,480) (181,433) 166,084 (84,905) 81,179
Other (expense) income:
Interest expense, net (100,691 ) (18,231 ) (118,922 ) (51,105 ) (39,740 ) (90,845 )
Foreign exchange (loss) gain (22,518 ) 921 (21,597 ) 25,751 - 25,751
Loss on early extinguishment of debt (19,667 ) - (19,667 ) (2,531 ) (1,215 ) (3,746 )
Loss on sale of international operations (2,812 ) - (2,812 ) (28,880 ) - (28,880 )
Other income (expense) 725 (638 ) 87 (71 ) (1,430 ) (1,501 )
Total other (expense) income, net (144,963) (17,948) (162,911) (56,836) (42,385) (99,221)
(Loss) income before income taxes (187,916) (156,428) (344,344) 109,248 (127,290) (18,042)
(Benefit from) provision for income taxes (6,943) (6,273) (13,216) 2,117 27,336 29,453
Net (loss) income (180,973) (150,155) (331,128) 107,131 (154,626) (47,495)
Less: Net loss (income) attributable to Amneal Pharmaceuticals LLC pre-Combination 148,806 (106,079)
Less: Net loss (income) attributable to non-controlling interests 21,191 (1,052)
Accretion of redeemable non-controlling interest (1,176) -
Net (loss) attributable to Amneal Pharmaceuticals, Inc. $ (12,152 ) $ -
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
The following table reconciles actual net income (loss) to combined adjusted net income and adjusted diluted earnings per share: (Unaudited; In thousands, except per share amounts)
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Net income (loss) $ 17,465 $ - $ 17,465 $ 27,122 $ (44,457 ) $ (17,335 )
Adjusted to add (deduct):
Non-cash interest 1,452 - 1,452 1,432 6,547 7,979
GAAP Income taxes 5,109 - 5,109 (738 ) (3,045 ) (3,783 )
Amortization 25,655 - 25,655 1,278 17,088 18,366
Share-based compensation expense 3,590 - 3,590 - 6,490 6,490
Acquisition, transaction and integration 2,231 - 2,231 2,271 - 2,271
Restructuring and severance charges (2,156 ) - (2,156 ) - 10,937 10,937
Inventory related charges 17,422 - 17,422 2,677 20,478 23,155
Litigation, settlements and related charges 2,589 - 2,589 - - -
Gain on sale of assets - - - - (4,379 ) (4,379 )
Asset impairment charges 8,541 - 8,541 - 13,623 13,623
Plant closure 10,199 - 10,199 - 4,334 4,334
Exchange loss 5,137 - 5,137 4,178 - 4,178
Loss on sale of international operations 2,812 - 2,812 28,880 - 28,880
Other 3,947 - 3,947 1,700 9,495 11,195
Income tax at 21% (21,839 ) - (21,839 ) (14,448 ) (11,998 ) (26,446 )
Adjusted net income $ 82,154 $ - $ 82,154 $ 54,352 $ 25,113 $ 79,465
Adjusted diluted earnings per share $ 0.28
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
The following table reconciles actual net income (loss) to combined adjusted net income and adjusted diluted earnings per share: (Unaudited; In thousands, except per share amounts)
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Net income (loss) $ (180,973 ) $ (150,155 ) $ (331,128 ) $ 107,131 $ (154,626 ) $ (47,495 )
Adjusted to add (deduct):
Non-cash interest 7,029 9,413 16,442 3,895 19,289 23,184
GAAP Income taxes (6,943 ) (6,273 ) (13,216 ) 2,117 27,336 29,453
Amortization 44,109 19,935 64,044 3,051 51,539 54,590
Share-based compensation expense 5,234 4,816 10,050 - 19,672 19,672
Acquisition, transaction and integration 217,969 9,829 227,798 2,353 150 2,503
Restructuring and severance charges 42,309 5,123 47,432 1,761 32,654 34,415
Loss on extinguishment of debt 19,667 - 19,667 2,531 1,215 3,746
Inventory related charges 44,905 9,894 54,799 19,282 20,478 39,760
Litigation, settlements and related charges 2,589 90,099 92,688 - 7,494 7,494
Loss/(gain) on sale of assets 878 - 878 - (16,579 ) (16,579 )
Asset impairment charges 8,541 53 8,594 - 60,876 60,876
Plant closure 15,235 - 15,235 - 4,334 4,334
Royalty expense - - - 8,684 - 8,684
Exchange loss (gain) 22,518 (921 ) 21,597 (25,751 ) - (25,751 )
Loss on sale of international operations 2,812 - 2,812 28,880 - 28,880
Other 5,827 1,953 7,780 4,158 15,382 19,540
Income tax at 21% (52,858 ) 1,309 (51,549 ) (33,199 ) (22,934 ) (56,133 )
Adjusted net income (loss) $ 198,848 $ (4,925 ) $ 193,923 $ 124,893 $ 66,280 $ 191,173
Adjusted diluted earnings per share $ 0.65
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
The following table reconciles actual net income (loss) to combined EBITDA and combined adjusted EBITDA:
(Unaudited, In thousands)
Three months ended Sept. 30, 2018 Three months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Net income (loss) $ 17,465 $ - $ 17,465 $ 27,122 $ (44,457 ) $ (17,335 )
Adjusted to add (deduct):
Interest expense, net 43,018 - 43,018 19,218 13,300 32,518
Income taxes 5,109 - 5,109 (738 ) (3,045 ) (3,783 )
Depreciation and amortization 43,013 - 43,013 11,958 23,781 35,739
EBITDA 108,605 - 108,605 57,560 (10,421) 47,139
Adjusted to add (deduct):
Share-based compensation expense 3,590 - 3,590 - 6,490 6,490
Acquisition, transaction and integration 2,231 - 2,231 2,271 - 2,271
Restructuring and severance charges (2,156 ) - (2,156 ) - 10,937 10,937
Inventory related charges 17,422 - 17,422 2,677 20,478 23,155
Litigation, settlements and related charges 2,589 - 2,589 - - -
(Gain)/loss on sale of assets - - - - (4,379 ) (4,379 )
Asset impairment charges 8,541 - 8,541 - 13,623 13,623
Plant closure 10,199 - 10,199 - 4,334 4,334
Exchange loss 5,137 - 5,137 4,178 - 4,178
Loss on sale of international operations 2,812 - 2,812 28,880 - 28,880
Other 3,947 - 3,947 1,700 9,495 11,195
Adjusted EBITDA $ 162,917 $ - $ 162,917 $ 97,266 $ 50,557 $ 147,823
Amneal Pharmaceutical, Inc.
Non-GAAP Financial Measures
The following table reconciles actual net income (loss) to combined EBITDA and combined adjusted EBITDA:
(Unaudited; In thousands)
Nine months ended Sept. 30, 2018 Nine months ended Sept. 30, 2017
Add: Add:
Actual Impax/ Gemini Combined Actual Impax/ Gemini Combined
Net (loss) income $ (180,973 ) $ (150,155 ) $ (331,128 ) $ 107,131 $ (154,626 ) $ (47,495 )
Adjusted to add (deduct):
Interest expense, net 100,691 18,445 119,136 51,105 39,740 90,845
Income taxes (6,943) (6,273) (13,216 ) 2,117 27,336 29,453
Depreciation and amortization 89,910 24,902 114,812 33,094 72,234 105,328
EBITDA 2,685 (113,081) (110,396) 193,447 (15,316) 178,131
Adjusted to add (deduct):
Share-based compensation expense 5,234 4,816 10,050 - 19,672 19,672
Acquisition, transaction and integration 217,969 9,829 227,798 2,353 150 2,503
Restructuring and severance charges 42,309 5,123 47,432 1,761 32,654 34,415
Loss on extinguishment of debt 19,667 - 19,667 2,531 1,215 3,746
Inventory related charges 44,905 9,894 54,799 19,282 20,478 39,760
Litigation, settlements and related charges 2,589 90,099 92,688 - 7,494 7,494
Loss/(gain) on sale of assets 878 - 878 - (16,579 ) (16,579 )
Asset impairment charges 8,541 53 8,594 - 60,876 60,876
Plant closure 15,235 - 15,235 - 4,334 4,334
Royalty expense - - - 8,684 - 8,684
Exchange loss (gain) 22,518 (921 ) 21,597 (25,751 ) - (25,751 )
Loss on sale of international operations 2,812 - 2,812 28,880 - 28,880
Other 5,827 653 6,480 4,158 15,382 19,540
Adjusted EBITDA $ 391,169 $ 6,465 $ 397,634 $ 235,345 $ 130,360 $ 365,705
Last updated: Nov 7, 2018