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The following provides a
reconciliation of pro forma EBITDA and pro forma Adjusted EBITDA to pro forma net income (loss), which is the most directly comparable financial measure prepared in accordance with GAAP:
| Pro Forma Twelve months ended December 31, 2021 | ||||||||||||||||
| in millions (unaudited) | Perrigo | H ra ( ) | Conversion and Adjustments (a) | Pro Forma Condensed Combined | ||||||||||||
| Pro forma loss from continuing operations | $ | (130.9 | ) | (3.2 | ) | $ | (137.7 | ) | $ | (268.6 | ) | |||||
| Interest expense, net | 125.0 | 56.0 | 48.8 | 173.8 | ||||||||||||
| Income tax expense | 389.6 | 2.9 | (17.8) | 371.8 | ||||||||||||
| Depreciation and amortization | 296.8 | 5.0 | 74.1 | 370.9 | ||||||||||||
| Pro forma EBITDA | 680.5 | 60.8 | (32.6) | 647.9 | ||||||||||||
| Non-cash stock-based compensation expense | 57.0 | 57.0 | ||||||||||||||
| Acquisition and integration-related charges and contingent consideration adjustments | 37.7 | 77.3 | 115.0 | |||||||||||||
| Restructuring charges and other termination benefits | 16.9 | 1.2 | 1.4 | 18.3 | ||||||||||||
| Unusual litigation (b) | (365.2) | (365.2) | ||||||||||||||
| Impairment and abandonment charges | 173.1 | 173.1 | ||||||||||||||
| Indirect RX business support costs (c) | 12.2 | 12.2 | ||||||||||||||
| Other, net (d) | 6.6 | 12.9 | 19.5 | |||||||||||||
| Non-current expense, net (e) | 4.6 | 5.4 | 5.4 | |||||||||||||
| Hedging and other financial expenses, net (f) | 1.4 | 1.7 | 1.7 | |||||||||||||
| Expected cost synergies (g) | 46.7 | |||||||||||||||
| Pro forma Adjusted EBITDA | $ | 618.8 | 67.9 | $ | 66.0 | $ | 731.6 |
pro forma Adjusted EBITDA should not be construed as an inference that Perrigo s future results will be unaffected by any of the adjusted items, or that Perrigo s projections and estimates will be realized in their entirety or at all. In
addition, because of these limitations, pro forma Adjusted EBITDA should not be considered as a measure of liquidity or discretionary cash available to Perrigo to fund its cash needs, including investing in the growth of its business and meeting its
obligations. You should compensate for these limitations by relying primarily on Perrigo s U.S. GAAP results and only use pro forma Adjusted EBITDA for supplementary analysis.
The adjustments reflected in pro forma Adjusted EBITDA have not been prepared with a view towards complying with Article 11 of Regulation S-X under the
Securities Act. Pro forma Adjusted EBITDA is intended to provide additional information on a more comparable basis than would be provided without such adjustments. You are encouraged to evaluate these adjustments and the reasons we consider them
appropriate for supplemental analysis. These measures are not measurements of Perrigo s financial performance under GAAP and should not be considered in isolation or as alternatives to net income (loss), net cash flows provided by (used in)
operating activities, total net cash flows or any other performance measures derived in accordance with GAAP or as alternatives to net cash flows provided by (used in) operating activities or total net cash flows as measures of Perrigo s
The use of pro forma Adjusted EBITDA instead of GAAP measures has limitations as an analytical tool, and you should not consider pro forma
Adjusted EBITDA in isolation, or as a substitute for analysis of our results of operations and operating cash flows as reported under GAAP. For example, pro forma Adjusted EBITDA does not reflect:
The definition of and method of calculating pro forma Adjusted EBITDA may vary from the definitions and methods used by other companies, which may limit their
usefulness as comparative measures. As a result of these and other limitations, this measure should not be considered as a measure of discretionary cash available to invest in the growth of our business or as a measure of our liquidity.