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Amneal Reports Third Quarter 2019 Financial Results

Amneal Pharmaceuticals, Inc. (NYSE: AMRX) (the “Company”) announced its results today for the third quarter ended September 30, 2019.

Net revenue in the third quarter of 2019 was $378 million, a decrease of 21% compared to $476 million in the third quarter of 2018, primarily due to lower Generics business revenue. Net loss attributable to Amneal Pharmaceuticals, Inc. was $265 million in the third quarter of 2019 compared to a net income of $7 million in the prior year period. Diluted EPS in the third quarter of 2019 was a loss of $2.03 compared to earnings of $0.05 in the prior year period.

Adjusted net income(1) in the third quarter of 2019 was $12 million, a decrease of 86% compared to the prior year period. Adjusted EBITDA(1) in the third quarter of 2019 was $71 million, a decrease of 56% compared to the prior year period, due to lower revenue and lower gross margins, partially offset by lower operating expenses as a result of cost savings initiatives. Adjusted diluted EPS in the third quarter of 2019 was $0.04, compared to $0.27 for the prior year period.

The Company generated positive cash flow from operations in the third quarter of 2019 of $140 million. Cash and cash equivalents, including restricted cash as of September 30, 2019 were $217 million, down slightly from year end, but increased $160 million from the second quarter ended June 30, 2019.

“While we are disappointed with our third quarter results, we continue to be optimistic about Amneal and view 2019 as a transition year,” said Chirag and Chintu Patel, Co-Chief Executive Officers. “Since rejoining as Co-CEOs in early August, we have substantially completed a comprehensive review of the business and believe we have identified the root causes of Amneal’s recent underperformance. This review has reinforced our belief that Amneal is a fundamentally strong company with a diverse generics portfolio across multiple dosage forms, a growing and increasingly complex pipeline and a specialty franchise with significant opportunities. We have already implemented initiatives to accelerate the reinvigoration of our Company and are confident we will return to growth in 2020 and beyond.”

Development and Commercialization Partnership

In a separate press release today, the Company announced that it has entered into a licensing agreement with Kashiv BioSciences, LLC for the development and commercialization of Kashiv’s orphan drug K127 (pyridostigmine) for the treatment of Myasthenia Gravis. Through this partnership, Amneal gains exclusive rights within the United States to the New Drug Application and commercialization of K127.

Equity Purchase Authorization

The Board of Directors Conflicts Committee has approved a waiver of an existing standstill provision in the Second Amended and Restated Stockholders Agreement, as amended (the “Stockholders Agreement”), between the Company and certain of its stockholders, which will allow the Company’s Co-Chief Executive Officers, Chirag Patel and Chintu Patel, and certain other Amneal legacy owners (and/or affiliates thereof) that are subject to the Stockholders Agreement, to purchase up to 10 million shares of Class A common stock on the open market during permissible trading windows. The timing, price and volume of the share purchases, if any, will be determined by the buyers based on applicable securities laws and other relevant factors. The waiver is scheduled to expire on March 15, 2020.

(1) See “Non-GAAP Financial Measures” below.

Amneal Pharmaceuticals, Inc.

Generics Operating Results

(Unaudited; In thousands)

 

Generics

Three Months Ended September 30,

2019

2018

Net revenue - Generics

$

291,021

$

391,175

Cost of goods sold

217,773

230,051

Cost of goods sold impairment charges

49,115

7,815

Gross profit

24,133

153,309

Selling, general, and administrative

14,256

21,030

Research and development

34,316

38,347

In-process research and development impairment charges

23,382

650

Restructuring and other charges

14,702

(2,885

)

Charges (gains) related to legal matters, net

14,750

Intellectual property legal development expenses

2,586

3,929

Acquisition, integration and transaction related expenses

502

Operating (loss) income

$

(80,361

)

$

92,238

Gross margin

8.3

%

39.2

%

Adjusted gross profit (Non-GAAP) (2)

$

86,789

$

194,368

Adjusted gross margin (Non-GAAP) (3)

29.8

%

49.7

%

Adjusted operating income (Non-GAAP)

$

39,693

$

131,449

(1)

See “Non GAAP Financial Measures” below.

(2)

Adjusted gross profit is calculated as net revenue less adjusted cost of goods sold. See Non-GAAP reconciliations below for calculation of adjusted cost of goods sold.

(3)

Adjusted gross margin is calculated as adjusted gross profit divided by net revenue. See “Non-GAAP Financial Measures” below.

Amneal Pharmaceuticals, Inc.

Reconciliation of Generics Operating (Loss) Income to Generics Combined Operating Loss

(Unaudited; In thousands)

 

Generics

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-GAAP)

Add:

(Non-GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Net revenue - Generics

$

1,008,562

$

$

1,008,562

$

1,028,134

$

102,237

$

1,130,371

Cost of goods sold

760,074

760,074

572,179

122,761

694,940

Cost of goods sold impairment charges

105,424

105,424

7,815

7,815

Gross profit

143,064

143,064

448,140

(20,524

)

427,616

Selling, general, and administrative

52,783

52,783

51,854

7,334

59,188

Research and development

129,915

129,915

129,762

13,623

143,385

In-process research and development
impairment charges

46,169

46,169

650

650

Restructuring and other charges

17,201

17,201

21,912

21,912

Charges (gains) related to legal matters, net

14,750

14,750

(3,000

)

89,159

86,159

Intellectual property legal development
expenses

8,218

8,218

12,509

23

12,532

Acquisition, integration and transaction
related expenses

4,086

4,086

114,622

114,622

Operating (loss) income

$

(130,058

)

$

$

(130,058

)

$

119,831

$

(130,663

)

$

(10,832

)

Gross margin

14.2

%

%

14.2

%

43.6

%

(20.1

)%

37.8

%

Adjusted gross profit (Non-GAAP) (2)

$

364,500

$

$

364,500

$

527,571

$

3,246

$

530,817

Adjusted gross margin (Non-GAAP) (3)

36.1

%

%

36.1

%

51.3

%

3.2

%

47.0

%

Adjusted operating income (Non-GAAP)

$

201,260

$

$

201,260

$

339,574

$

(16,752

)

$

322,822

(1)

See “Non-GAAP Financial Measures” below.

(2)

Adjusted gross profit is calculated as net revenue less adjusted cost of goods sold or combined net revenue less adjusted combined cost of goods sold, as applicable. See Non-GAAP reconciliations below for calculation of adjusted cost of goods sold.

(3)

Adjusted gross margin is calculated as adjusted gross profit divided by net revenue or adjusted combined gross profit divided by combined net revenue, as applicable. See “Non-GAAP Financial Measures” below.

Generics net revenue was $291 million in the third quarter of 2019 compared to $391 million for the prior year period. The decrease is primarily attributable to additional competition on the base generic portfolio including Yuvafem, Aspirin Dipyridamole ER Capsules, and Diclofenac Gel 1%, the sale of two of the Company's international businesses earlier in 2019, the reclassification of Oxymorphone HCI to the Specialty segment during the third quarter of 2019 and the ongoing supply constraints of Epinephrine Auto-Injector. The decrease was partially offset by sales of Levothyroxine and new product launches in 2019, as well as higher sales of Triamcinolone Acetonide injection.

Generics gross margin for the third quarter of 2019 was 8% compared to 39% for the prior year period. The decrease is primarily related to impairment and inventory obsolescence charges, and the impact of price erosion. Generics adjusted gross margin(1) for the third quarter of 2019 was 30% compared to 50% for the prior year period primarily due to product sales mix and the impact of price erosion and volume declines leading to underutilization of manufacturing facilities.

Generics operating loss for the third quarter of 2019 was $80 million compared to operating income of $92 million for the 2018, primarily due to lower revenue and gross profit as noted above, and in-process research and development impairment charges, restructuring charges and legal charges relating to commercial and governmental legal proceedings and claims. Generics adjusted operating income(1) for the third quarter of 2019 was $40 million compared to $131 million for the prior year period primarily due to lower revenue and lower gross profit, partially offset by lower operating expenses as a result of cost savings initiatives.

Amneal Pharmaceuticals, Inc.

Specialty Operating Results

(Unaudited; In thousands)

 

Specialty

Three Months Ended September 30,

2019

2018

Net revenue - Specialty:

Rytary®

$

33,710

$

33,073

Unithroid®

10,155

7,829

Zomig®

13,971

15,445

All other specialty products

29,426

28,965

Total net revenue - Specialty

87,262

85,312

Cost of goods sold

49,944

38,516

Cost of goods sold impairment charges

7,017

Gross profit

30,301

46,796

Selling, general, and administrative

20,228

19,716

Research and development

3,809

4,002

Intellectual property legal development expenses

472

Restructuring and other charges

213

(27

)

Acquisition, integration and transaction related expenses

2,455

Operating income

$

3,596

$

22,633

Gross margin

34.7

%

54.9

%

Adjusted gross profit (Non-GAAP) (2)

$

64,421

$

67,304

Adjusted gross margin (Non-GAAP) (3)

73.8

%

78.9

%

Adjusted operating income (Non-GAAP)

$

40,907

$

43,589

(1)

See “Non-GAAP Financial Measures” below.

(2)

Adjusted gross profit is calculated as net revenue less adjusted cost of goods sold. See Non-GAAP reconciliations below for calculation of adjusted cost of goods sold.

(3)

Adjusted gross margin is calculated as adjusted gross profit divided by net revenue. See “Non-GAAP Financial Measures” below.

Amneal Pharmaceuticals, Inc.

Reconciliation of Specialty Operating Income to Specialty Combined Operating Income

(Unaudited; In thousands)

 

Specialty

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-GAAP)

Add:

(Non-GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Net revenue - Specialty:

Rytary®

$

95,538

$

$

95,538

$

53,593

$

35,086

$

88,679

Unithroid®

28,780

28,780

12,253

9,716

21,969

Zomig®

39,522

39,522

25,140

14,411

39,551

All other specialty products

56,643

56,643

46,343

37,032

83,375

Total net revenue - Specialty

220,483

220,483

137,329

96,245

233,574

Cost of goods sold

113,767

113,767

62,474

26,731

89,205

Cost of goods sold impairment charges

7,017

7,017

Gross profit

99,699

99,699

74,855

69,514

144,369

Selling, general, and administrative

57,705

57,705

33,265

27,942

61,207

Research and development

10,084

10,084

7,131

3,664

10,795

Intellectual property legal development
expenses

1,045

1,045

515

515

Restructuring and other charges

391

391

2,394

2,394

Charges related to legal matters, net

940

940

Acquisition, integration and transaction
related expenses

5,705

5,705

Operating income

$

24,769

$

$

24,769

$

31,550

$

36,968

$

68,518

Gross margin

45.2

%

%

45.2

%

54.5

%

72.2

%

61.8

%

Adjusted gross profit (Non-GAAP) (2)

$

174,190

$

$

174,190

$

107,964

$

75,626

$

183,590

Adjusted gross margin (Non-GAAP) (3)

79.0

%

%

79.0

%

78.6

%

78.6

%

78.6

%

Adjusted operating income (Non-GAAP)

$

108,945

$

$

108,945

$

67,528

$

45,144

$

112,672

(1)

See “Non-GAAP Financial Measures” below.

(2)

Adjusted gross profit is calculated as net revenue less adjusted cost of goods sold or combined net revenue less adjusted combined cost of goods sold, as applicable. See Non-GAAP reconciliations below for calculation of adjusted cost of goods sold.

(3)

Adjusted gross margin is calculated as adjusted gross profit divided by net revenue or adjusted combined gross profit divided by combined net revenue, as applicable. See “Non-GAAP Financial Measures” below.

Specialty net revenue was $87 million in the third quarter of 2019 compared to $85 million for the prior year period, primarily due to the reclassification of Oxymorphone HCI during the third quarter of 2019, which was previously included in the Generics segment results, and higher revenue from Rytary® and Unithroid®, partially offset by lower revenue from Albenza® as a result of the loss of exclusivity in September of 2018.

Specialty gross margin for the third quarter of 2019 was 35% compared to 55% for the prior year period primarily due to product sales mix. Specialty adjusted gross margin(1) for the third quarter of 2019 was 74% compared to 79% for the prior year period primarily due to the addition of lower margin Oxymorphone HCI as noted above.

Specialty operating income for the third quarter of 2019 was $4 million compared to $23 million for the prior year period, primarily due to higher cost of goods sold relating to Oxymorphone HCI and cost of goods sold impairment charges. Specialty adjusted operating income(1) for the third quarter of 2019 was $41 million compared to $44 million for the prior year period primarily due to the higher cost of goods sold.

Corporate and Other Information

(Unaudited; In thousands)

 

Three Months Ended September 30,

2019

2018

General and administrative expense

$

29,313

$

34,740

Acquisition, transaction-related and integration expenses

174

2,231

Restructuring and other charges

6,022

756

Charges (gains) related to legal matters, net

2,589

Total general, administrative and other operating expenses

$

35,509

$

40,316

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-GAAP)

Add:

(Non-GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

General and administrative expense

$

105,026

$

$

105,026

$

71,491

$

28,737

$

100,228

Acquisition, transaction-related and
integration expenses

2,891

2,891

102,251

10,925

113,176

Restructuring and other charges

12,341

12,341

18,003

5,123

23,126

Charges (gains) related to legal matters, net

2,589

2,589

Total general, administrative and other
operating expenses

$

120,258

$

$

120,258

$

194,334

$

$

44,785

$

239,119

General and administrative and other operating expenses in the third quarter of 2019 decreased to $36 million compared to $40 million in the prior year period. The decrease is primarily due to synergies associated with the Combination with Impax and the Gemini acquisition including lower acquisition, transaction-related and integration expenses, partially offset by restructuring and other charges relating to recent cost savings initiatives.

2019 Financial Outlook

Amneal’s full year 2019 estimates are based on management's current expectations, including with respect to prescription trends, pricing levels, inventory levels, the costs incurred and benefits realized of restructuring activities and the anticipated timing of future product launches and events. The Company cannot provide a reconciliation between non-GAAP projections and the most directly comparable 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 and benefits, asset impairments 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 2019.

Amneal is updating certain of its previously provided 2019 guidance as follows:

Full Year 2019 Financial Guidance

Prior

Updated

Adjusted gross margin

47% - 50%

Approximately 43%

Adjusted R&D as a % of net revenue

9.5% - 10.5%

No change

Adjusted SG&A as a % of net revenue

14% - 15%

No change

Adjusted EBITDA

$425 million - $475 million

Approximately $345 million

Adjusted diluted EPS

$0.52 - $0.62

Approximately $0.31

Adjusted effective tax rate

19% - 21%

No change

Capital expenditures

$65 million - $85 million

$55 million - $65 million

Weighted average diluted shares outstanding

Approximately 300 million

No change

Conference Call Information

Amneal will hold a conference call on November 6, 2019 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/2021447/323A22AA88A202DFC94FA94090002247. The number to call from within the United States is (844) 746-0741 and (412) 317-5273 internationally. A replay of the conference call will be available shortly after the call for a period of seven days. To access the replay, dial (877) 344-7529 (in the U.S.) and (412) 317-0088 (international callers). The access code for the replay is 10133264.

About Amneal

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 operations in North America, Asia, and Europe, working together to bring high-quality medicines to patients primarily within the United States.

Amneal has an extensive portfolio of more than 300 generic medicines, and is expanding its portfolio 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 segment focused principally on central nervous system disorders and parasitic infections. For more information, visit www.amneal.com.

Non-GAAP Financial Measures

This release includes certain non-GAAP financial measures, including adjusted EBITDA, adjusted net income, adjusted net income per diluted share, adjusted gross profit, adjusted gross margin and adjusted operating income, which are intended as supplemental measures of the Company’s performance that are not required by or presented in accordance with GAAP. In addition, this release includes these non-GAAP measures and our reported results on a non-GAAP combined basis to include the historical results of Impax and Gemini, not adjusted for financing and acquisition accounting impacts of the combination, as if the transaction closing dates had occurred on the first day of all periods presented herein. All combined business results presented in this release are not prepared in accordance with Article 11 of Regulation S-X. 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.

Management uses these non-GAAP historical and combined measures internally to evaluate and manage the Company’s operations and to better understand its business because they facilitate a comparative assessment of the Company's operating performance relative to its performance based on results calculated under GAAP. These non-GAAP measures also isolate the effects of some items that vary from period to period without any correlation to core operating performance and eliminate certain charges that management believes do not reflect the Company's operations and underlying operational performance. The compensation committee of the Company’s board of directors also uses certain of these measures to evaluate management's performance and set its compensation. The Company believes that these non-GAAP measures also provide useful information to investors regarding certain financial and business trends relating to the Company’s financial condition and operating results, and doing so on a combined basis facilitates an evaluation of the financial performance of the Company and its operations on a consistent basis. Providing this information therefore allows investors to make independent assessments of the Company’s financial performance, results of operation and trends while viewing the information through the eyes of management.

These non-GAAP measures are subject to limitations. The non-GAAP measures presented in this release may not be comparable to similarly titled measures used by other companies because other companies may not calculate one or more in the same manner. Additionally, the non-GAAP performance measures exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements; do not reflect changes in, or cash requirements for, working capital needs; and do not reflect interest expense, or the requirements necessary to service interest or principal payments on debt. Further, the combined results may not represent what our combined results of operations and financial position would have been had the transactions occurred on the dates indicated, nor are they intended to project our combined results of operations or financial position for any future period. To compensate for these limitations, management presents and considers these non-GAAP measures in conjunction with the Company’s GAAP results; no non-GAAP measure should be considered in isolation from or as alternatives to net income, diluted earnings per share or any other measure determined in accordance with GAAP. Readers should review the reconciliations included below, and should not rely on any single financial measure to evaluate the Company’s business.

A reconciliation of each non-GAAP measure to the most directly comparable GAAP measure is set forth below.

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 risk that our goodwill may become impaired, which could adversely affect our financial condition and results of operations, 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; our dependence on the sales of a limited number of products for a substantial portion of our total revenues; 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; 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 impact of global economic conditions; 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; 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; 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 Annual Report on Form 10-K for the fiscal year ended December 31, 2018, as supplemented by any subsequently filed Quarterly Reports on Form 10-Q. 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 owners.

Amneal Pharmaceuticals, Inc.

Consolidated Statements of Operations

(Unaudited; In thousands, except per share amounts)

 

Three Months Ended
September 30,

Nine Months Ended
September 30,

2019

2018

2019

2018

Net revenue

$

378,283

$

476,487

$

1,229,045

$

1,165,463

Cost of goods sold

267,717

268,567

873,841

634,653

Cost of goods sold impairment charges

56,132

7,815

112,441

7,815

Gross profit

54,434

200,105

242,763

522,995

Selling, general and administrative

63,797

75,486

215,514

156,610

Research and development

38,125

42,349

139,999

136,893

In-process research and development impairment charges

23,382

650

46,169

650

Charges (gains) related to legal matters, net

14,750

2,589

14,750

(411

)

Intellectual property legal development expenses

2,586

4,401

9,263

13,024

Acquisition, transaction-related and integration expenses

3,131

2,231

12,682

216,873

Restructuring and other charges

20,937

(2,156

)

29,933

42,309

Operating (loss) income

(112,274

)

74,555

(225,547

)

(42,953

)

Other income (expense):

Interest expense, net

(42,209

)

(43,018

)

(129,376

)

(100,691

)

Foreign exchange loss, net

(12,531

)

(5,137

)

(9,684

)

(22,518

)

Loss on extinguishment of debt

(19,667

)

(Loss) gain on sale of international businesses, net

(2,812

)

6,930

(2,812

)

Gain from reduction of tax receivable agreement liability

192,844

192,844

Other income (expense), net

446

(1,014

)

1,702

725

Total other income (expense), net

138,550

(51,981

)

62,416

(144,963

)

Income (loss) before income taxes

26,276

22,574

(163,131

)

(187,916

)

Provision for (benefit from) income taxes

389,668

5,109

375,539

(6,943

)

Net (loss) income

(363,392

)

17,465

(538,670

)

(180,973

)

Less: Net loss attributable to Amneal Pharmaceuticals LLC pre-Combination

148,806

Less: Net loss (income) attributable to non-controlling interests

98,386

(10,577

)

208,881

21,191

Net (loss) income attributable to Amneal Pharmaceuticals, Inc. before accretion
of redeemable non-controlling interest

(265,006

)

6,888

(329,789

)

(10,976

)

Accretion of redeemable non-controlling interest

64

(1,176

)

Net (loss) income attributable to Amneal Pharmaceuticals, Inc.

$

(265,006

)

$

6,952

$

(329,789

)

$

(12,152

)

Net (loss) income per share attributable to Amneal Pharmaceuticals, Inc.'s
common stockholders:

Class A and Class B-1 basic

$

(2.03

)

$

0.05

$

(2.56

)

$

(0.10

)

Class A and Class B-1 diluted

$

(2.03

)

$

0.05

$

(2.56

)

$

(0.10

)

Weighted-average common shares outstanding:

Class A and Class B-1 basic

130,729

127,247

128,822

127,196

Class A and Class B-1 diluted

130,729

128,222

128,822

127,196

Amneal Pharmaceuticals, Inc.

Condensed Consolidated Balance Sheets

(Unaudited; In thousands)

 

September 30, 2019

December 31, 2018

Assets

Current assets:

Cash and cash equivalents

$

212,738

$

213,394

Restricted cash

4,320

5,385

Trade accounts receivable, net

518,109

481,495

Inventories

401,827

457,219

Prepaid expenses and other current assets

66,699

128,321

Related party receivables

2,138

830

Total current assets

1,205,831

1,286,644

Property, plant and equipment, net

490,712

544,146

Goodwill

419,671

426,226

Intangible assets, net

1,435,801

1,654,969

Deferred tax asset, net

373,159

Operating lease right-of-use assets

56,455

Operating lease right-of-use assets - related party

14,930

Financing lease right-of-use assets - related party

61,936

Other assets

18,607

67,592

Total assets

$

3,703,943

$

4,352,736

Liabilities and Stockholders' Equity

Current liabilities:

Accounts payable and accrued expenses

$

495,857

$

514,440

Current portion of long-term debt, net

21,468

21,449

Current portion of operating lease liabilities

13,467

Current portion of operating and financing lease liabilities - related party

3,353

Related party payables

765

17,695

Current portion of financing obligation - related party

266

Total current liabilities

534,910

553,850

Long-term debt, net

2,614,412

2,630,598

Deferred income taxes

1,178

Liabilities under tax receivable agreement

192,884

Operating lease liabilities

44,375

Operating lease liabilities - related party

14,271

Financing lease liabilities - related party

61,719

Financing obligation - related party

39,083

Other liabilities

38,532

38,780

Total long-term liabilities

2,773,309

2,902,523

Total stockholders' equity

395,724

896,363

Total liabilities and stockholders' equity

$

3,703,943

$

4,352,736

Amneal Pharmaceuticals, Inc.

Consolidated Statements of Cash Flows

(Unaudited; In thousands)

 

Nine Months Ended September 30,

2019

2018

Cash flows from operating activities:

Net loss

$

(538,670

)

$

(180,973

)

Adjustments to reconcile net loss to net cash used in operating activities:

Gain from reduction of tax receivable agreement liability

(192,884

)

Depreciation and amortization

152,932

89,910

Amortization of Levothyroxine Transition Agreement asset

36,393

Unrealized foreign currency loss

10,552

21,560

Amortization of debt issuance costs

4,849

4,220

Loss on extinguishment of debt

19,667

(Gain) loss on sale of international businesses, net

(6,930

)

2,812

Intangible asset impairment charges

158,610

8,474

Non-cash restructuring and asset-related charges

11,923

Deferred tax provision (benefit)

371,683

(9,111

)

Stock-based compensation and PPU expense

16,666

163,991

Inventory provision

67,844

20,755

Other operating charges and credits, net

5,945

(1,955

)

Changes in assets and liabilities:

Trade accounts receivable, net

(46,457

)

(74,711

)

Inventories

(25,906

)

(53,708

)

Prepaid expenses, other current assets and other assets

41,256

9,803

Related party receivables

(1,305

)

10,828

Accounts payable, accrued expenses and other liabilities

(13,932

)

(26,858

)

Related party payables

25

(14,125

)

Net cash provided by (used in) operating activities

52,594

(9,421

)

Cash flows from investing activities:

Purchases of property, plant and equipment

(42,664

)

(63,065

)

Acquisition of product rights and licenses

(50,000

)

(14,000

)

Acquisitions, net of cash acquired

(324,634

)

Proceeds from surrender of corporate owned life insurance

43,017

Proceeds from sale of international businesses, net of cash sold

34,834

Net cash used in investing activities

(14,813

)

(401,699

)

Cash flows from financing activities:

Payments of deferred financing costs and debt extinguishment costs

(54,955

)

Proceeds from issuance of debt

1,325,383

Payments of principal on debt and capital leases

(20,250

)

(610,482

)

Net borrowings on revolving credit line

25,000

Proceeds from exercise of stock options

1,385

3,162

Employee payroll tax withholding on restricted stock unit vesting

(926

)

Equity contributions

27,742

Capital contribution from non-controlling interest

360

Acquisition of non-controlling interest

(3,543

)

(11,775

)

Tax distribution to non-controlling interest

(13,494

)

Distributions to members

(182,998

)

Payments of principal on financing lease - related party

(1,707

)

Repayment of related party note

(14,842

)

Net cash (used in) provided by financing activities

(38,535

)

506,595

Effect of foreign exchange rate on cash

(967

)

(1,204

)

Net (decrease) increase in cash, cash equivalents, and restricted cash

(1,721

)

94,271

Cash, cash equivalents, and restricted cash - beginning of period

218,779

77,922

Cash, cash equivalents, and restricted cash - end of period

$

217,058

$

172,193

Cash and cash equivalents - end of period

$

212,738

$

165,192

Restricted cash - end of period

4,320

7,001

Cash, cash equivalents, and restricted cash - end of period

$

217,058

$

172,193

Amneal Pharmaceuticals, Inc.

Reconciliation of Non-GAAP Combined Results of Operations

(Unaudited; In thousands)

 

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-
GAAP)

Add:

(Non-
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Net revenue:

Generics

$

1,008,562

$

$

1,008,562

$

1,028,134

$

102,237

$

1,130,371

Specialty

220,483

220,483

137,329

96,245

233,574

Total net revenue

1,229,045

1,229,045

1,165,463

198,482

1,363,945

Cost of goods sold

873,841

873,841

634,653

149,492

784,145

Cost of goods sold impairment charges

112,441

112,441

7,815

7,815

Gross profit

242,763

242,763

522,995

48,990

571,985

Selling, general and administrative

215,514

215,514

156,610

64,013

220,623

Research and development

139,999

139,999

136,893

17,287

154,180

In-process research and development impairment
charges

46,169

46,169

650

650

Acquisition, transaction-related and integration
expenses

12,682

12,682

216,873

10,925

227,798

Charges (gains) related to legal matters, net

14,750

14,750

(411

)

90,099

89,688

Restructuring and other charges

29,933

29,933

42,309

5,123

47,432

Intellectual property legal development expenses

9,263

9,263

13,024

23

13,047

Operating loss

(225,547

)

(225,547

)

(42,953

)

(138,480

)

(181,433

)

Other income (expense):

Interest expense, net

(129,376

)

(129,376

)

(100,691

)

(18,231

)

(118,922

)

Foreign exchange (loss) gain, net

(9,684

)

(9,684

)

(22,518

)

921

(21,597

)

Loss on extinguishment of debt

(19,667

)

(19,667

)

Gain (loss) on sale of international businesses

6,930

6,930

(2,812

)

(2,812

)

Gain from reduction of tax receivable agreement
liability

192,844

192,844

Other income (expense)

1,702

1,702

725

(638

)

87

Total other income (expense), net

62,416

62,416

(144,963

)

(17,948

)

(162,911

)

Loss before income taxes

(163,131

)

(163,131

)

(187,916

)

(156,428

)

(344,344

)

Provision for (benefit from) income taxes

375,539

375,539

(6,943

)

(6,273

)

(13,216

)

Net loss

(538,670

)

(538,670

)

(180,973

)

$

(150,155

)

$

(331,128

)

Less: Net loss attributable to Amneal Pharmaceuticals
LLC pre-Combination

148,806

Less: Net loss attributable to non-controlling interests

208,881

208,881

21,191

Accretion of redeemable non-controlling interest

(1,176

)

Net loss attributable to Amneal Pharmaceuticals,
Inc.

$

(329,789

)

$

$

(329,789

)

$

(12,152

)

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited; In thousands)

Reconciliations of Cost of Goods Sold to Adjusted Cost of Goods Sold

 

Generics

Three Months Ended September 30,

2019

2018

Cost of goods sold

$

217,773

$

230,051

Cost of goods sold impairment charges

49,115

7,815

Adjusted to deduct (add):

Amortization

10,912

6,107

Inventory related charges (5)

(2,038

)

11,426

Acquisition and site closure expenses (6)

3,956

15,235

Asset impairment charges (7)

49,115

7,891

Stock-based compensation expense

711

400

Adjusted cost of goods sold (Non-GAAP)

$

204,232

$

196,807

Generics

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-
GAAP)

Add:

(Non-
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Cost of goods sold

$

760,074

$

$

760,074

$

572,179

$

122,761

$

694,940

Cost of goods sold impairment charges

105,424

105,424

7,815

7,815

Adjusted to deduct (add):

Amortization

36,300

36,300

13,910

13,823

27,733

Inventory related charges (5)

19,739

19,739

41,995

9,894

51,889

Acquisition and site closure expenses (6)

20,436

20,436

15,235

15,235

Asset impairment charges (7)

105,424

105,424

7,891

53

7,944

Stock-based compensation expense

2,120

2,120

400

400

Amortization of upfront payment (9)

36,393

36,393

Other

1,024

1,024

Adjusted cost of goods sold (Non-GAAP)

$

644,062

$

$

644,062

$

500,563

$

98,991

$

599,554

Specialty

Three Months Ended September 30,

2019

2018

Cost of goods sold

$

49,944

$

38,516

Cost of goods sold impairment charges

7,017

Adjusted to deduct:

Amortization

27,103

19,548

Asset impairment charges (7)

7,017

Inventory related charges (5)

960

Adjusted cost of goods sold (Non-GAAP)

$

22,841

$

18,008

Specialty

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-
GAAP)

Add:

(Non
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Cost of goods sold

$

113,767

$

$

113,767

$

62,474

$

26,731

$

89,205

Cost of goods sold impairment charges

7,017

7,017

Adjusted to deduct:

Amortization

67,474

67,474

30,199

6,112

36,311

Asset impairment charges (7)

7,017

7,017

Inventory related charges (5)

2,910

2,910

Adjusted cost of goods sold (Non-GAAP)

$

46,293

$

$

46,293

$

29,365

$

20,619

$

49,984

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited; In thousands)


Reconciliations of Generics Operating (Loss) Income to Adjusted Operating Income

 

Generics

Three Months Ended September 30,

2019

2018

Operating (loss) income

$

(80,361

)

$

92,238

Adjusted to add (deduct):

Acquisition and site closure expenses (6)

5,941

15,235

Amortization

10,912

6,107

Inventory related charges (5)

(2,038

)

11,426

Stock-based compensation expense

3,982

1,201

Asset impairment charges (7)

72,530

8,541

Restructuring and other charges (8)

14,702

(2,885

)

Charges (gains) related to legal matters (10)

15,000

Other

(975

)

(414

)

Adjusted operating income (Non-GAAP)

$

39,693

$

131,449

Generics

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-
GAAP)

Add:

(Non-
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Operating (loss) income

$

(130,058

)

$

$

(130,058

)

$

119,831

$

(130,663

)

$

(10,832

)

Adjusted to add (deduct):

Acquisition and site closure expenses (6)

35,611

35,611

129,857

129,857

Amortization

36,300

36,300

13,910

13,823

27,733

Inventory related charges (5)

19,739

19,739

41,995

9,894

51,889

Stock-based compensation expense

9,355

9,355

1,422

982

2,404

Asset impairment charges (7)

151,741

151,741

8,541

53

8,594

Restructuring and other charges (8)

17,201

17,201

21,912

21,912

Charges related to legal matters, net (10)

15,000

15,000

89,159

89,159

Amortization of upfront payment (9)

36,393

36,393

R&D milestone payment

9,929

9,929

2,700

2,700

Other

49

49

(594

)

(594

)

Adjusted operating income (Non-GAAP)

$

201,260

$

$

201,260

$

339,574

$

(16,752

)

$

322,822

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited; In thousands)


Reconciliations of Specialty Operating Income to Adjusted Operating Income

 

Specialty

Three Months Ended September 30,

2019

2018

Operating income

$

3,596

$

22,633

Adjusted to add:

Amortization

27,103

19,548

Inventory related charges (5)

960

Acquisition and site closure expenses (6)

2,522

Stock-based compensation expense

456

Restructuring and other charges (8)

213

(26

)

Asset impairment charges (7)

7,017

Other

474

Adjusted operating income (Non-GAAP)

$

40,907

$

43,589

Specialty

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-GAAP)

Add:

(Non-
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Operating income

$

24,769

$

$

24,769

$

31,550

$

36,968

$

68,518

Adjusted to add:

Amortization

67,474

67,474

30,199

6,112

36,311

Inventory related charges (5)

2,910

2,910

Acquisition and site closure expenses (6)

8,328

8,328

Stock-based compensation expense

966

966

1,124

1,124

Restructuring and other charges (8)

391

391

2,395

2,395

Charges related to legal matters, net

940

940

Asset impairment charges (7)

7,017

7,017

Other

474

474

Adjusted operating income (Non-GAAP)

$

108,945

$

$

108,945

$

67,528

$

45,144

$

112,672

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited; In thousands, except per share amounts)


Reconciliation of Net (Loss) Income to Adjusted Net Income and Calculation of Adjusted Diluted EPS

 

Three months ended September 30,

2019

2018

Net (loss) income

$

(363,392

)

$

17,465

Adjusted to add (deduct):

Non-cash interest

1,631

1,452

GAAP Income tax expense

389,668

5,109

Gain from reduction of tax receivable agreement liability (4)

(192,844

)

Amortization

38,015

25,655

Stock-based compensation expense

6,095

3,590

Acquisition and site closure expenses (6)

11,230

20,816

Restructuring and other charges (8)

20,937

(2,156

)

Inventory related charges (5)

(2,038

)

12,386

Charges related to legal matters, net (10)

15,000

2,589

Asset impairment charges (7)

79,547

8,541

Foreign exchange loss

12,531

5,137

Loss on sale of international business (11)

2,812

Other

(1,387

)

597

Income tax at 21%

(3,149

)

(21,839

)

Net income attributable to NCI not associated with our Class B shares

(91

)

(53

)

Adjusted net income (Non-GAAP)

$

11,753

$

82,101

Adjusted diluted EPS (Non-GAAP) (12)

$

0.04

$

0.27

(12)

For the three months ended September 30, 2019, utilizes weighted average diluted shares outstanding of 299,106, which consists of Class A shares and Class B shares under the if-converted method. For the three months ended September 30, 2018, utilizes weighted average diluted shares outstanding of 299,483, which consists of Class A shares and Class B shares under the if-converted method.

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited; In thousands, except per share amounts)


Reconciliation of Net Loss to Combined Adjusted Net Income and Calculation of Adjusted Diluted EPS

 

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-GAAP)

Add:

(Non-GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Net loss

$

(538,670

)

$

$

(538,670

)

$

(180,973

)

$

(150,155

)

$

(331,128

)

Adjusted to add (deduct):

Non-cash interest

4,849

4,849

7,029

9,413

16,442

Gain from reduction of tax receivable
agreement liability (4)

(192,844

)

(192,844

)

GAAP Income tax expense (benefit)

375,539

375,539

(6,943

)

(6,273

)

(13,216

)

Amortization

103,774

103,774

44,109

19,935

64,044

Stock-based compensation expense

16,666

16,666

5,234

4,816

10,050

Acquisition and site closure expenses (6)

58,488

58,488

235,458

10,925

246,383

Restructuring and other charges (8)

29,933

29,933

42,309

5,123

47,432

Loss on extinguishment of debt

19,667

19,667

Inventory related charges (5)

19,739

19,739

44,905

9,894

54,799

Charges related to legal matters, net (10)

15,000

15,000

2,589

90,099

92,688

Asset impairment charges (7)

160,555

160,555

8,541

53

8,594

Amortization of upfront payment

36,393

36,393

Foreign exchange loss (gain)

9,684

9,684

22,518

(921

)

21,597

(Gain) loss on sale of international businesses,
net (11)

(6,930

)

(6,930

)

2,812

2,812

R&D milestone payments

9,929

9,929

2,700

2,700

Other

196

196

655

1,953

2,608

Income tax at 21%

(21,483

)

(21,483

)

(52,859

)

1,309

(51,550

)

Net income attributable to NCI not associated
with our Class B shares

(231

)

(231

)

(197

)

(197

)

Adjusted net income (Non-GAAP)

$

80,587

$

$

80,587

$

197,554

$

(3,829

)

$

193,725

Adjusted diluted EPS (Non-GAAP) (13)

$

0.27

$

0.65

(13)

For the nine months ended September 30, 2019, utilizes weighted average diluted shares outstanding of 299,125, which consists of Class A shares and Class B shares under the if-converted method. For the nine months ended September 30, 2018, utilizes weighted average diluted shares outstanding of 299,156, which consists of Class A and Class B shares under the if-converted method.

Amneal Pharmaceuticals, Inc.

Non-GAAP Reconciliations

(Unaudited, In thousands)


Reconciliations of Net (Loss) Income to EBITDA and Adjusted EBITDA

 

Three Months Ended September 30,

2019

2018

Net (loss) income

$

(363,392

)

$

17,465

Adjusted to add (deduct):

Interest expense, net

42,209

43,018

Income tax expense

389,668

5,109

Depreciation and amortization

53,358

43,013

EBITDA (Non-GAAP)

$

121,843

$

108,605

Adjusted to add (deduct):

Gain from reduction of tax receivable
agreement liability (4)

$

(192,844

)

$

Stock-based compensation expense

6,095

3,590

Acquisition and site closure expenses (6)

11,230

20,816

Restructuring and other charges (8)

20,937

(2,156

)

Inventory related charges (5)

(2,038

)

12,386

Charges related to legal matters, net (10)

15,000

2,589

Asset impairment charges (7)

79,547

8,541

Foreign exchange loss

12,531

5,137

Loss on sale of international businesses (11)

2,812

Other

(1,387

)

597

Adjusted EBITDA (Non-GAAP)

$

70,914

$

162,917

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2018

Add:

(Non-
GAAP)

Add:

(Non-
GAAP)

Actual

Impax/ Gemini

Combined

Actual

Impax/ Gemini

Combined

Net loss

$

(538,670

)

$

$

(538,670

)

$

(180,973

)

$

(150,155

)

$

(331,128

)

Adjusted to add (deduct):

Interest expense, net

129,376

129,376

100,691

18,231

118,922

Income tax expense (benefit)

375,539

375,539

(6,943

)

(6,273

)

(13,216

)

Depreciation and amortization

152,932

152,932

89,911

24,900

114,811

EBITDA (Non-GAAP)

$

119,177

$

$

119,177

$

2,686

$

(113,297

)

$

(110,611

)

Adjusted to add (deduct):

Gain from reduction of tax receivable
agreement liability (4)

$

(192,844

)

$

$

(192,844

)

$

$

$

Stock-based compensation expense

16,666

16,666

5,234

4,816

10,050

Acquisition and site closure expenses (6)

58,488

58,488

235,458

10,925

246,383

Restructuring and other charges (8)

29,933

29,933

42,309

5,123

47,432

Loss on extinguishment of debt

19,667

19,667

Inventory related charges (5)

19,739

19,739

44,905

9,894

54,799

Charges related to legal matters, net (10)

15,000

15,000

2,589

90,099

92,688

Asset impairment charges (7)

160,555

160,555

8,541

53

8,594

Amortization of upfront payment (9)

36,393

36,393

Foreign exchange loss (gain)

9,684

9,684

22,518

(921

)

21,597

(Gain) loss on sale of international
businesses, net (11)

(6,930

)

(6,930

)

2,812

2,812

R&D milestone payments

9,929

9,929

2,700

2,700

Other

(828

)

(828

)

655

653

1,308

Adjusted EBITDA (Non-GAAP)

$

274,962

$

$

274,962

$

390,074

$

7,345

$

397,419

Amneal Pharmaceuticals, Inc.
Non-GAAP Reconciliations
(Unaudited; In thousands)

(4)

Gain from reduction of tax receivable agreement liability represents the reversal of the accrued liability associated with the Company’s deferred tax assets created at the Combination.

(5)

For the three and nine months ended September 30, 2019, inventory related charges primarily represent inventory obsolescence resulting from new initiatives and policies adopted with our restructuring efforts. For the three and nine months ended September 30, 2018, inventory related charges also include a reserve for an unfavorable supply arrangement and the amortization of the Impax inventory step-up to fair value in purchase accounting.

(6)

Acquisition and site closure expenses for the three and nine months ended September 30, 2019 includes costs related to (i) plant closure and redundant employee costs and (ii) third party costs associated with the combination of Impax and related integration including legal, investment banking, accounting and information technology. For the three and nine months ended September 30, 2018, acquisition and site closure expenses also includes costs associated with the Impax sale of its Middlesex, NJ and Taiwan facilities.

(7)

Asset impairment charges for the three and nine months ended September 30, 2019 are primarily associated with the write-off of in process research and development and intangible asset impairment charges primarily related to products acquired in the Impax combination.

(8)

For the three and nine months ended September 30, 2019, restructuring and other charges are primarily associated with cash severance provided pursuant to our severance programs for employees at our Hauppauge, NY, Hayward, CA and other facilities as well as asset-related charges associated with the impairment of property, plant and equipment and the right of use asset associated with our Hauppauge, NY facility. For the three and nine months ended September 30, 2018, restructuring and other charges includes employee separation costs associated with the consolidation of sites due to the Combination of Amneal and Impax, as well as the write-off of property, plant, and equipment at those sites.

(9)

Amortization of upfront payment represents the amortization of the upfront payment made to Lannett in connection with our Transition Agreement with Levothyroxine.

(10)

For the three and nine months ended September 30, 2019, charges related to legal matters, net are primarily associated with an agreement in principle with Teva Pharmaceuticals, Inc. regarding a matter associated with Impax prior to the Combination (Teva vs Impax, LLC). Charges related to legal matters, net for the nine months ended September 30, 2018 relate to an Impax litigation settlement charge and a settlement for claims with the plaintiffs in the class action antitrust suits related to Solodyn®.

(11)

For the nine months ended September 30, 2019 gain/loss on the sale of international business, net represents the gain from the sale of our Creo Pharma Holding Limited subsidiary, which comprised substantially all of the Company's operations in the United Kingdom partially offset by the loss from the sale of our Amneal Deutschland GmbH subsidiary, which comprised substantially all of the Company's operations in Germany.

Contacts:

Mark Donohue
(908) 409-6718

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