UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2014
STERIS Corporation
(Exact Name of Registrant as Specified in Charter)
Ohio | 1-14643 | 34-1482024 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5960 Heisley Road, Mentor, Ohio | 44060-1834 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (440) 354-2600
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 2.02. | Results of Operations and Financial Condition. |
On May 8, 2014, STERIS Corporation issued a press release announcing financial results for the three and twelve month periods ended March 31, 2014. A copy of this press release is attached hereto as Exhibit 99.1.
The information contained in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. Furthermore, the information contained in this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933.
ITEM 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
Description | |
99.1 | Press Release issued by STERIS Corporation on May 8, 2014 announcing financial results for the three and twelve month periods ended March 31, 2014. |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
STERIS CORPORATION | ||||||
By | /s/ J. Adam Zangerle | |||||
J. Adam Zangerle | ||||||
Vice President, General Counsel, and Secretary |
Date: May 8, 2014
3
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press Release issued by STERIS Corporation on May 8, 2014 announcing financial results for the three and twelve month periods ended March 31, 2014. |
4
Exhibit 99.1
STERIS CORPORATION ANNOUNCES FISCAL 2014 FOURTH QUARTER
AND FULL YEAR RESULTS
Strong fourth quarter results to end the year
Full year reported EPS of $2.17; record full year adjusted EPS of $2.48
Fiscal 2015 outlook calls for double-digit growth for revenue and EPS
Mentor, Ohio (May 8, 2014)STERIS Corporation (NYSE: STE) today announced financial results for its fiscal 2014 fourth quarter and full year ended March 31, 2014. As reported, fiscal 2014 fourth quarter revenue was $465.3 million compared with $428.2 million in the fourth quarter of fiscal 2013. Operating income for the fourth quarter was $59.6 million compared with $65.1 million in the fourth quarter of fiscal 2013. Net income was $38.9 million, or $0.65 per diluted share, compared with net income of $41.4 million, or $0.70 per diluted share in the fourth quarter of fiscal 2013. The reported financial results for these periods reflect the $20.5 million restructuring charge in the fourth quarter of fiscal 2014, the SYSTEM 1 Rebate Program in fiscal 2013, as well as acquisition related expenses, amortization of intangibles and certain other items in both periods. Please refer to the attached schedules for additional information, including reconciliations of adjusted non-GAAP financial measures to reported results.
Adjusted Results
On an adjusted basis, fiscal 2014 fourth quarter revenue increased 9% to $465.3 million compared with adjusted revenue of $426.2 million in the fourth quarter of fiscal 2013, driven by double digit growth in Healthcare and high single digit growth in Isomedix. Adjusted operating income for the fourth quarter increased 32% to $86.5 million, compared with adjusted operating income for the fourth quarter of fiscal 2013 of $65.4 million. Adjusted net income for the fourth quarter of fiscal 2014 increased 30% to $54.2 million, or $0.91 per diluted share, compared with adjusted net income for the previous year of $41.5 million, or $0.70 per diluted share. The improvement in profit was driven by the increase in volume and operating expense leverage.
We are pleased to report another record year, said Walt Rosebrough, President and Chief Executive Officer of STERIS. On an adjusted basis, we grew the top-line 10% and operating income 14% in fiscal 2014. We anticipate another record year of revenue and adjusted earnings for fiscal 2015, and are excited about the way our people are performing and the platforms we are building to realize our long-term objectives.
STERIS Corporation
News Announcement
Page 2
Segment Results
As reported, Healthcare revenue in the quarter was $352.0 million compared with $317.4 million in the fourth quarter of fiscal 2013. On an adjusted basis, revenue increased 12% to $352.0 million compared with adjusted revenues of $315.4 million in the fourth quarter of fiscal 2013. Contributing to the quarter, service revenue increased 16%, capital equipment revenue grew 13%, and consumable revenue grew 5%.
As reported, Healthcare operating income was $37.6 million compared with $43.0 million in last years fourth quarter. Adjusted segment operating income increased substantially to $62.3 million in the fourth quarter of fiscal 2014 compared with $42.9 million in the fourth quarter of fiscal 2013. The increase in adjusted operating income year-over-year was primarily due to the increased volume, the benefit of acquisitions and operating expense leverage.
Life Sciences fourth quarter revenue declined 1% to $63.7 million compared with $64.3 million in the fourth quarter of fiscal 2013. Consumable revenue growth of 9% was more than offset by a 5% decline in capital equipment revenue and a 7% decrease in service revenue. As reported, Life Sciences operating income was $11.4 million compared with $12.3 million in the prior year fourth quarter. Adjusted segment operating income declined slightly to $12.0 million in the current quarter on the lower volume, compared with $12.3 million in the fourth quarter of fiscal 2013.
Fiscal 2014 fourth quarter revenue for Isomedix Services was $49.4 million compared with $45.8 million in the same period last year, an increase of 8%. Revenue benefited from capacity expansions and increased volume from the Companys core medical device Customers. As reported, operating income was $12.7 million in the quarter compared with $12.1 million in the fourth quarter of last year. Adjusted segment operating income increased 14% to $14.2 million in the fourth quarter of fiscal 2014 compared with $12.4 million in the fourth quarter of fiscal 2013, driven primarily by the increased volume.
Full Year Results
As reported, fiscal 2014 full year revenue increased 8% to $1.62 billion compared with $1.50 billion in fiscal 2013. On an adjusted basis, revenue increased 10% in fiscal 2014. As reported, fiscal 2014 operating income was $206.8 million compared with $242.8 million in fiscal 2013. Adjusted operating income increased 14% to $250.1 million in fiscal 2014 compared with $219.7 million in fiscal 2013.
STERIS Corporation
News Announcement
Page 3
As reported, fiscal 2014 net income was $129.4 million or $2.17 per diluted share, compared with net income of $160.0 million or $2.72 per diluted share in fiscal 2013. Adjusted net income for fiscal 2014 increased 7% to $147.9 million or $2.48 per diluted share compared with $137.8 million or $2.34 per diluted share in fiscal 2013.
Cash Flow
Net cash provided by operations for fiscal 2014 was $209.6 million, compared with $227.8 million in fiscal 2013. Free cash flow (see note 1) for fiscal 2014 was $128.0 million compared with $140.4 million in the prior year. The decline in free cash flow is primarily due to payments for the Companys annual incentive compensation program which did not occur in fiscal 2013, as well as the impact of strong working capital improvements in the prior year.
Dividend Announcement
The Company announced today that STERISs Board of Directors has authorized a quarterly dividend of $0.21 per common share. The dividend is payable June 26, 2014 to shareholders of record at the close of business on June 5, 2014.
Outlook
Based upon current trends, the Company expects revenue growth in the range of 15-17% in fiscal 2015 when compared with fiscal 2014. Adjusted earnings per diluted share are anticipated to be in the range of $2.78 to $2.91 for the full fiscal year. This outlook reflects certain key assumptions, some of which are listed below:
| The acquisition of Integrated Medical Systems International, Inc. closes during the Companys first quarter of fiscal 2015. |
| Healthcare segment revenue is expected to grow in the range of 21-23%. |
| Life Sciences segment revenue is expected to grow mid-single digits. |
| Isomedix segment revenue growth is expected to be in the mid-single digits. |
STERIS Corporation
News Announcement
Page 4
| The Company has assumed the average forward currency rates for the U.S. dollar and key international currencies as of March 31, 2014. |
| Adjusted EBIT as a percent of revenue is anticipated to be approximately 15%. |
| The adjusted effective tax rate is anticipated to be approximately 35%. |
Fiscal 2015 free cash flow (see note 1) is anticipated to be approximately $135 million. Capital expenditures are anticipated to be approximately $95 million, reflecting the impact of acquisitions, continued expansion within Isomedix, new product development and general maintenance and repair for existing facilities.
Conference Call
In conjunction with this release, STERIS Corporation management will host a conference call today at 10:00 a.m. Eastern time. The conference call can be heard live over the Internet at www.steris-ir.com or via phone by dialing 1-800-369-8428 in the United States and Canada, and 1-773-799-3378 internationally, then referencing the password STERIS.
For those unable to listen to the conference call live, a replay will be available beginning at 12:00 p.m. Eastern time today, May 8, 2014, either over the Internet at www.steris-ir.com or via phone by calling 1-866-501-2958 in the United States and Canada, and 1-203-369-1826 internationally.
Annual Meeting of Shareholders
The Company will hold its annual meeting of shareholders on July 30, 2014. Further information regarding the time and location will be provided in the Companys annual report and proxy materials.
About STERIS
The mission of STERIS Corporation is to help our Customers create a healthier and safer world by providing innovative healthcare and life science product and service solutions around the globe. The Company is listed on the New York Stock Exchange under the symbol STE. For more information, visit www.steris.com.
STERIS Corporation
News Announcement
Page 5
(1) Free cash flow is a non-GAAP number used by the Company as a measure to gauge its ability to fund future debt principal repayments, growth outside of core operations, repurchase common shares, and pay cash dividends. Free cash flow is defined as cash flows from operating activities less purchases of property, plant, equipment and intangibles, net, plus proceeds from the sale of property, plant, equipment and intangibles. STERISs calculation of free cash flow may vary from other companies.
This press release and the referenced conference call may contain statements concerning certain trends, expectations, forecasts, estimates, or other forward-looking information affecting or relating to the Company or its industry, products or activities that are intended to qualify for the protections afforded forward-looking statements under the Private Securities Litigation Reform Act of 1995 and other laws and regulations. Forward-looking statements speak only as to the date of this press release and the referenced conference call, and may be identified by the use of forward-looking terms such as may, will, expects, believes, anticipates, plans, estimates, projects, targets, forecasts, outlook, impact, potential, confidence, improve, optimistic, deliver, comfortable, trend, and seeks, or the negative of such terms or other variations on such terms or comparable terminology. Many important factors could cause actual results to differ materially from those in the forward-looking statements including, without limitation, disruption of production or supplies, changes in market conditions, political events, pending or future claims or litigation, competitive factors, technology advances, actions of regulatory agencies, and changes in laws, government regulations, labeling or product approvals or the application or interpretation thereof. Other risk factors are described herein and in the Companys Form 10-K and other securities filings. Many of these important factors are outside STERISs control. No assurances can be provided as to any result or the timing of any outcome regarding matters described in this press release, the referenced conference call or otherwise with respect to any regulatory action, administrative proceedings, government investigations, litigation, warning letters, consent decree, rebate program, transition, cost reductions, business strategies, earnings or revenue trends or future financial results. References to products, the consent decree, the transition or rebate program, or the class action settlement, are summaries only and should not be considered the specific terms of the decree, settlement, program or product clearance or literature. Unless legally required, the Company does not undertake to update or revise any forward-looking statements even if events make clear that any projected results, express or implied, will not be realized. Other potential risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, (a) the potential for increased pressure on pricing or costs that leads to erosion of profit margins, (b) the possibility that market demand will not develop for new technologies, products or applications or business initiatives will take longer, cost more or produce lower benefits than anticipated, (c) the possibility that application of or compliance with laws, court rulings, certifications, regulations, regulatory actions, including without limitation those relating to FDA warning notices or letters, government investigations, the outcome of any pending FDA requests, inspections or submissions, or other requirements or standards may delay, limit or prevent new product introductions, affect the production and marketing of existing products or services or otherwise affect Company performance, results, prospects or value, (d) the potential of international unrest, economic downturn or effects of currencies, tax assessments, adjustments, or anticipated rates, raw material costs or availability, benefit or retirement plan costs, or other regulatory compliance costs, (e) the possibility of reduced demand, or reductions in the rate of growth in demand, for the Companys products and services, (f) the possibility that anticipated growth, cost savings, new product acceptance, performance or approvals, or other results may not be achieved, or that transition, labor, competition, timing, execution, regulatory, governmental, or other issues or risks associated with our business, industry or initiatives including, without limitation, the consent decree, the transition from the SYSTEM 1 processing system and adjustments to related reserves, or those matters described in our Form 10-K for the year ended March 31, 2013 and other securities filings, may adversely impact Company performance, results, prospects or value, (g) the possibility that anticipated financial results or benefits of recent acquisitions or of our restructuring efforts will not be realized or will be other than anticipated, (h) the effects of contractions in credit availability, as well as the ability of our Customers and suppliers to adequately access the credit markets when needed, and (i) those risks described in our securities filings including our Annual Report on Form 10-K for the year ended March 31, 2013, and other securities filings.
Contact: Julie Winter, Director, Investor Relations at 440-392-7245.
STERIS Corporation
Consolidated Condensed Statements of Operations
(In thousands, except per share data)
Three Months Ended | Twelve Months Ended | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Revenues |
$ | 465,287 | $ | 426,249 | $ | 1,622,252 | $ | 1,479,535 | ||||||||
SYSTEM 1 Rebate Program |
| 1,967 | | 22,367 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Revenues, net |
465,287 | 428,216 | 1,622,252 | 1,501,902 | ||||||||||||
Cost of revenues |
272,648 | 250,621 | 964,486 | 881,912 | ||||||||||||
Cost of revenuesRestructuring |
8,144 | | 8,144 | | ||||||||||||
Cost of revenuesSYSTEM 1 Rebate Program |
| (173 | ) | | (1,273 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Cost of revenues, net |
280,792 | 250,448 | 972,630 | 880,639 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
184,495 | 177,768 | 649,622 | 621,263 | ||||||||||||
Operating expenses: |
||||||||||||||||
Selling, general, and administrative |
100,883 | 101,909 | 380,970 | 354,476 | ||||||||||||
Class action settlement |
| (982 | ) | | (16,782 | ) | ||||||||||
Research and development |
11,681 | 11,726 | 48,641 | 41,305 | ||||||||||||
Restructuring expense |
12,326 | 5 | 13,204 | (565 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total operating expenses |
124,890 | 112,658 | 442,815 | 378,434 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Income from operations |
59,605 | 65,110 | 206,807 | 242,829 | ||||||||||||
Non-operating expense, net |
4,619 | 5,774 | 18,431 | 15,731 | ||||||||||||
Income tax expense |
16,110 | 17,955 | 58,934 | 67,121 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income |
$ | 38,876 | $ | 41,381 | $ | 129,442 | $ | 159,977 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Earnings per common share (EPS) data: |
||||||||||||||||
Basic |
$ | 0.66 | $ | 0.71 | $ | 2.20 | $ | 2.74 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted |
$ | 0.65 | $ | 0.70 | $ | 2.17 | $ | 2.72 | ||||||||
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|
|
|
|
|
|
|
|||||||||
Cash dividends declared per common share outstanding |
$ | 0.21 | $ | 0.19 | $ | 0.82 | $ | 0.74 | ||||||||
Weighted average number of common shares outstanding used in EPS computation: |
||||||||||||||||
Basic number of common shares outstanding |
58,946 | 58,622 | 58,966 | 58,305 | ||||||||||||
Diluted number of common shares outstanding |
59,743 | 59,301 | 59,745 | 58,884 |
STERIS Corporation
Consolidated Condensed Balance Sheets
(In thousands)
March 31 | March 31, | |||||||
2014 | 2013 | |||||||
(Unaudited) | ||||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 152,802 | $ | 142,008 | ||||
Accounts receivable, net |
313,686 | 275,937 | ||||||
Inventories, net |
155,146 | 144,443 | ||||||
Other current assets |
53,111 | 51,552 | ||||||
|
|
|
|
|||||
Total Current Assets |
674,745 | 613,940 | ||||||
Property, plant, and equipment, net |
454,410 | 431,952 | ||||||
Goodwill and intangible assets, net |
747,715 | 704,424 | ||||||
Other assets |
10,292 | 10,793 | ||||||
|
|
|
|
|||||
Total Assets |
$ | 1,887,162 | $ | 1,761,109 | ||||
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|
|||||
Liabilities and Equity |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 102,430 | $ | 79,374 | ||||
Other current liabilities |
152,076 | 139,463 | ||||||
|
|
|
|
|||||
Total Current Liabilities |
254,506 | 218,837 | ||||||
Long-term debt |
493,480 | 492,290 | ||||||
Other liabilities |
97,930 | 103,002 | ||||||
Equity |
1,041,246 | 946,980 | ||||||
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|
|
|
|||||
Total Liabilities and Equity |
$ | 1,887,162 | $ | 1,761,109 | ||||
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|
STERIS Corporation
Segment Data
(In thousands)
Three Months Ended | Twelve Months Ended | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Segment Revenues: |
||||||||||||||||
Healthcare |
$ | 352,000 | $ | 315,393 | $ | 1,180,051 | $ | 1,052,423 | ||||||||
SYSTEM 1 Rebate Program |
| 1,967 | | 22,367 | ||||||||||||
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|
|
|
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Healthcare, net |
352,000 | 317,360 | 1,180,051 | 1,074,790 | ||||||||||||
Life Sciences |
63,697 | 64,305 | 246,122 | 244,421 | ||||||||||||
STERIS Isomedix Services |
49,391 | 45,818 | 194,183 | 179,550 | ||||||||||||
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|
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Total Reportable Segments |
465,088 | 427,483 | 1,620,356 | 1,498,761 | ||||||||||||
Corporate and Other |
199 | 733 | 1,896 | 3,141 | ||||||||||||
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|
|
|||||||||
Total Segment Revenues |
$ | 465,287 | $ | 428,216 | $ | 1,622,252 | $ | 1,501,902 | ||||||||
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|
|||||||||
Three Months Ended | Twelve Months Ended | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Segment Operating Income: |
||||||||||||||||
Healthcare |
$ | 37,603 | $ | 42,988 | $ | 109,714 | $ | 153,343 | ||||||||
Life Sciences |
11,377 | 12,252 | 50,049 | 47,453 | ||||||||||||
STERIS Isomedix Services |
12,702 | 12,107 | 55,186 | 51,455 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Reportable Segments |
61,682 | 67,347 | 214,949 | 252,251 | ||||||||||||
Corporate and Other |
(2,077 | ) | (2,237 | ) | (8,142 | ) | (9,422 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Operating Income |
$ | 59,605 | $ | 65,110 | $ | 206,807 | $ | 242,829 | ||||||||
|
|
|
|
|
|
|
|
STERIS Corporation
Consolidated Condensed Statements of Cash Flows
(In thousands)
Twelve Months Ended | ||||||||
March 31 | ||||||||
2014 | 2013 | |||||||
(Unaudited) | (Unaudited) | |||||||
Operating Activities: |
||||||||
Net income |
$ | 129,442 | $ | 159,977 | ||||
Non-cash items |
107,138 | 97,877 | ||||||
Change in Accrued SYSTEM 1 Rebate Program and class action settlement |
(245 | ) | (68,812 | ) | ||||
Changes in operating assets and liabilities |
(26,704 | ) | 38,773 | |||||
|
|
|
|
|||||
Net cash provided by operating activities |
209,631 | 227,815 | ||||||
Investing Activities: |
||||||||
Purchases of property, plant, equipment, and intangibles, net |
(86,367 | ) | (87,412 | ) | ||||
Proceeds from sale of property, plant, equipment and intangibles |
4,774 | 34 | ||||||
Investments in businesses, net of cash acquired |
(67,059 | ) | (399,676 | ) | ||||
|
|
|
|
|||||
Net cash used in investing activities |
(148,652 | ) | (487,054 | ) | ||||
Financing Activities: |
||||||||
Payments on long-term obligations, net |
(70,000 | ) | | |||||
Proceeds under credit facilities, net |
71,190 | 82,290 | ||||||
Proceeds from Private Placement |
| 200,000 | ||||||
Deferred financing fees and debt issuance costs |
(43 | ) | (1,924 | ) | ||||
Repurchases of common shares |
(25,469 | ) | (8,002 | ) | ||||
Cash dividends paid to common shareholders |
(48,385 | ) | (43,195 | ) | ||||
Stock option and other equity transactions, net |
15,660 | 23,019 | ||||||
Tax benefit from stock options exercised |
2,841 | 2,058 | ||||||
|
|
|
|
|||||
Net cash used in and provided by financing activities |
(54,206 | ) | 254,246 | |||||
Effect of exchange rate changes on cash and cash equivalents |
4,021 | (3,820 | ) | |||||
|
|
|
|
|||||
Decrease in cash and cash equivalents |
10,794 | (8,813 | ) | |||||
Cash and cash equivalents at beginning of period |
142,008 | 150,821 | ||||||
|
|
|
|
|||||
Cash and cash equivalents at end of period |
$ | 152,802 | $ | 142,008 | ||||
|
|
|
|
The following table presents a financial measure which is considered to be non-GAAP financial measures under Securities Exchange Commission rules. Free cash flow is defined by the Company as cash flows from operating activities less purchases of property, plant, equipment and intangibles, net (capital expenditures) plus proceeds from the sale of property, plant, equipment and intangibles. The Company uses free cash flow as a measure to gauge its ability to fund future principal debt repayments and growth outside of core operations, repurchase common shares, and pay cash dividends. STERISs calculation of free cash flow may vary from other companies.
Twelve Months Ended | ||||||||
March 31 | ||||||||
2014 | 2013 | |||||||
(Unaudited) | (Unaudited) | |||||||
Calculation of Free Cash Flow: |
||||||||
Cash flows from operating activities |
$ | 209,631 | $ | 227,815 | ||||
Purchases of property, plant, equipment, and intangibles, net |
(86,367 | ) | (87,412 | ) | ||||
Proceeds from the sale of property, plant, equipment, and intangibles |
4,774 | 34 | ||||||
|
|
|
|
|||||
Free Cash Flow |
$ | 128,038 | $ | 140,437 | ||||
|
|
|
|
Twelve Months Ended | ||||
March 31, | ||||
2015 | ||||
(Outlook)* | ||||
Calculation of free cash flow for outlook: |
||||
Cash flows from operating activities |
$ | 230,000 | ||
Purchases of property, plant, equipment, and intangibles, net |
(95,000 | ) | ||
|
|
|||
Free Cash Flow |
$ | 135,000 | ||
|
|
* | All amounts are estimates. |
STERIS Corporation
Non-GAAP Earnings Per Share and Outlook
Non-GAAP financial measures are presented with the intent of providing greater transparency to supplemental financial information used by management and the Board of Directors in their financial analysis and operational decision making. These amounts are disclosed so that the reader has the same financial data that management uses with the belief that it will assist investors and other readers in making comparisons to our historical operating results and analyzing the underlying performance of our operations for the periods presented.
We believe that the presentation of these non-GAAP financial measures, when considered along with our GAAP financial measures and the reconciliation to the corresponding GAAP financial measures, provide the reader with a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure. It is important for the reader to note that the non-GAAP financial measure used may be calculated differently from, and therefore may not be comparable to, a similarly titled measure used by other companies.
Three months ended | Twelve months ended | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Net Income per diluted share |
$ | 0.65 | $ | 0.70 | $ | 2.17 | $ | 2.72 | ||||||||
Impact of SYSTEM 1 Rebate Program and class action settlement, net of tax |
| (0.03 | ) | | (0.42 | ) | ||||||||||
Tax benefit, European restructuring |
(0.02 | ) | | (0.18 | ) | (0.14 | ) | |||||||||
Tax expense, Canadian adjustment |
| | 0.04 | | ||||||||||||
Restructuring, net of tax |
0.21 | | 0.22 | (0.01 | ) | |||||||||||
Inventory and property step up to fair value, net of tax |
0.01 | | 0.01 | 0.02 | ||||||||||||
Amortization and impairment of purchased intangible assets, net of tax |
0.04 | 0.05 | 0.17 | 0.13 | ||||||||||||
Loss (Gain) from fair value adjustment of acquisition related contingent consideration |
| (0.03 | ) | 0.01 | (0.03 | ) | ||||||||||
Acquisition related transaction and integration expenses, net of tax |
0.02 | 0.01 | 0.04 | 0.07 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted net income per diluted share |
$ | 0.91 | $ | 0.70 | $ | 2.48 | $ | 2.34 | ||||||||
|
|
|
|
|
|
|
|
Twelve months ended | ||||
March 31, | ||||
2015 | ||||
(Outlook)* | ||||
Net Income per diluted share |
$ | 2.40-$2.53 | ||
Inventory step up to fair value, net of tax |
0.02 | |||
Amortization and impairment of purchased intangible assets, net of tax |
0.24 | |||
Acquisition related transaction and integration expenses, net of tax |
0.12 | |||
|
|
|||
Adjusted net income per diluted share |
$ | 2.78-$2.91 | ||
|
|
* | All amounts are estimates. |
STERIS Corporation
Non-GAAP Financial Measures
(In thousands, except per share data)
Non-GAAP financial measures are presented with the intent of providing greater transparency to supplemental financial information used by management and the Board of Directors in their financial analysis and operational decision making. These amounts are disclosed so that the reader has the same financial data that management uses with the belief that it will assist investors and other readers in making comparisons to our historical operating results and analyzing the underlying performance of our operations for the periods presented.
We believe that the presentation of these non-GAAP financial measures, when considered along with our GAAP financial measures and the reconciliation to the corresponding GAAP financial measures, provide the reader with a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure. It is important for the reader to note that the non-GAAP financial measure used may be calculated differently from, and therefore may not be comparable to, a similarly titled measure used by other companies.
Three months ended | Twelve months ended | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Revenues, net |
$ | 465,287 | $ | 428,216 | $ | 1,622,252 | $ | 1,501,902 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (1,967 | ) | | (22,367 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted revenues |
$ | 465,287 | $ | 426,249 | $ | 1,622,252 | $ | 1,479,535 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross Profit |
$ | 184,495 | $ | 177,768 | $ | 649,622 | $ | 621,263 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (2,140 | ) | | (23,640 | ) | ||||||||||
Amortization of inventory step up to fair value |
613 | | 613 | 1,593 | ||||||||||||
Restructuring |
8,144 | | 8,144 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted gross profit |
$ | 193,252 | $ | 175,628 | $ | 658,379 | $ | 599,216 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Selling, general and administrative expenses |
$ | 100,883 | $ | 101,909 | $ | 380,970 | $ | 354,476 | ||||||||
Amortization and impairment of purchased intangible assets |
(4,399 | ) | (5,212 | ) | (17,013 | ) | (12,477 | ) | ||||||||
Amortization of property step up to fair value |
(7 | ) | | (7 | ) | | ||||||||||
Acquisition related transaction and integration costs |
(1,713 | ) | (647 | ) | (3,585 | ) | (6,314 | ) | ||||||||
Gain (loss) on fair value adjustment of acquisition related contingent consideration |
349 | 2,483 | (697 | ) | 2,483 | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted selling, general and administrative expenses |
$ | 95,113 | $ | 98,533 | $ | 359,668 | $ | 338,168 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating income |
$ | 59,605 | $ | 65,110 | $ | 206,807 | $ | 242,829 | ||||||||
Impact of SYSTEM 1 Rebate Program and class action |
| (3,122 | ) | | (40,422 | ) | ||||||||||
Amortization of inventory and property step up to fair value |
620 | | 620 | 1,593 | ||||||||||||
Amortization and impairment of purchased intangible assets |
4,399 | 5,212 | 17,013 | 12,477 | ||||||||||||
Acquisition related transaction and integration costs |
1,713 | 647 | 3,585 | 6,314 | ||||||||||||
Loss (gain) on fair value adjustment of acquisition related contingent consideration |
(349 | ) | (2,483 | ) | 697 | (2,483 | ) | |||||||||
Restructuring |
20,470 | 5 | 21,348 | (565 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted operating income |
$ | 86,458 | $ | 65,369 | $ | 250,070 | $ | 219,743 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income |
$ | 38,876 | $ | 41,381 | $ | 129,442 | $ | 159,977 | ||||||||
Impact of SYSTEM 1 Rebate Program and class action, net of tax |
| (1,904 | ) | | (24,657 | ) | ||||||||||
Amortization of inventory and property step up to fair value |
496 | | 496 | 972 | ||||||||||||
Amortization and impairment of purchased intangible assets, net of tax |
2,707 | 3,179 | 10,401 | 7,611 | ||||||||||||
Acquisition related transaction and integration costs |
1,045 | 395 | 2,187 | 3,852 | ||||||||||||
Loss (gain) on fair value adjustment of acquisition related contingent consideration, net of tax |
(213 | ) | (1,515 | ) | 425 | (1,515 | ) | |||||||||
Tax benefit, European restructuring |
(1,229 | ) | | (10,474 | ) | (8,118 | ) | |||||||||
Tax expense, Canadian adjustment |
| | 2,378 | | ||||||||||||
Restructuring, net of tax |
12,487 | 3 | 13,022 | (345 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted net income |
$ | 54,169 | $ | 41,539 | $ | 147,877 | $ | 137,777 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Healthcare revenues, net |
$ | 352,000 | $ | 317,360 | $ | 1,180,051 | $ | 1,074,790 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (1,967 | ) | | (22,367 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Healthcare revenues |
$ | 352,000 | $ | 315,393 | $ | 1,180,051 | $ | 1,052,423 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Healthcare capital equipment revenues |
$ | 172,598 | $ | 154,966 | $ | 515,380 | $ | 521,806 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (1,967 | ) | | (22,367 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Healthcare capital equipment revenues |
$ | 172,598 | $ | 152,999 | $ | 515,380 | $ | 499,439 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Healthcare operating income |
$ | 37,603 | $ | 42,988 | $ | 109,714 | $ | 153,343 | ||||||||
Impact of SYSTEM 1 Rebate Program and class action |
| (3,122 | ) | | (40,422 | ) | ||||||||||
Amortization of inventory and property step up to fair value |
620 | | 620 | 1,593 | ||||||||||||
Amortization and impairment of purchased intangible assets |
4,273 | 4,908 | 15,862 | 10,987 | ||||||||||||
Acquisition related transaction and integration costs |
1,713 | 647 | 3,585 | 6,314 | ||||||||||||
Loss (gain) on fair value adjustment of acquisition related contingent consideration |
(349 | ) | (2,483 | ) | 697 | (2,483 | ) | |||||||||
Restructuring |
18,486 | 5 | 19,364 | (565 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Healthcare operating income |
$ | 62,346 | $ | 42,943 | $ | 149,842 | $ | 128,767 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Life Sciences operating income |
$ | 11,377 | $ | 12,252 | $ | 50,049 | $ | 47,453 | ||||||||
Amortization and impairment of purchased intangible assets |
18 | 39 | 88 | 190 | ||||||||||||
Restructuring |
635 | | 635 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Life Sciences operating income |
$ | 12,030 | $ | 12,291 | $ | 50,772 | $ | 47,643 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Isomedix operating income |
$ | 12,702 | $ | 12,107 | $ | 55,186 | $ | 51,455 | ||||||||
Amortization and impairment of purchased intangible assets |
108 | 265 | 1,063 | 1,300 | ||||||||||||
Restructuring |
1,349 | | 1,349 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Isomedix operating income |
$ | 14,159 | $ | 12,372 | $ | 57,598 | $ | 52,755 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Capital equipment revenues |
$ | 194,804 | $ | 178,216 | $ | 603,579 | $ | 613,378 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (1,967 | ) | | (22,367 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted capital equipment revenues |
$ | 194,804 | $ | 176,249 | $ | 603,579 | $ | 591,011 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
United States revenues |
$ | 344,138 | $ | 326,029 | $ | 1,244,730 | $ | 1,141,633 | ||||||||
Impact of SYSTEM 1 Rebate Program |
| (1,967 | ) | | (22,367 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted United States revenues |
$ | 344,138 | $ | 324,062 | $ | 1,244,730 | $ | 1,119,266 | ||||||||
|
|
|
|
|
|
|
|
STERIS Corporation
Unaudited Supplemental Financial Data
Forth Quarter Fiscal 2014
As of March 31, 2014
FY 2014 | FY 2013 | FY 2014 | FY 2013 | |||||||||||||
Total Company Revenues |
Q4 | Q4 | YTD | YTD | ||||||||||||
Capital Equipment |
$ | 194,804 | $ | 178,216 | $ | 603,579 | $ | 613,378 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted capital equipment revenues (1) |
na | 176,249 | na | $ | 591,011 | |||||||||||
Consumables |
105,805 | 100,021 | 407,883 | 353,984 | ||||||||||||
Service |
164,678 | 149,979 | 610,790 | 534,540 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Recurring |
270,483 | 250,000 | 1,018,673 | 888,524 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Revenues, net |
$ | 465,287 | $ | 428,216 | $ | 1,622,252 | $ | 1,501,902 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted total revenues (1) |
na | $ | 426,249 | na | $ | 1,479,535 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
United States Revenues |
$ | 344,138 | $ | 326,029 | $ | 1,244,730 | $ | 1,141,633 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted United States Revenues (1) |
na | 324,062 | na | 1,119,266 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
United States Revenues as a % of Total |
74 | % | 76 | % | 77 | % | 76 | % | ||||||||
International Revenues |
$ | 121,149 | $ | 102,187 | $ | 377,522 | $ | 360,269 | ||||||||
International Revenues as a % of Total |
26 | % | 24 | % | 23 | % | 24 | % | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Segment Data |
Q4 | Q4 | YTD | YTD | ||||||||||||
Healthcare |
||||||||||||||||
Revenues |
||||||||||||||||
Capital Equipment |
$ | 172,598 | $ | 154,966 | $ | 515,380 | $ | 521,806 | ||||||||
Adjusted Capital Equipment (1) |
na | $ | 152,999 | na | $ | 499,439 | ||||||||||
Consumables |
83,619 | 79,700 | 325,703 | 278,150 | ||||||||||||
Service |
95,783 | 82,694 | 338,968 | 274,834 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Recurring |
179,402 | 162,394 | 664,671 | 552,984 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Healthcare Revenues, net |
$ | 352,000 | $ | 317,360 | $ | 1,180,051 | $ | 1,074,790 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Total Healthcare Revenues (1) |
na | $ | 315,393 | na | $ | 1,052,426 | ||||||||||
Operating Income |
37,603 | 42,988 | 109,714 | 153,343 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Operating Income (1) |
62,346 | 42,943 | 149,842 | 128,767 | ||||||||||||
Life Sciences |
||||||||||||||||
Revenues |
||||||||||||||||
Capital Equipment |
$ | 22,206 | $ | 23,250 | $ | 88,199 | $ | 91,572 | ||||||||
Consumables |
22,186 | 20,321 | 82,180 | 75,834 | ||||||||||||
Service |
19,305 | 20,734 | 75,743 | 77,015 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Recurring |
41,491 | 41,055 | 157,923 | 152,849 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Life Sciences Revenues |
$ | 63,697 | $ | 64,305 | $ | 246,122 | $ | 244,421 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating Income |
11,377 | 12,252 | 50,049 | 47,453 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Operating Income (1) |
12,030 | 12,291 | 50,772 | 47,643 | ||||||||||||
Isomedix Services |
||||||||||||||||
Revenues |
$ | 49,391 | $ | 45,818 | $ | 194,183 | $ | 179,550 | ||||||||
Operating Income |
12,702 | 12,107 | 55,186 | 51,455 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Operating Income (1) |
14,159 | 12,372 | 57,598 | 52,755 | ||||||||||||
Corporate and Other |
||||||||||||||||
Revenues |
$ | 199 | $ | 733 | $ | 1,896 | $ | 3,141 | ||||||||
Operating Income (Loss) |
(2,077 | ) | (2,237 | ) | (8,142 | ) | (9,422 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Other Data |
Q4 | Q4 | YTD | YTD | ||||||||||||
Product |
||||||||||||||||
Total product revenues |
300,609 | 278,237 | 1,011,462 | 967,362 | ||||||||||||
SYSTEM 1 Rebate Program |
| 1,967 | | 22,367 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total product revenues, adjusted (1) |
300,609 | 276,270 | 1,011,462 | 944,995 | ||||||||||||
Total product cost of revenues |
178,125 | 158,587 | 586,176 | 487,899 | ||||||||||||
SYSTEM 1 Rebate Program |
| (173 | ) | | (1,273 | ) | ||||||||||
Restructuring expense |
8,144 | | 8,144 | | ||||||||||||
Amortization of inventory step up to fair value |
613 | | 613 | 1,593 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total product cost of revenues, adjusted (1) |
169,368 | 158,760 | 577,419 | 487,579 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total product gross profit, adjusted (1) |
131,241 | 117,510 | 434,043 | 457,416 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
As a percentage, adjusted (1) |
43.7 | % | 42.5 | % | 42.9 | % | 48.4 | % | ||||||||
Service |
||||||||||||||||
Total service revenues |
164,678 | 149,979 | 610,790 | 534,540 | ||||||||||||
Total service cost of revenues |
102,667 | 91,861 | 386,454 | 392,740 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total service gross profit |
62,011 | 58,118 | 224,336 | 141,800 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
As a percentage |
37.7 | % | 38.8 | % | 36.7 | % | 26.5 | % | ||||||||
Total Company gross profit margin, adjusted (1) |
193,252 | 175,628 | 658,379 | 599,216 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
As a percentage, adjusted (1) |
41.5 | % | 41.2 | % | 40.6 | % | 40.5 | % | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Healthcare Backlog |
$ | 110,304 | $ | 105,197 | n/a | n/a | ||||||||||
Life Sciences Backlog |
44,410 | 48,418 | n/a | n/a | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Backlog |
$ | 154,714 | $ | 153,615 | n/a | n/a | ||||||||||
Free Cash Flow |
$ | 45,904 | $ | 23,350 | $ | 128,038 | $ | 140,437 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net Debt |
$ | 340,678 | $ | 350,282 | n/a | n/a | ||||||||||
|
|
|
|
|
|
|
|
(1) | Non-GAAP financial measures are presented with the intent of providing greater transparency to supplemental financial information used by management and the Board of Directors in their financial analysis and operational decision making. These amounts are disclosed so that the reader has the same financial data that management uses with the belief that it will assist investors and other readers in making comparisons to our historical operating results and analyzing the underlying performance of our operations for the periods presented. |
We believe that the presentation of these non-GAAP financial measures, when considered along with our GAAP financial measures and the reconciliation to the corresponding GAAP financial measures, provide the reader with a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure. It is important for the reader to note that the non-GAAP financial measure used may be calculated differently from, and therefore may not be comparable to, a similarly titled measure used by other companies.
This supplemental data is consistent with publicly disclosed information provided in quarterly conference calls, earnings releases and SEC filings, and is subject to all definitions, precautions and limitations contained in those disclosures. Please see the Companys most recent 10-K for definitions (and reconciliation where appropriate) of adjusted measures, backlog, free cash flow and net debt.