BCR C.R. Bard, Inc. (delisted)

C. R. Bard, Inc. (NYSE:BCR) today reported 2017 second quarter financial results. Second quarter 2017 net sales were $979.7 million, an increase of 5 percent over the prior-year period on an as-reported basis. Excluding the impact of foreign exchange, second quarter 2017 net sales increased 6 percent over the prior-year period.

For the second quarter 2017, net sales in the U.S. were $660.2 million, an increase of 4 percent over the prior-year period. Net sales outside the U.S. were $319.5 million, an increase of 7 percent from the prior-year period on an as-reported basis. Excluding the impact of foreign exchange, second quarter 2017 net sales outside the U.S. increased 11 percent over the prior-year period.

For the second quarter 2017, net income was $139.7 million and diluted earnings per share were $1.86, both decreased 12 percent as compared to second quarter 2016 results. Adjusting for amortization of intangibles and certain items that affect the comparability of results between periods, as detailed in the tables below, second quarter 2017 net income was $219.4 million and diluted earnings per share were $2.92, an increase of 14 percent and 15 percent, respectively, as compared to second quarter 2016 results.

Timothy M. Ring, chairman and chief executive officer, commented, “We continue to see strong, balanced growth across our portfolio and geographies. Half-way through 2017, each of our businesses has performed at or above the top of our forecasted constant currency revenue growth ranges for the full year. In the second quarter we reached a new milestone, with revenue from emerging markets now representing 12 percent of total company revenues. We are pleased with the continued momentum of our global business as we prepare to merge with Becton, Dickinson and Company in the fourth quarter of 2017.”

In conjunction with the second quarter results, the company is maintaining its 2017 financial revenue guidance and increasing its adjusted diluted earnings per share guidance. For the full year 2017, net sales are forecasted to increase between 5 percent and 6 percent on an as-reported basis. Excluding the impact of foreign exchange, full year 2017 net sales are forecasted to increase between 6 percent and 7 percent over 2016. Full year 2017 diluted earnings per share, after adjusting for amortization of intangibles and certain items that affect comparability between periods are projected to be between $11.70 and $11.90, representing growth between 14 percent and 16 percent compared to full year 2016 results.

C. R. Bard, Inc. (www.crbard.com), headquartered in Murray Hill, NJ, is a leading multinational developer, manufacturer and marketer of innovative, life-enhancing medical technologies in the fields of vascular, urology, oncology and surgical specialty products.

This press release contains financial measures that are not calculated in accordance with United States generally accepted accounting principles (GAAP). These non-GAAP measures are reconciled to their most directly comparable GAAP measures in the tables below and related notes.

Non-GAAP measures included in our guidance were not reconciled to the appropriate GAAP financial measures because the GAAP measures are not accessible on a forward-looking basis. Items that impact our non-GAAP financial measures may include acquisition-related items, asset impairments, litigation charges, restructuring and productivity initiative costs, tax items and amortization of certain intangible assets, such as in connection with future acquisitions. These items cannot all be reasonably predicted and may directly impact our non-GAAP net income and our non-GAAP diluted earnings per share, although changes with respect to certain of these items may offset other changes. In addition, certain of these items are dependent on various factors. Accordingly, a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measures is not available without unreasonable effort.

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are based on management’s current expectations, the accuracy of which is necessarily subject to risks and uncertainties. These statements are not historical in nature and use words such as “anticipate”, “estimate”, “expect”, “project”, “intend”, “forecast”, “plan”, “believe”, and other words of similar meaning in connection with any discussion of future operating or financial performance. Many factors may cause actual results to differ materially from anticipated results including product developments, sales efforts, income tax matters, the outcomes of contingencies such as legal proceedings, and other economic, business, competitive and regulatory factors. The company undertakes no obligation to update its forward-looking statements. Please refer to the Cautionary Statement Regarding Forward-Looking Information in our March 31, 2017 Form 10-Q for more detailed information about these and other factors that may cause actual results to differ materially from those expressed or implied.

  C. R. Bard, Inc. Consolidated Statements of Income (dollars and shares in thousands except per share amounts, unaudited)                   Quarter Ended Six Months Ended June 30, June 30,

2017

2016

2017

2016

  Net sales $ 979,700 $ 931,500 $ 1,918,500 $ 1,805,000 Costs and expenses Cost of goods sold 361,300 351,000 715,500 671,400 Marketing, selling and administrative expense 287,300 278,500 572,700 549,100 Research and development expense 74,500 71,300 144,500 139,600 Interest expense 15,100 13,400 30,200 24,700 Other (income) expense, net   72,700   9,600   85,300   69,600 Total costs and expenses   810,900   723,800   1,548,200   1,454,400 Income from operations before income taxes   168,800   207,700   370,300   350,600   Income tax provision   29,100   48,500   52,500   75,200   Net income $ 139,700 $ 159,200 $ 317,800 $ 275,400   Basic earnings per share available to common shareholders $ 1.90 $ 2.14 $ 4.32 $ 3.70   Diluted earnings per share available to common shareholders $ 1.86 $ 2.11 $ 4.23 $ 3.64   Wt. avg. common shares outstanding - basic 73,100 74,000 73,100 74,000 Wt. avg. common and common equivalent shares outstanding - diluted 74,800 75,200 74,700 75,200     Product Group Summary of Net Sales (dollars in thousands, unaudited)                     Quarter Ended June 30, Six Months Ended June 30, Constant Constant 2017 2016 Change Currency 2017 2016 Change Currency Vascular $ 277,600 $ 255,300 9 % 10 % $ 534,200 $ 494,800 8 % 9 % Urology 241,300 240,000 1 % 2 % 479,000 456,700 5 % 6 % Oncology 266,500 252,400 6 % 7 % 522,000 494,300 6 % 6 % Surgical Specialties 169,700 159,900 6 % 7 % 334,800 311,300 8 % 8 % Other   24,600   23,900   3 % 6 %   48,500   47,900   1 % 4 % Net sales $ 979,700 $ 931,500   5 % $ 1,918,500 $ 1,805,000   6 % Foreign exchange impact     (11,100 )     (18,100 ) Constant Currency $ 979,700 $ 920,400   6 % $ 1,918,500 $ 1,786,900   7 %     Non-GAAP Reconciliation of Earnings (dollars in millions except per share amounts, unaudited)                   Quarter Ended June 30, 2017 Diluted Earnings Marketing, per Share Cost of Selling and Research & Other Available Goods Administrative Development (Income) Income Net to Common Sold Expense Expense Expense, Net Taxes Income Shareholders   GAAP Basis $ 361.3 $ 287.3 $ 74.5 $ 72.7 $ 29.1 $ 139.7 $ 1.86 Amortization of intangible assets (32.3 ) - - - 11.1 21.2

Items that affect comparability of

results between periods:

Acquisition-related items (0.2 ) (1.4 ) (1.6 ) 0.6 0.7 1.9 Litigation charges - - - (66.1 ) 15.8 50.3 BD transaction costs - - - (6.6 ) 0.5 6.1 Restructuring and productivity initiative costs - - - (2.5 ) 0.8 1.7 Gore proceeds   -     -     -     2.4     (0.9 )   (1.5 )   Total   (32.5 )   (1.4 )   (1.6 )   (72.2 )   28.0     79.7     1.06 Adjusted Basis $ 328.8   $ 285.9   $ 72.9   $ 0.5   $ 57.1   $ 219.4   $ 2.92     Quarter Ended June 30, 2016 Diluted Earnings Marketing, per Share Cost of Selling and Research & Other Available Goods Administrative Development (Income) Income Net to Common Sold Expense Expense Expense, Net Taxes Income Shareholders(1)   GAAP Basis $ 351.0 $ 278.5 $ 71.3 $ 9.6 $ 48.5 $ 159.2 $ 2.11 Amortization of intangible assets (32.8 ) - - - 11.1 21.7

Items that affect comparability of

results between periods:

Acquisition-related items (1.7 ) (2.0 ) (0.4 ) 0.2 1.6 2.3 Asset impairment (1.2 ) - - - - 1.2 Restructuring and productivity initiative costs   -     -     -     (11.9 )   4.1     7.8     Total   (35.7 )   (2.0 )   (0.4 )   (11.7 )   16.8     33.0     0.44 Adjusted Basis $ 315.3   $ 276.5   $ 70.9   $ (2.1 ) $ 65.3   $ 192.2   $ 2.54     Six Months Ended June 30, 2017 Diluted Earnings Marketing, per Share Cost of Selling and Research & Other Available Goods Administrative Development (Income) Income Net to Common Sold Expense Expense Expense, Net Taxes Income Shareholders   GAAP Basis $ 715.5 $ 572.7 $ 144.5 $ 85.3 $ 52.5 $ 317.8 $ 4.23 Amortization of intangible assets (64.5 ) - - - 22.1 42.4

Items that affect comparability of

results between periods:

Acquisition-related items (0.2 ) (4.6 ) (1.6 ) 0.4 1.5 4.5 Litigation charges - - - (78.3 ) 15.9 62.4 BD transaction costs - - - (6.6 ) 0.5 6.1 Restructuring and productivity initiative costs - - - (5.2 ) 2.1 3.1 Gore proceeds   -     -     -     2.4     (0.9 )   (1.5 )   Total   (64.7 )   (4.6 )   (1.6 )   (87.3 )   41.2     117.0     1.56 Adjusted Basis $ 650.8   $ 568.1   $ 142.9   $ (2.0 ) $ 93.7   $ 434.8   $ 5.79     Six Months Ended June 30, 2016 Diluted Earnings Marketing, per Share Cost of Selling and Research & Other Available Goods Administrative Development (Income) Income Net to Common Sold Expense Expense Expense, Net Taxes Income Shareholders   GAAP Basis $ 671.4 $ 549.1 $ 139.6 $ 69.6 $ 75.2 $ 275.4 $ 3.64 Amortization of intangible assets (65.2 ) - - - 22.1 43.1

Items that affect comparability of

results between periods:

Acquisition-related items 2.6 (6.1 ) (1.9 ) (3.0 ) 4.1 4.3 Asset impairment (1.2 ) - - - - 1.2 Litigation charges - - - (48.9 ) 18.1 30.8 Restructuring and productivity initiative costs   -     -     -     (21.7 )   7.3     14.4     Total   (63.8 )   (6.1 )   (1.9 )   (73.6 )   51.6     93.8     1.24 Adjusted Basis $ 607.6   $ 543.0   $ 137.7   $ (4.0 ) $ 126.8   $ 369.2   $ 4.88   (1) Total per share amounts do not add due to rounding.  

Notes to Non-GAAP Reconciliation of Earnings

• For the second quarter 2017, amortization of intangible assets was $32.3 million pre-tax and the following items affected the comparability of results between periods: (i) charges of $2.6 million pre-tax from acquisition-related items including purchased research and development, transaction costs, purchase accounting adjustments and integration costs; (ii) charges of $66.1 million pre-tax related to estimated costs for product liability matters and litigation-related defense costs in connection with the District Court’s pre-trial orders that the company prepare additional individuals cases for trial (the “WHP Pre-Trial Orders”); (iii) charges of $6.6 million pre-tax for transaction costs related to the Agreement and Plan of Merger (the “Merger Agreement”) with Becton, Dickinson and Company (“BD”); (iv) charges of $2.5 million pre-tax for restructuring and productivity initiatives; and (v) a gain of $2.4 million pre-tax related to an agreement to settle the dispute and end the litigation with W. L. Gore & Associates, Inc. (“Gore”). The net effect of these items decreased net income by $79.7 million, or $1.06 diluted earnings per share available to common shareholders.
• For the second quarter 2016, amortization of intangible assets was $32.8 million pre-tax and the following items affected the comparability of results between periods: (i) net charges of $3.9 million pre-tax from acquisition-related items including transaction costs, purchase accounting adjustments and integration costs; (ii) a charge of $1.2 million pre-tax related to an asset impairment; and (iii) charges of $11.9 million pre-tax for restructuring and productivity initiatives. The net effect of these items decreased net income by $33.0 million, or $0.44 diluted earnings per share available to common shareholders.
• For the six months ended June 30, 2017, amortization of intangible assets was $64.5 million pre-tax and the following items affected the comparability of results between periods: (i) charges of $6.0 million pre-tax from acquisition-related items including purchased research and development, transaction costs, purchase accounting adjustments and integration costs; (ii) charges of $78.3 million pre-tax related to estimated costs for product liability matters, litigation-related defense costs in connection with the WHP Pre-Trial Orders, and for Civil Investigative Demands received from a number of State Attorneys General (the “AG Matter”); (iii) charges of $6.6 million pre-tax for transaction costs related to the Merger Agreement with BD; (iv) charges of $5.2 million pre-tax for restructuring and productivity initiatives; and (v) a gain of $2.4 million pre-tax related to an agreement to settle the dispute and end the litigation with Gore. The net effect of these items decreased net income by $117.0 million, or $1.56 diluted earnings per share available to common shareholders.
• For the six months ended June 30, 2016, amortization of intangible assets was $65.2 million pre-tax and the following items affected the comparability of results between periods: (i) net charges of $8.4 million pre-tax from acquisition-related items including transaction costs, purchase accounting adjustments and integration costs; (ii) a charge of $1.2 million pre-tax related to an asset impairment; (iii) a charge of $48.9 million pre-tax related to estimated costs for product liability matters; and (iv) charges of $21.7 million pre-tax for restructuring and productivity initiatives. The net effect of these items decreased net income by $93.8 million, or $1.24 diluted earnings per share available to common shareholders.

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This press release includes net sales excluding the impact of foreign exchange. The company analyzes net sales on a constant currency basis to better measure the comparability of results between periods. Because changes in foreign currency exchange rates have a non-operating impact on net sales, the company believes that evaluating growth in net sales on a constant currency basis provides an additional and meaningful assessment of net sales to both management and the company’s investors.

In addition, this press release includes the following non-GAAP measures: (1) cost of goods sold excluding the impact of amortization of intangible assets, acquisition-related items and an asset impairment; (2) marketing, selling and administrative expense excluding the impact of acquisition-related items; (3) research and development expense excluding the impact of acquisition-related items; (4) other (income) expense, net, excluding the impact of acquisition-related items, litigation charges (which includes product liability matters, litigation-related defense costs in connection with the WHP Pre-Trial Orders, and for the AG Matter), BD transaction costs, restructuring and productivity initiative costs and Gore proceeds; (5) the tax effect of the items set forth in (1) through (4) above; (6) net income excluding the items set forth in (1) through (5) above; and (7) diluted earnings per share available to common shareholders excluding the items set forth in (1) through (5) above.

The company excluded the items described above because they may cause certain statements of operations categories not to be indicative of ongoing operating results, and therefore affect the comparability of results between periods. The company therefore believes that these non-GAAP measures provide an additional and meaningful assessment of the company’s ongoing operating performance. Because the company has historically reported non-GAAP results to the investment community, management also believes that the inclusion of these non-GAAP measures provides consistency in its financial reporting and facilitates investors’ understanding of the company’s historic operating trends by providing an additional basis for comparisons to prior periods. Management uses these non-GAAP measures: (1) to establish financial and operational goals; (2) to monitor the company’s actual performance in relation to its business plan and operating budgets; (3) to evaluate the company’s core operating performance and understand key trends within the business; and (4) as part of several components it considers in determining incentive compensation.

Management recognizes that the use of these non-GAAP measures has limitations, including the fact that they may not be comparable with similar non-GAAP measures used by other companies and that management must exercise judgment in determining which types of charges or other items should be excluded from the non-GAAP information. Management compensates for these limitations by providing full disclosure of each non-GAAP measure and a reconciliation to the most directly comparable GAAP measure. All non-GAAP measures are intended to supplement the applicable GAAP disclosures and should not be considered in isolation from, or as a replacement for, financial information prepared in accordance with GAAP. For a reconciliation of these non-GAAP measures to the most comparable GAAP measures, please see the above tables.

 

Notes to Non-GAAP Reconciliation of Earnings per Share(dollars and shares in thousands, except per share amounts, unaudited)

        Quarter Ended   Six Months Ended June 30, June 30, 2017   2016 2017   2016 Earnings per Share Numerator: GAAP Basis - basic and diluted Net income $ 139,700 $ 159,200 $ 317,800 $ 275,400 Less: Income allocated to participating securities (1)   700   800   1,700   1,400 Net income available to common shareholders $ 139,000 $ 158,400 $ 316,100 $ 274,000   Earnings per Share Numerator: Adjusted Earnings Net income $ 219,400 $ 192,200 $ 434,800 $ 369,200 Less: Income allocated to participating securities (1)   1,200   1,000   2,300   1,900 Net income available to common shareholders $ 218,200 $ 191,200 $ 432,500 $ 367,300   Earnings per Share Denominator: Wt. avg. common shares outstanding - basic 73,100 74,000 73,100 74,000 Wt. avg. common and common equivalent shares outstanding - diluted 74,800 75,200 74,700 75,200   Earnings per Share: GAAP Basis Basic earnings per share available to common shareholders $ 1.90 $ 2.14 $ 4.32 $ 3.70 Diluted earnings per share available to common shareholders $ 1.86 $ 2.11 $ 4.23 $ 3.64   Earnings per Share: Adjusted Earnings Diluted earnings per share available to common shareholders $ 2.92 $ 2.54 $ 5.79 $ 4.88  

(1) Basic and diluted earnings per share available to common shareholders is calculated using a numerator, which represents the total of income less income allocated to participating securities.

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C. R. Bard, Inc.Investor Relations:Todd W. Garner, 908-277-8065Vice President, Investor RelationsorMedia Relations:Scott T. Lowry, 908-277-8365Vice President and Treasurer