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8-K - VCA ANTECH, INC. 8-K - VCA INCa50045916.htm

Exhibit 99.1

VCA Antech, Inc. Reports Third Quarter 2011 Results

  • Third quarter revenue increased 7.4% to a third quarter record of $385.1 million
  • Third quarter diluted earnings per common share of $0.35
  • Third quarter adjusted diluted earnings per common share of $0.37

LOS ANGELES--(BUSINESS WIRE)--October 27, 2011--VCA Antech, Inc. (NASDAQ NM SYMBOL: WOOF), a leading animal healthcare company in the United States, today reported financial results for the third quarter ended September 30, 2011 as follows: revenue increased 7.4% to a third quarter record of $385.1 million; gross profit of $90.1 million; net income of $30.2 million; and diluted earnings per common share of $0.35.

Our earnings for the quarter ended September 30, 2011 included debt retirement costs of $2.8 million, or $1.7 million net of tax, related to the refinancing of our senior credit facility. Excluding these items, adjusted diluted earnings per common share was $0.37.

We also reported our financial results for the nine months ended September 30, 2011, as follows: revenue increased 7.0% to a nine-month record of $1.116 billion; gross profit of $266.7 million; net income of $98.6 million; and diluted earnings per common share of $1.13. Excluding the aforementioned debt retirement costs adjusted diluted earnings per common share was $1.15.

Bob Antin, Chairman and CEO, stated, “I am pleased with our company’s performance for the third quarter. Although we continue to face a challenging business environment, we have been able to grow both organic Animal Hospital and Laboratory revenues during the quarter. We also continue to be excited about the growth prospects of Vetstreet and we continue to be optimistic regarding the future prospects of the companion animal healthcare industry.

“The three and nine months ended September 30, 2010 included $2.6 million, or $1.6 million net of tax, of debt retirement costs and $5.4 million, or $3.5 million net of tax, related to additional state tax payments required as a result of a tax audit settlement. Excluding these charges, adjusted diluted earnings per share for the three-month period ended September 30, 2010 was $0.37. The nine-month period ended September 30, 2010 also included a $14.5 million, or $8.9 million net of tax charge, as previously disclosed. Excluding this charge, adjusted diluted earnings per share was $1.18.

“Animal Hospital revenue in the third quarter of 2011 increased 9.6% to $303.2 million driven by acquisitions made in the past twelve months and same-store revenue growth, adjusted for one less business day, of 1.0%. Our Animal Hospital gross margin increased to 17.0%, compared to 16.8%, for the prior year quarter, and our Animal Hospital operating margin increased to 15.1%, compared to 14.8%, for the prior year quarter. Our same-store revenue increased by 1.0% and our same-store gross profit margin increased to 17.1%, from 17.0%. During the quarter, we acquired four independent animal hospitals which had historical combined annual revenue of $8.7 million, as well as BrightHeart Veterinary Centers which operates nine hospitals with historical combined annual revenue of $53.0 million.

“Laboratory revenue in the third quarter increased 2.2% to $79.0 million. Internal revenue growth was 2.2%, driven by an increase in the number of requisitions. Our Laboratory gross profit margin decreased by 20 basis points to 44.7% and our operating margin decreased 30 basis points to 35.8%.


“Revenue from all other business operations increased $1.5 million to $18.9 million, which related to the acquisition of Vetstreet during the quarter.”

Non-GAAP Financial Measures

We believe investors’ understanding of our total performance is enhanced by disclosing adjusted net income and adjusted diluted earnings per common share. We define these adjusted measures as the reported amounts, adjusted to exclude certain significant items. Adjusted diluted earnings per common share equals adjusted net income divided by diluted common shares outstanding.

Management uses adjusted measures because they exclude the effect of significant items that we believe are not representative of our core operations for the periods presented. As a result, these non-GAAP financial measures help to provide meaningful comparisons of our overall performance from one reporting period to another and meaningful assessments of related trends. For the three and nine months ended September 30, 2011, we made the following adjustments: $2.8 million, or $1.7 million after tax, and $0.02 per diluted common share for debt retirement costs related to the refinancing of our senior credit facility. Further, for the three and nine months ended September 30, 2010, we adjusted our reported amounts for $14.5 million, or $8.9 million net of tax, or $0.10 per diluted common share, for future compensation in connection with executive consulting agreements, and $5.4 million, or $3.5 million net of tax, or $0.04 per diluted common share, for a tax expense related to the settlement of state taxes assessed on taxable income for the tax years 2004 through 2007, and $2.6 million, or $1.6 million after tax, or $0.02 per diluted common share, for debt retirement costs related to the refinancing of our senior term notes.

There is a material limitation associated with the use of these non-GAAP financial measures: our adjusted measures exclude the impact of these significant items, and as a result, our computation of adjusted diluted earnings per common share does not depict diluted earnings per common share in accordance with GAAP.

To compensate for the limitations in the non-GAAP financial measures discussed above, our disclosures provide a complete understanding of all adjustments found in non-GAAP financial measures, and we reconcile the non-GAAP financial measures to the GAAP financial measures in the attached financial schedules titled “Supplemental Operating Data.”


Conference Call

We will discuss our third quarter 2011 financial results during a conference call today, October 27th, at 4:30 p.m. Eastern Time. A live broadcast of the call may be accessed by visiting our website at http://investor.vcaantech.com. The call may also be accessed by dialing (877) 293-5492. Interested parties should call at least 10 minutes prior to the start of the call to register.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may and likely will differ materially from this forward-looking information. Our Animal Hospital and Laboratory revenues have been materially adversely impacted by the current economic recession. We are unable to forecast accurately the timing or degree of any economic recovery. Further, trends in the general economy may not be reflected in our business at the same time or in the same degree as in the general economy. The timing and degree of any economic recovery, and its impact on our business, are among the important factors that could cause actual results to differ from this forward-looking information. Among other factors that could cause our actual results to differ from this forward-looking information are: an increase in the level of direct costs or a failure to increase revenue at a level necessary to maintain our expected operating margins, a material adverse change in our financial condition or operations; the level of selling, general and administrative costs; the effects of our recent and future acquisitions (including Vetstreet) and our ability to effectively manage our growth and achieve operating synergies; a decline in demand for any of our products and services; any disruption in our information technology systems or transportation networks; the effects of competition; any impairment in the carrying value of our goodwill and other intangible assets; changes in prevailing interest rates; our ability to service our debt; and general economic conditions. These and other risks are discussed in our Report on Form 10-K for the year ended December 31, 2010 and the reader is directed to these statements for a further discussion of important factors that could cause actual results to differ materially from those in the forward-looking statements.

We own, operate and manage the largest networks of freestanding veterinary hospitals and veterinary-exclusive clinical laboratories in the country and we provide the largest online communication, professional education and marketing solution to the veterinary community. We also supply diagnostic imaging equipment to the veterinary industry.


 
 
VCA Antech, Inc.
Consolidated Income Statements
(Unaudited)
(In thousands, except per share amounts)
         
Three Months Ended Nine Months Ended
September 30, September 30,
2011 2010 2011 2010
Revenue:
Animal hospital $ 303,203 $ 276,739 $ 864,476 $ 791,002
Laboratory 78,985 77,292 242,919 238,444
All other 18,882 17,406 54,187 47,805
Intercompany   (15,935 )   (12,734 )   (45,219 )   (33,895 )
  385,135     358,703     1,116,363     1,043,356  
 
Direct costs 294,998 273,404 849,616 781,778
 
Gross profit:
Animal hospital 51,590 46,626 144,083 137,331
Laboratory 35,328 34,713 112,727 111,797
All other 4,733 5,254 13,981 14,432
Intercompany   (1,514 )   (1,294 )   (4,044 )   (1,982 )
  90,137     85,299     266,747     261,578  
 
Selling, general and administrative expense:
Animal hospital 6,126 5,599 18,253 16,859
Laboratory 7,088 6,804 20,577 19,485
All other 4,669 3,731 11,809 10,650
Corporate   14,605     10,971     34,695     47,296  
  32,488     27,105     85,334     94,290  
 
Loss (gain) on sale and disposal of assets   (192 )   152     (43 )   163  
 
Operating income 57,841 58,042 181,456 167,125
 
Interest expense, net 4,222 3,619 12,816 9,564
Other expense   2,772     2,370     2,763     2,060  

Income before provision for income taxes

50,847 52,053 165,877 155,501
Provision for income taxes   19,488     23,466     63,957     63,465  
Net income   31,359     28,587     101,920     92,036  
Net income attributable to noncontrolling interests   1,190     1,156     3,300     3,266  
Net income attributable to VCA Antech, Inc. $ 30,169   $ 27,431   $ 98,620   $ 88,770  
 
Diluted earnings per share $ 0.35   $ 0.32   $ 1.13   $ 1.02  

Shares used for computing diluted earnings per share

  87,253     86,964     87,293     86,998  
 
 

 
 
VCA Antech, Inc.
Consolidated Balance Sheets
(Unaudited)
(In thousands)
   
September 30, December 31,
2011 2010
Assets
 
Current assets:
Cash and cash equivalents $ 79,243 $ 97,126
Trade accounts receivable, net 53,445 49,224
Inventory 46,876 40,760
Prepaid expenses and other 23,203 21,138
Deferred income taxes 20,129 19,019
Prepaid income taxes   10,765   19,047
Total current assets 233,661 246,314
Property and equipment, net 361,451 331,687
Other assets:
Goodwill 1,254,061 1,092,480
Other intangible assets, net 94,072 46,986
Deferred financing costs, net 5,711 6,700
Other   47,858   42,255
Total assets $ 1,996,814 $ 1,766,422
 
Liabilities and Equity
 
Current liabilities:
Current portion of long-term debt $ 28,480 $ 28,101
Accounts payable 34,178 31,970
Accrued payroll and related liabilities 46,594 35,754
Other accrued liabilities   45,179   45,769
Total current liabilities 154,431 141,594
Long-term debt, less current portion 598,918 498,935
Deferred income taxes 95,745 82,131
Other liabilities 26,247 28,478
Redeemable noncontrolling interest 6,891 5,799
VCA Antech, Inc. stockholders' equity:
Common stock 87 86
Additional paid-in capital 355,077 347,848
Accumulated earnings 748,873 650,253
Accumulated other comprehensive income   138   737
Total VCA Antech, Inc. stockholders' equity 1,104,175 998,924
Noncontrolling interest   10,407   10,561
Total equity   1,114,582   1,009,485
Total liabilities and equity $ 1,996,814 $ 1,766,422
 
 

 
 
VCA Antech, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
     
Nine Months Ended
September 30,
2011 2010
Cash flows from operating activities:
Net income $ 101,920 $ 92,036

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 41,386 33,387
Amortization of debt costs 1,169 461
Provision for uncollectible accounts 4,510 5,388
Debt retirement costs 2,764 2,550
(Gain) loss on sale and disposal of assets (43 ) 163
Share-based compensation 6,610 7,490
Deferred income taxes 14,649 10,992
Excess tax benefit from exercise of stock options (963 ) (370 )
Other (489 ) (550 )
Changes in operating assets and liabilities:
Accounts receivable (7,018 ) (7,533 )
Inventory, prepaid expenses and other assets (9,806 ) (1,754 )
Income taxes 8,707 (9,545 )
Accounts payable and other accrued liabilities (8,328 ) 7,038
Accrued payroll and related liabilities   8,523     3,717  
Net cash provided by operating activities   163,591     143,470  
Cash flows from investing activities:
Business acquisitions, net of cash acquired (190,363 ) (44,126 )
Real estate acquired in connection with business acquisitions (1,900 ) (5,834 )
Property and equipment additions (43,275 ) (47,675 )
Proceeds from sale of assets 447 15
Other   (723 )   188  
Net cash used in investing activities   (235,814 )   (97,432 )
Cash flows from financing activities:
Repayment of long-term obligations (90,945 ) (548,560 )
Proceeds from the issuance of long-term obligations 150,000 500,000
Payment of financing costs (2,944 ) (9,112 )
Borrowings on revolving credit facility 50,000 -
Repayments on revolving credit facility (50,000 ) -
Distributions to noncontrolling interest partners (1,959 ) (3,314 )
Proceeds from issuance of common stock under stock option plans 2,596 4,781
Repurchase of common stock (2,663 ) (2,292 )
Excess tax benefit from exercise of stock options 963 370
Other   (345 )   (897 )
Net cash provided by (used in) financing activities   54,703     (59,024 )
Effect of currency exchange rate changes on cash and cash equivalents (363 ) 38
Decrease in cash and cash equivalents (17,883 ) (12,948 )
Cash and cash equivalents at beginning of period   97,126     145,181  
Cash and cash equivalents at end of period $ 79,243   $ 132,233  
 
 

 
 
VCA Antech, Inc.
Supplemental Operating Data
(Unaudited - In thousands, except per share amounts)
       
Table #1
Reconciliation of net income attributable to Three Months Ended Nine Months Ended
VCA Antech, Inc., to adjusted net income September 30, September 30,
attributable to VCA Antech, Inc. 2011 2010 2011 2010
 
Net income attributable to VCA Antech, Inc. $ 30,169 $ 27,431 $ 98,620 $ 88,770
Debt retirement costs 2,764 2,550 2,764 2,550
Tax benefit from debt retirement costs (1) (1,079 ) (992 ) (1,079 ) (992 )
Tax settlement - 5,400 - 5,400
Tax benefit from tax settlement (1) - (1,920 ) - (1,920 )
Compensation charges - - - 14,525
Tax benefit from compensation charges (1)   -     -     -     (5,653 )
Adjusted net income attributable to VCA Antech, Inc. $ 31,854   $ 32,469   $ 100,305   $ 102,680  
 
(1) The rate used to calculate the tax benefit is the statutory tax rate for the year.
 
Table #2 Three Months Ended Nine Months Ended

Reconciliation of diluted earnings per share to

September 30, September 30,
adjusted diluted earnings per share 2011 2010 2011 2010
 
Diluted earnings per share $ 0.35 $ 0.32 $ 1.13 $ 1.02
Impact of debt retirement costs, net of tax 0.02 0.02 0.02 0.02
Impact of tax settlement, net of tax - 0.04 - 0.04
Impact of compensation charges, net of tax   -     -     -     0.10  
Adjusted diluted earnings per share (1) $ 0.37   $ 0.37   $ 1.15   $ 1.18  
Shares used for computing adjusted
diluted earnings per share   87,253     86,964     87,293     86,998  
 
(1) Amounts may not add due to rounding.
 
Table #3 Three Months Ended Nine Months Ended
Reconcilliation of operating income to September 30, September 30,
adjusted operating income 2011 2010 2011 2010
 
Consolidated operating income $ 57,841 $ 58,042 $ 181,456 $ 167,125
Compensation charges   -     -     -     14,525  
Consolidated adjusted operating income $ 57,841   $ 58,042   $ 181,456   $ 181,650  
Consolidated adjusted operating margin 15.0 % 16.2 % 16.3 % 17.4 %
 
 

 
 
VCA Antech, Inc.
Supplemental Operating Data
(Unaudited - In thousands)
             
As of
Table #4 September 30, December 31,
Selected consolidated balance sheet data 2011 2010
 
Debt:
Senior term notes $ 581,250 $ 493,750
Other debt and capital leases   46,148       33,286  
Total debt $ 627,398     $ 527,036  
 
Three Months Ended Nine Months Ended
Table #5 September 30, September 30,
Selected expense data 2011 2010 2011 2010
 
Rent expense $ 13,952   $ 13,211   $ 40,337   $ 37,698  
 

 

Depreciation and amortization included in direct costs:

Animal hospital $ 10,301 $ 8,189 $ 29,544 $ 23,037
Laboratory 2,458 2,317 7,232 6,946
All other 1,299 387 2,130 1,139
Intercompany   (334 )   (263 )   (953 )   (753 )
13,724 10,630 37,953 30,369
 

Depreciation and amortization included in selling, general and administrative expense

  1,206     1,051     3,433     3,018  
Total depreciation and amortization $ 14,930   $ 11,681   $ 41,386   $ 33,387  
 
Share-based compensation included in direct costs:
Laboratory $ 116 $ 156 $ 311 $ 488
 

 

Share-based compensation included in selling, general and administrative expense:

Animal hospital 329 361 877 1,110
Laboratory 399 309 920 950
All other 73 63 201 195
Corporate   3,162     746     4,301     4,747  
  3,963     1,479     6,299     7,002  
Total share-based compensation $ 4,079   $ 1,635   $ 6,610   $ 7,490  
 

CONTACT:
VCA Antech, Inc.
Tomas Fuller
Chief Financial Officer
(310) 571-6505