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8-K - FORM 8-K - Syneos Health, Inc.q12016form8k.htm


Exhibit 99.1


FOR IMMEDIATE RELEASE

INC Research Reports First Quarter 2016 Results

Highlights

Book-to-bill of 1.2x for the first quarter of 2016 and 1.3x for the trailing twelve-month period ended March 31, 2016.
Net new business awards of $302.4 million for the three months ended March 31, 2016.
Net service revenue growth of 17.7% for the three months ended March 31, 2016.
Adjusted diluted earnings per share growth of 38.1% to $0.58 for the three months ended March 31, 2016.
GAAP diluted earnings per share of $0.31 for the three months ended March 31, 2016.
Increased full year net service revenue guidance to $1,020 million to $1,030 million and adjusted diluted EPS guidance to $2.34 to $2.46.

RALEIGH, NC, May 2, 2016-- INC Research Holdings, Inc. (Nasdaq: INCR), a leading global Phase I to Phase IV contract research organization, today reported financial results for the first quarter ended March 31, 2016.

“INC is off to an excellent start in 2016 with our first quarter results driven by robust awards and a strong book-to-bill ratio,” said CEO Jamie Macdonald. “We continue to strengthen our position as an innovative clinical development partner to our customers and remain focused on our goal to make INC Research the CRO of Choice for all of our stakeholders.”


1


First Quarter 2016 Results
Net service revenue for the three months ended March 31, 2016 increased by 17.7% to $249.0 million, compared to net service revenue of $211.5 million for the three months ended March 31, 2015. Net service revenue growth during the first quarter of 2016 was primarily driven by continued strong awards over the last two years. In 2016, revenue grew across all therapeutic areas and has been particularly strong in the central nervous system, oncology and other complex therapeutic areas. During the three months ended March 31, 2016, fluctuations in foreign currency exchange rates resulted in an unfavorable impact of $6.0 million on net service revenue compared to the same period in the prior year.
Income from operations for the three months ended March 31, 2016 increased 0.4% to $32.5 million, compared to $32.4 million for the three months ended March 31, 2015, representing an operating margin for the three months ended March 31, 2016 of 13.1%, compared to 15.3% for the same period in the prior year.
The Company's income from operations includes certain expenses and transactions that the Company believes are not representative of its core operations. Excluding these items, adjusted income from operations was $52.2 million for the three months ended March 31, 2016, compared to $46.4 million for the three months ended March 31, 2015, representing growth of 12.4%. Adjusted operating margin for the three months ended March 31, 2016, was 21.0% compared to 22.0% for the same period in 2015.
The Company reported net income for the three months ended March 31, 2016 of $17.4 million, resulting in diluted earnings per share of $0.31, compared to net income of $25.3 million, or $0.40 per diluted share, for the three months ended March 31, 2015. This decrease was primarily due to the impact of foreign currency losses in 2016 compared to gains in the first quarter of the prior year. Adjusted net income for the three months ended March 31, 2016 was $32.5 million, or $0.58 per diluted share, compared to $26.3 million, or $0.42 per diluted share, for the same period in the prior year.
Adjusted EBITDA for the three months ended March 31, 2016 increased 11.5% to $57.1 million, up from $51.2 million for the three months ended March 31, 2015. For the three months ended March 31, 2016, adjusted EBITDA margins decreased to 22.9% from 24.2% for the three months ended March 31, 2015.
Important disclosures about and reconciliations of non-GAAP measures, including net service revenue, adjusted income from operations, adjusted operating margin, adjusted net income and adjusted diluted earnings per share, EBITDA and adjusted EBITDA, to the corresponding GAAP measures, are provided below and attached to this press release.
New Business Awards and Backlog
Backlog grew by 17.5% to $1.9 billion as of March 31, 2016, as compared to $1.6 billion as of March 31, 2015. For the three and twelve months ended March 31, 2016, fluctuations in foreign currency exchange rates resulted in a favorable impact on our March 31, 2016 backlog in the amount of $7.0 million and $7.9 million, respectively, primarily due to the strengthening of the Euro against the U.S. dollar. Net new business awards were $302.4 million, representing a book-to-bill ratio of 1.2x, for the three months ended March 31, 2016 as compared to $255.5 million for the three months ended March 31, 2015. This increase was primarily due to the Company's continued growth across CNS, Oncology and other complex therapeutic areas.

2


Business Outlook
The Company is updating its 2016 full-year guidance as outlined in the following table. The guidance takes into account a number of factors, including current foreign currency exchange rates, expected tax rates, and the Company’s overall outlook.
 
Guidance Issued
 
Guidance Issued
 
5/2/2016
 
2/25/2016
 
Low
 
High
 
Low
 
High
Net service revenue
$1,020 million
 
$1,030 million
 
$1,005 million
 
$1,025 million
GAAP diluted EPS
$1.60
 
$1.70
 
$1.69
 
$1.84
Adjusted diluted EPS
$2.34
 
$2.46
 
$2.30
 
$2.45
Important disclosures about and reconciliations of non-GAAP measures, including adjusted net income and diluted adjusted earnings per share, to the corresponding GAAP measures are provided below and attached to this press release.
Webcast and Conference Call Details
INC Research will host a conference call at 8:00 a.m. EDT on May 2, 2016, to discuss its first quarter 2016 financial results. The live webcast will be available in listen-only mode on the Events section of the Company's Investor Relations website at investor.incresearch.com. To participate via phone, please dial +1 (877) 930-8058 within the United States or +1 (253) 336-7551 outside the United States, approximately 15 minutes before the scheduled start of the call. The conference ID for the call is 94957861.
An archived replay of the conference call will be available online at investor.incresearch.com after 1:00 p.m. EDT on May 2, 2016. In addition, an audio replay will be available for one week following the call and will be accessible by dialing +1 (855) 859-2056 within the United States or +1 (404) 537-3406 outside the United States. The audio replay ID is 94957861.
About INC Research
INC Research (Nasdaq: INCR) is a leading global contract research organization ("CRO") providing the full range of Phase I to Phase IV clinical development services for the biopharmaceutical and medical device industries. Leveraging the breadth of our service offerings and the depth of our therapeutic expertise across multiple patient populations, INC Research connects customers, clinical research sites and patients to accelerate the delivery of new medicines to market. The Company was named “Best Contract Research Organization” in December 2015 by a distinguished panel for Scrip Intelligence and ranked “Top CRO to Work With” among large global CROs in the 2015 CenterWatch Global Investigative Site Relationship Survey.  INC Research is headquartered in Raleigh, NC, with operations across six continents and experience spanning more than 110 countries. For more information, please visit www.incresearch.com.

3


Forward-Looking Statements
Except for historical information, all of the statements, expectations, and assumptions contained in this press release, including our updated 2016 guidance, are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Actual results might differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to: our ability to adequately price our contracts and not overrun cost estimates; general and international economic, political and other risks, including currency and stock market fluctuations; fluctuations in our financial results; our ability to maintain or generate new business awards; our backlog not being indicative of future revenues and our ability to realize the anticipated future revenue reflected in our backlog; our customer or therapeutic area concentration; our ability to increase our market share, grow our business and execute our growth strategies; and the other risk factors set forth in our Form 10-K for the year ended December 31, 2015 and other SEC filings, copies of which are available free of charge on our website at investor.incresearch.com. INC Research assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
Use of Non-GAAP Financial Measures
In addition to the financial measures prepared in accordance with GAAP, this press release contains certain non-GAAP financial measures, including Adjusted Income from Operations, Adjusted Operating Margin, Adjusted Net Income (including Adjusted Diluted Earnings per Share), EBITDA and Adjusted EBITDA. A “non-GAAP financial measure” is generally defined as a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations, balance sheets or statements of cash flows of the Company.
The Company defines Adjusted Income from Operations as income from operations excluding certain expenses and transactions that the Company believes are not representative of its core operations, namely, acquisition-related amortization, restructuring and other costs, transaction expenses, share-based compensation expense, contingent consideration related to acquisitions and other, and asset impairment charges. The Company defines Adjusted Operating Margin as adjusted income from operations as a percentage of net service revenue.
The Company defines Adjusted Net Income (including Adjusted Diluted Earnings per Share) as net income (including diluted earnings per share) excluding the items excluded from adjusted income from operations mentioned previously and other expense (income). After giving effect to these items and other unusual tax impacts during the period, the Company has also included an adjustment to its income tax rate to reflect the expected long-term income tax rate.
EBITDA represents earnings before interest, taxes, depreciation and amortization. The Company defines Adjusted EBITDA as EBITDA excluding certain expenses and transactions that the Company believes are not representative of its core operations, namely, restructuring and other costs, transaction expenses, share-based compensation expense, contingent consideration related to acquisitions and other, asset impairment charges, transaction expenses, and other expense (income). The Company presents EBITDA and Adjusted EBITDA because it believes they are useful metrics for investors as they are commonly used by investors, analysts and debt holders to measure the Company's ability to service its debt obligations, fund capital expenditures and meet working capital requirements.
Each of the non-GAAP measures noted above are used by management and the Board to evaluate the Company's core operating results as they exclude certain items whose fluctuations from period-to-period do not necessarily correspond to changes in the core operations of the business. Adjusted Income from Operations, Adjusted Operating Margin, and Adjusted Net Income (including Adjusted Diluted Earnings per Share) are used by management and the Board to assess the Company's business. The Company believes these measures are used by investors and analysts to measure the Company's performance. Adjusted

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EBITDA is also a useful metric for management, investors and debt holders to measure the Company's ability to service its debt obligations.
Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP.  Also, other companies might calculate these measures differently. Investors are encouraged to review the reconciliations of the non-GAAP financial measures to their most directly comparable GAAP measures included in this press release and the accompanying tables.

Investor Relations Contact:
Ronnie Speight
Vice President, Investor Relations
Phone: +1 (919) 745-2745
Email: Investor.Relations@incresearch.com


Press/Media Contact:
Lori Dorer
Senior Director, Corporate Communications
Phone: +1 (513) 763-1380
Email: Corporate.Communications@incresearch.com

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INC Research Holdings, Inc. and Subsidiaries
GAAP Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)

 
Three Months Ended March 31,
 
2016
 
2015
Net service revenue
$
248,997

 
$
211,514

Reimbursable out-of-pocket expenses
164,090

 
97,403

    Total revenue
413,087

 
308,917

 
 
 
 
Costs and operating expenses:
 
 
 
Direct costs
152,058

 
125,448

Reimbursable out-of-pocket expenses
164,090

 
97,403

Selling, general and administrative
43,479

 
35,800

Restructuring and other costs
6,038

 
(418
)
Transaction expenses
561

 
122

Asset impairment charges

 
3,931

Depreciation
4,892

 
4,766

Amortization
9,461

 
9,478

    Total operating expenses
380,579

 
276,530

Income from operations
32,508

 
32,387

 
 
 
 
Other income (expense), net:
 
 
 
Interest income
34

 
84

Interest expense
(3,004
)
 
(5,389
)
Other (expense) income, net
(5,117
)
 
3,466

Total other expense, net
(8,087
)
 
(1,839
)
Income before provision for income taxes
24,421

 
30,548

Income tax expense
(7,016
)
 
(5,292
)
Net income
$
17,405

 
$
25,256

 
 
 
 
Earnings per share:
 
 
 
Basic
$
0.32

 
$
0.41

Diluted
$
0.31

 
$
0.40

Weighted average common shares outstanding:
 
 
 
Basic
53,955

 
61,244

Diluted
55,862

 
63,103



6


INC Research Holdings, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Measures
(in thousands)
(unaudited)

 
Three Months Ended March 31,
 
2016
 
2015
Adjusted Income from Operations:
 
 
 
GAAP income from operations
$
32,508

 
$
32,387

Amortization (a)
9,461

 
9,478

Restructuring and other costs (b)
6,038

 
(418
)
Transaction expenses (c)
561

 
122

Asset impairment charges (d)

 
3,931

Share-based compensation (e)
2,816

 
707

Contingent consideration and other (f)
799

 
221

Adjusted Income from Operations
$
52,183

 
$
46,428

GAAP Operating Margin
13.1
%
 
15.3
%
Adjusted Operating Margin
21.0
%
 
22.0
%
 
 
 
 
EBITDA and Adjusted EBITDA:
 
 
 
Net income as reported
$
17,405

 
$
25,256

Interest expense, net
2,970

 
5,305

Income tax expense
7,016

 
5,292

Depreciation
4,892

 
4,766

Amortization
9,461

 
9,478

EBITDA
41,744

 
50,097

Restructuring and other costs (b)
6,038

 
(418
)
Transaction expenses (c)
561

 
122

Asset impairment charges (d)

 
3,931

Share-based compensation (e)
2,816

 
707

Contingent consideration and other (f)
799

 
221

Other expense (income) (g)
5,117

 
(3,466
)
Adjusted EBITDA
$
57,075

 
$
51,194

Adjusted EBITDA Margin
22.9
%
 
24.2
%

7


INC Research Holdings, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Measures (Continued)
(in thousands, except per share data)
(unaudited)

 
Three Months Ended March 31,
 
2016
 
2015
Adjusted Net Income:
 
 
 
Net income as reported
$
17,405

 
$
25,256

Amortization (a)
9,461

 
9,478

Restructuring and other costs (b)
6,038

 
(418
)
Transaction expenses (c)
561

 
122

Asset impairment charges (d)

 
3,931

Share-based compensation (e)
2,816

 
707

Contingent consideration and other (f)
799

 
221

Other expense (income) (g)
5,117

 
(3,466
)
Adjust income tax to normalized rate (h)
(9,717
)
 
(9,513
)
Adjusted Net Income
$
32,480

 
$
26,318

 
 
 
 
Diluted weighted average common shares outstanding
55,862

 
63,103

 
 
 
 
Adjusted Diluted EPS
$
0.58

 
$
0.42


(a)
Represents the amortization of intangible assets primarily for customer relationships and backlog.
(b)
Restructuring and other costs consist of: (i) severance costs associated with a reduction of workforce in line with the Company's expectations of future business operations, (ii) legal and consulting cost incurred for the continued consolidation of legal entities and restructuring of the Company's contract financial process to meet the requirements of upcoming accounting regulation changes, and (iii) lease obligation and termination costs in connection with abandonment and closure of redundant facilities.
(c)
Represents fees associated with debt placement and refinancings and other corporate transactions.
(d)
Represents impairment of goodwill and long-lived assets associated with the Company's Phase I Services reporting unit.
(e)
Represents share-based compensation expense related to awards granted under equity incentive plans.
(f)
Represents contingent consideration expense incurred as a result of acquisitions and other expenses accounted for as compensation expense under GAAP.
(g)
Represents other (income) expense comprised primarily of foreign exchange gains and losses.
(h)
Adjustment for the income tax effect of the non-GAAP adjustments made to arrive at adjusted net income using the estimated effective tax rate of 34% in 2016 and 36% in 2015. In 2015, the Company's effective tax rate has been adjusted in order to reflect the removal of the tax impact of its valuation allowances recorded against its deferred tax assets and changes in the assertion to indefinitely reinvest the undistributed earnings of foreign subsidiaries. Historically, the Company has recorded a valuation allowance against some of its deferred tax assets, but believes that these valuation allowances cause significant fluctuations in its financial results that are not indicative of the Company's underlying financial performance. Specifically, the majority of the Company's revenue was generated in jurisdictions in which it recognized no tax expense or benefit due to changes in this valuation allowance.




8


INC Research Holdings, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Full-Year 2016 Guidance
(in millions, except per share data)
(unaudited)

 
Adjusted Net Income
 
Adjusted Diluted Earnings Per Share
 
Low
 
High
 
Low
 
High
Net income and diluted earnings per share
$90.0
 
$95.0
 
$1.60
 
$1.70
Adjustments:
 
 
 
 
 
 
 
Amortization (a)
37.7
 
37.7
 
 
 
 
Share-based compensation expense (a)
14.0
 
14.0
 
 
 
 
Contingent consideration and other expense (a)
1.2
 
1.2
 
 
 
 
Restructuring and other costs (a)
8.0
 
9.0
 
 
 
 
Transaction Costs (a)
0.5
 
0.5
 
 
 
 
Other (a)
5.0
 
6.5
 
 
 
 
Income tax effect of above adjustments (b)
(25.4)
 
(25.9)
 
 
 
 
Adjusted net income and adjusted diluted earnings per share
$131.0
 
$138.0
 
$2.34
 
$2.46

(a)
Amounts are estimates with an estimated range of +/- 5% and are presented gross without the benefit of income tax reduction.

(b)
Income tax expense is calculated and the adjustments are tax-affected at an approximate rate of 34%, which is the midpoint of our range for the expected income tax rate of 33% to 35%. This adjustment also excludes unusual tax impacts during the period.

9


INC Research Holdings, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share data)
(unaudited)

 
March 31, 2016
 
December 31, 2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
53,181

 
$
85,011

Restricted cash
476

 
452

Accounts receivable:
 
 
 
Billed, net
198,209

 
158,315

Unbilled
164,444

 
139,697

Prepaid expenses and other current assets
33,768

 
38,571

Total current assets
450,078

 
422,046

Property and equipment, net
45,525

 
44,813

Goodwill
553,218

 
553,008

Intangible assets, net
142,930

 
152,340

Deferred income taxes
12,083

 
12,073

Other long-term assets
24,508

 
26,939

Total assets
$
1,228,342

 
$
1,211,219

 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
40,370

 
$
22,497

Accrued liabilities
144,957

 
111,262

Deferred revenue
281,776

 
311,029

Current portion of long-term debt
5,781

 
29,804

Total current liabilities
472,884

 
474,592

Long-term debt, less current portion
466,450

 
472,035

Deferred income taxes
14,943

 
28,066

Other long-term liabilities
22,008

 
19,092

Total liabilities
976,285

 
993,785

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Shareholders' equity:
 
 
 
Preferred stock, $0.01 par value; 30,000,000 authorized, 0 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively

 

Common stock, $0.01 par value; 600,000,000 shares authorized; 54,003,179 and 53,871,484 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively
540

 
539

Additional paid-in-capital
564,237

 
559,910

Accumulated other comprehensive loss
(36,207
)
 
(41,543
)
Accumulated deficit
(276,513
)
 
(301,472
)
Total shareholders' equity
252,057

 
217,434

Total liabilities and shareholders' equity
$
1,228,342

 
$
1,211,219



10


INC Research Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
 
Three Months Ended March 31,
 
2016
 
2015
Operating activities
 
 
 
Net income
$
17,405

 
$
25,256

Adjustments to reconcile net income to net cash (used in) provided by operating activities:
 
 
 
Depreciation and amortization
14,353

 
14,244

Amortization of capitalized loan fees
262

 
441

Share-based compensation
2,816

 
707

Provision for doubtful accounts
1,129

 
211

Deferred income tax (benefit) provision
(1,268
)
 
939

Foreign currency adjustments
7,774

 
(2,389
)
Asset impairment charges

 
3,931

Other adjustments
130

 
(116
)
Changes in operating assets and liabilities:
 
 
 
Accounts receivable billed and unbilled
(60,833
)
 
(28,001
)
Accounts payable and accrued liabilities
13,048

 
(14,078
)
Deferred revenue
(1,058
)
 
39,803

Other assets and liabilities
5,596

 
2,683

Net cash (used in) provided by operating activities
(646
)
 
43,631

 
 
 
 
Investing activities
 
 
 
Purchases of property and equipment
(4,774
)
 
(4,870
)
Net cash used in investing activities
(4,774
)
 
(4,870
)
 
 
 
 
Financing activities
 
 
 
Repayment of revolving credit facility
(30,000
)
 

Payments on long-term debt

 
(1,063
)
Principal payments toward capital lease obligations

 
(199
)
Payments related to tax withholding for share-based compensation
(11
)
 

Proceeds from the exercise of stock options
3,559

 

Net cash used in financing activities
(26,452
)
 
(1,262
)
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
42

 
(7,603
)
Net change in cash and cash equivalents
(31,830
)
 
29,896

Cash and cash equivalents at the beginning of the period
85,011

 
126,453

Cash and cash equivalents at the end of the period
$
53,181

 
$
156,349



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