Attached files

file filename
EX-99.2 - EXHIBIT 99.2 - Prestige Consumer Healthcare Inc.exhibit992prestigebrands.htm
8-K - 8-K - Prestige Consumer Healthcare Inc.a8-kpressreleasejune2016.htm


Exhibit 99.1

Prestige Brands Holdings, Inc. Reports First Quarter Fiscal 2017
Revenues Up 9.1% to $209.6 Million


Tarrytown, NY-(Business Wire)--August 4, 2016--Prestige Brands Holdings, Inc. (NYSE-PBH) today announced results for the first quarter of fiscal year 2017, which ended June 30, 2016.

Key first fiscal quarter highlights include:
Reported revenues increased 9.1% to $209.6 million;
Net cash provided by operating activities totaled $50.8 million;
Integration of DenTek® acquisition is complete; focus on brand-building continues;
Entered into an agreement to divest three non-core brands for $40.0 million plus inventory and completed the transaction on July 7, 2016.

“We are very pleased with the Company’s first quarter financial results,” said Ron Lombardi, President and CEO. “With this quarter’s strong momentum across many of our key North American and International brands and the addition of revenues from DenTek, we believe we are well-positioned to meet our objectives for the full fiscal year.”

Mr. Lombardi continued, “We are also pleased with the progress made in strategic portfolio management on two fronts. First, we completed the integration of the DenTek acquisition into our business. Second, we completed a transaction in early July to divest three non-core brands for approximately $40 million in cash. These strategic moves enabled us to continue driving our portfolio mix toward our stated long-term objective of 85% in invest for growth brands and 15% in manage for cash brands.”

First Fiscal Quarter Ended June 30, 2016
Reported revenues for the first quarter of fiscal 2017 were $209.6 million, an increase of 9.1% over the prior year comparable quarter’s revenues of $192.1 million. These results reflect strong consumption levels across the Company’s invest for growth brands, which include core over-the-counter (OTC) healthcare brands and our international business, as well as revenues from a full quarter of ownership of DenTek.






Reported net loss for the first quarter of fiscal 2017 totaled $5.5 million, or $0.10 per share. This included a non-cash after tax charge of $35.5 million (net of a tax benefit of $19.9 million) related to the divestiture of three non-core brands. Adjusted net income for the first quarter of fiscal 2017 was $31.4 million, or $0.59 per share, an increase of 14.7% over the prior year comparable period's adjusted net income of $27.4 million, or $0.52 per diluted share.

Free Cash Flow & Balance Sheet
The Company's Net cash provided by operating activities was $50.8 million, while the Non-GAAP Adjusted Free Cash Flow for the first quarter ended June 30, 2016 was $50.2 million compared to the prior year comparable quarter’s Net cash provided by operating activities of $43.5 million and Non-GAAP Adjusted Free Cash Flow of $42.7 million, an increase of 16.6% and 17.4%, respectively.

The Company's net debt at June 30, 2016 was $1.6 billion, reflecting debt repayments of $50.0 million during the first fiscal quarter. Proceeds from the divestiture of three non-core brands in July 2016 will be applied to debt repayments in the fiscal second quarter. At June 30, 2016, the Company's covenant-defined leverage ratio was approximately 4.8.

Segment Review
Reported revenues for the North American OTC Healthcare segment were $172.1 million for the first quarter of fiscal 2017, 10.6% higher than the prior year comparable quarter's revenues of $155.6 million. Reported revenues for the International OTC Healthcare segment for the first quarter of fiscal 2017 were $15.8 million, 11.0% higher than the $14.2 million reported in the prior year comparable period. Revenues for both the North American OTC Healthcare segment and the International OTC Healthcare segment were impacted by increased consumption levels as well as revenues from DenTek for three months. Reported revenues for the Household Cleaning segment were $21.7 million for the first quarter of fiscal 2017, a decrease of 2.6% over the prior year comparable quarter's revenues of $22.3 million.

Outlook
Mr. Lombardi said, “To reflect the divestiture of the three non-core brands, we are updating the previously provided outlook for revenues for fiscal 2017, and reconfirming the previously provided estimates for adjusted earnings per share and adjusted free cash flow. We are reducing our revenue outlook by $17.0 million to reflect the impact of the sale of the three brands. Our outlook for revenue growth is now in the range of 4.0% to 6.0% for the fiscal year, including the impact of currency fluctuations. We do not anticipate any impact from the sale on our previously provided outlook for adjusted earnings per share for





the fiscal year, which continues to be in the range of $2.30 to $2.36. Our previously provided outlook for adjusted free cash flow of $185 million also remains unchanged,” Mr. Lombardi said.

Q1 Conference Call & Accompanying Slide Presentation
The Company will host a conference call to review its first quarter results on August 4, 2016 at 8:30 am EDT. The toll-free dial-in numbers are 877-784-9650 within North America and 530-379-4717 outside of North America. The conference ID is 43058034. The Company will provide a live Internet webcast, a slide presentation to accompany the call, as well as an archived replay, all of which can be accessed from the Investor Relations page of the Company's website at http://prestigebrands.com. The slide presentation can be accessed just before the call from the Investor Relations page of the website by clicking on Webcasts and Presentations. Telephonic replays will be available for two weeks following the completion of the call and can be accessed at 855-859-2056 within North America and at 404-537-3406 from outside North America. The conference ID is 43058034.

Non-GAAP Financial Information
In addition to financial results reported in accordance with generally accepted accounting principles (GAAP), we have provided certain non-GAAP financial information in this release to aid investors in understanding the Company's performance. Each non-GAAP financial measure is defined and reconciled to its most closely related GAAP financial measure in the “About Non-GAAP Financial Measures” section at the end of this earnings release.

About Prestige Brands Holdings, Inc.
The Company markets and distributes brand name over-the-counter and household cleaning products throughout the U.S and Canada, Australia and in certain other international markets. The Company’s brands include Monistat® women’s health products, Nix® lice treatment, Chloraseptic® sore throat treatments, Clear Eyes® eye care products, Compound W® wart treatments, The Doctor's® NightGuard® dental protector, Little Remedies® pediatric products, Efferdent® denture care products, Luden's® throat drops, Dramamine® motion sickness treatment, BC® and Goody's® pain relievers, Beano® gas prevention, Debrox® earwax remover, and Gaviscon® antacid in Canada. Visit the Company's website at www.prestigebrands.com.









Note Regarding Forward-Looking Statements
This news release contains "forward-looking statements" within the meaning of the federal securities laws that are intended to qualify for the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" generally can be identified by the use of forward-looking terminology such as "assumptions," "target," "guidance," “strategy,” "outlook," "plans," "projection," "may," "will," "would," "expect," "intend," "estimate," "anticipate," "believe”, "potential," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. The "forward-looking statements" include, without limitation, statements regarding the Company's expectations regarding future operating results including revenues, adjusted earnings per share and adjusted free cash flow, and the Company’s portfolio mix. These statements are based on management's estimates and assumptions with respect to future events and financial performance and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results could differ materially from those expected as a result of a variety of factors, including the impact of our advertising and promotional initiatives, the severity of the cold and flu season, general economic and business conditions, fluctuating foreign exchange rates, consumer trends, competition in our industry, the ability of our third party manufacturers and suppliers to meet demand for our products, and introductions of new products. A discussion of other factors that could cause results to vary is included in the Company's Annual Report on Form 10-K for the year ended March 31, 2016 and other periodic reports filed with the Securities and Exchange Commission.
Company Contact: Dean Siegal
914-524-6819










Prestige Brands Holdings, Inc.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
 
Three Months Ended June 30,
(In thousands, except per share data)
2016
 
2015
Revenues
 
 
 
Net sales
$
208,770

 
$
191,287

Other revenues
805

 
845

Total revenues
209,575

 
192,132

 
 
 
 
Cost of Sales
 

 
 

Cost of sales (exclusive of depreciation shown below)
87,984

 
79,896

Gross profit
121,591

 
112,236

 
 
 
 
Operating Expenses
 

 
 

Advertising and promotion
27,635

 
26,422

General and administrative
19,457

 
17,589

Depreciation and amortization
6,832

 
5,720

Loss on sale of assets
55,453

 

Total operating expenses
109,377

 
49,731

Operating income
12,214

 
62,505

 
 
 
 
Other (income) expense
 

 
 

Interest income
(57
)
 
(27
)
Interest expense
21,184

 
21,911

Loss on extinguishment of debt

 
451

Total other expense
21,127

 
22,335

(Loss) income before income taxes
(8,913
)
 
40,170

(Benefit) provision for income taxes
(3,382
)
 
13,997

Net (loss) income
$
(5,531
)
 
$
26,173

 
 
 
 
(Loss) earnings per share:
 

 
 

Basic
$
(0.10
)
 
$
0.50

Diluted
$
(0.10
)
 
$
0.49

 
 
 
 
Weighted average shares outstanding:
 

 
 

Basic
52,881

 
52,548

Diluted
52,881

 
52,958

 
 
 
 
Comprehensive (loss) income, net of tax:
 
 
 
Currency translation adjustments
(5,824
)
 
(405
)
Total other comprehensive loss
(5,824
)
 
(405
)
Comprehensive (loss) income
$
(11,355
)
 
$
25,768












Prestige Brands Holdings, Inc.
Consolidated Balance Sheets
(Unaudited)

(In thousands)
Assets
June 30,
2016
 
March 31,
2016
Current assets
 
 
 
Cash and cash equivalents
$
28,877

 
$
27,230

Accounts receivable, net
88,437

 
95,247

Inventories
92,867

 
91,263

Deferred income tax assets
10,702

 
10,108

Prepaid expenses and other current assets
18,730

 
25,165

Assets held for sale
41,745

 

Total current assets
281,358

 
249,013

 
 
 
 
Property and equipment, net
15,080

 
15,540

Goodwill
356,525

 
360,191

Intangible assets, net
2,223,559

 
2,322,723

Other long-term assets
1,918

 
1,324

Total Assets
$
2,878,440

 
$
2,948,791

 
 
 
 
Liabilities and Stockholders' Equity
 

 
 

Current liabilities
 

 
 

Accounts payable
$
35,012

 
$
38,296

Accrued interest payable
9,216

 
8,664

Other accrued liabilities
55,913

 
59,724

Total current liabilities
100,141

 
106,684

 
 
 
 
Long-term debt
 
 
 
Principal amount
1,602,500

 
1,652,500

Less unamortized debt costs
(25,086
)
 
(27,191
)
Long-term debt, net
1,577,414

 
1,625,309

 
 
 
 
Deferred income tax liabilities
460,557

 
469,622

Other long-term liabilities
2,847

 
2,840

Total Liabilities
2,140,959

 
2,204,455

 
 
 
 
 
 
 
 
Stockholders' Equity
 

 
 

Preferred stock - $0.01 par value
 

 
 

Authorized - 5,000 shares
 

 
 

Issued and outstanding - None

 

Common stock - $0.01 par value
 

 
 

Authorized - 250,000 shares
 
 
 
Issued - 53,247 shares at June 30, 2016 and 53,066 shares at March 31, 2016
532

 
530

Additional paid-in capital
451,075

 
445,182

Treasury stock, at cost - 331 shares at June 30, 2016 and 306 shares at March 31, 2016
(6,558
)
 
(5,163
)
Accumulated other comprehensive loss, net of tax
(29,349
)
 
(23,525
)
Retained earnings
321,781

 
327,312

Total Stockholders' Equity
737,481

 
744,336

Total Liabilities and Stockholders' Equity
$
2,878,440

 
$
2,948,791












Prestige Brands Holdings, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
 
Three Months Ended June 30,
(In thousands)
2016
 
2015
Operating Activities
 
 
 
Net (loss) income
$
(5,531
)
 
$
26,173

Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
6,832

 
5,720

Loss (gain) on sale of assets
55,453

 
(36
)
Deferred income taxes
(9,660
)
 
11,536

Amortization of debt origination costs
2,231

 
2,138

Stock-based compensation costs
1,940

 
3,047

Loss on extinguishment of debt

 
451

Changes in operating assets and liabilities, net of effects from acquisitions
 
 
 
Accounts receivable
5,151

 
2,578

Inventories
(4,327
)
 
(211
)
Prepaid expenses and other current assets
5,697

 
(1,522
)
Accounts payable
(3,401
)
 
783

Accrued liabilities
(3,634
)
 
(7,136
)
Net cash provided by operating activities
50,751

 
43,521

 
 
 
 
Investing Activities
 

 
 

Purchases of property and equipment
(895
)
 
(780
)
Proceeds from the sale of property and equipment

 
344

Net cash used in investing activities
(895
)
 
(436
)
 
 
 
 
Financing Activities
 

 
 

Term loan repayments
(50,000
)
 
(25,000
)
Borrowings under revolving credit agreement

 
15,000

Repayments under revolving credit agreement

 
(35,000
)
Payments of debt origination costs
(9
)
 
(4,172
)
Proceeds from exercise of stock options
3,405

 
6,328

Proceeds from restricted stock exercises

 
544

Excess tax benefits from share-based awards
550

 
1,600

Fair value of shares surrendered as payment of tax withholding
(1,395
)
 
(2,187
)
Net cash used in financing activities
(47,449
)
 
(42,887
)
 
 
 
 
Effects of exchange rate changes on cash and cash equivalents
(760
)
 
82

Increase in cash and cash equivalents
1,647

 
280

Cash and cash equivalents - beginning of period
27,230

 
21,318

Cash and cash equivalents - end of period
$
28,877

 
$
21,598

 
 
 
 
Interest paid
$
18,337

 
$
22,444

Income taxes paid
$
1,357

 
$
1,914






Prestige Brands Holdings, Inc.
Consolidated Statements of Operations
Business Segments
(Unaudited)

 
Three Months Ended June 30, 2016
(In thousands)
North American OTC
Healthcare
 
International OTC
Healthcare
 
Household
Cleaning
 
Consolidated
Gross segment revenues
$
173,301

 
$
15,800

 
$
20,890

 
$
209,991

Elimination of intersegment revenues
(1,221
)
 

 

 
(1,221
)
Third-party segment revenues
172,080

 
15,800

 
20,890

 
208,770

Other revenues

 
4

 
801

 
805

Total segment revenues
172,080

 
15,804

 
21,691

 
209,575

Cost of sales
65,718

 
5,464

 
16,802

 
87,984

Gross profit
106,362

 
10,340

 
4,889

 
121,591

Advertising and promotion
25,040

 
2,124

 
471

 
27,635

Contribution margin
$
81,322

 
$
8,216

 
$
4,418

 
93,956

Other operating expenses*
 

 
 
 
 

 
81,742

Operating income
 

 
 
 
 

 
12,214

Other expense
 

 
 
 
 

 
21,127

Loss before income taxes
 
 
 
 
 
 
(8,913
)
Benefit for income taxes
 

 
 
 
 

 
(3,382
)
Net loss
 
 
 
 
 
 
$
(5,531
)

*Other operating expenses includes a pre-tax loss on sale of assets of $55.5 million recognized for assets held for sale related to Pediacare, New Skin and Fiber Choice. These assets and corresponding contribution margin are included within the North American OTC Healthcare segment.

 
Three Months Ended June 30, 2015
(In thousands)
North American OTC
Healthcare
 
International OTC
Healthcare
 
Household
Cleaning
 
Consolidated
Gross segment revenues
$
156,339

 
$
14,209

 
$
21,467

 
$
192,015

Elimination of intersegment revenues
(728
)
 

 

 
(728
)
Third-party segment revenues
155,611

 
14,209

 
21,467

 
191,287

Other revenues**
15

 
25

 
805

 
845

Total segment revenues
155,626

 
14,234

 
22,272

 
192,132

Cost of sales**
58,503

 
4,913

 
16,480

 
79,896

Gross profit
97,123

 
9,321

 
5,792

 
112,236

Advertising and promotion
23,195

 
2,723

 
504

 
26,422

Contribution margin
$
73,928

 
$
6,598

 
$
5,288

 
85,814

Other operating expenses
 

 
 
 
 

 
23,309

Operating income
 

 
 
 
 

 
62,505

Other expense
 

 
 
 
 

 
22,335

Income before income taxes
 
 
 
 
 
 
40,170

Provision for income taxes
 

 
 
 
 

 
13,997

Net income
 
 
 
 
 
 
$
26,173


**Certain immaterial amounts relating to other revenues and cost of sales were reclassified between the International OTC Healthcare segment and the North American OTC Healthcare segment. There were no changes to the consolidated financial statements for any periods presented.





About Non-GAAP Financial Measures
We define Non-GAAP Organic Revenues as Total Revenues excluding revenues associated with products acquired or divested in the periods presented. We define Non-GAAP Organic Revenues on a Constant Currency basis as Total Revenues excluding acquisitions and divestitures and the impact of current year foreign exchange rates on total revenues. We define Non-GAAP Adjusted EBITDA as earnings before interest expense (income), income taxes, depreciation and amortization, certain other legal and professional fees, other acquisition-related costs, divestiture costs, costs associated with our CEO transition, loss on sale of assets, and loss on extinguishment of debt. Non-GAAP Adjusted EBITDA Margin is calculated as Non-GAAP Adjusted EBITDA divided by GAAP Total Revenues. We define Non-GAAP Adjusted General and Administrative expenses as General and Administrative expenses minus certain other legal and professional fees, acquisition and other integration costs, divestiture costs, and costs associated with our CEO transition. Non-GAAP Adjusted General and Administrative expense percentage is calculated based on Non-GAAP Adjusted General and Administrative expense divided by GAAP Total Revenues. We define Non-GAAP Adjusted Net Income as Net Income before certain other legal and professional fees, other acquisition and integration-related costs, divestiture costs, costs associated with our CEO transition, accelerated amortization of debt origination costs, loss on sale of assets, loss on extinguishment of debt, and the applicable tax impacts associated with these items and other non-deductible items. Non-GAAP Adjusted EPS is calculated based on Non-GAAP Adjusted Net Income, divided by the weighted average number of common and potential common shares outstanding during the period. We define Non-GAAP Free Cash Flow as net cash provided by operating activities less cash paid for capital expenditures. We define Non-GAAP Adjusted Free Cash Flow as net cash provided by operating activities less purchases of property and equipment plus integration, transition, and other payments associated with acquisitions and divestitures. Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow may not be comparable to similarly titled measures reported by other companies.
We are presenting Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow, because they provide additional ways to view our operation when considered with both our GAAP results and the reconciliation to net (loss) income and net cash provided by operating activities, respectively, which we believe provides a more complete understanding of our business than could be obtained absent this disclosure. Each of Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow is presented solely as a supplemental disclosure because (i) we believe it is a useful tool for investors to assess the operating performance of the business without the effect of these items; (ii) we believe that investors will find this data useful in assessing shareholder value; and (iii) we use Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow internally to evaluate the performance of our personnel and also as a benchmark to evaluate our operating performance or compare





our performance to that of our competitors. The use of Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow have limitations, and you should not consider these measures in isolation from or as an alternative to GAAP measures such as Total Revenues, General and Administrative expense, Operating income, Net (loss) income, and Net cash flow provided by operating activities, or cash flow statement data prepared in accordance with GAAP, or as a measure of profitability or liquidity.
The following tables set forth the reconciliation of Non-GAAP Organic Revenues, Non-GAAP Organic Revenues on a Constant Currency basis, Non-GAAP Adjusted EBITDA, Non-GAAP Adjusted EBITDA Margin, Non-GAAP Adjusted General and Administrative Expense, Non-GAAP Adjusted General and Administrative Expense percentage, Non-GAAP Adjusted Net Income, Non-GAAP Adjusted EPS, Non-GAAP Free Cash Flow, and Non-GAAP Adjusted Free Cash Flow, all of which are non-GAAP financial measures, to GAAP Total Revenues, GAAP General and Administrative Expense, GAAP Net (Loss) Income, GAAP Diluted EPS and GAAP Net cash provided by operating activities, our most directly comparable financial measures presented in accordance with GAAP.


Reconciliation of GAAP Total Revenues to Non-GAAP Organic Revenues and Non-GAAP Organic Revenues on a Constant Currency basis and related growth percentages:
 
Three Months Ended June 30,
 
2016
 
2015
(In thousands)
 
 
 
GAAP Total Revenues
$
209,575

 
$
192,132

Adjustments:
 
 
 
DenTek revenues (1)
(16,627
)
 

Total adjustments
(16,627
)
 

Non-GAAP Organic Revenues
192,948

 
192,132

Organic Revenue Growth (Decline)
0.4
%
 
 
Impact of foreign currency exchange rates (2)
 
 
(829
)
Non-GAAP Organic Revenues on a constant currency basis
$
192,948

 
$
191,303

Constant Currency Organic Revenue Growth
0.9
%
 
 
(1) Revenue adjustments relate to our North American and International OTC Healthcare segment
(2) Foreign currency exchange rate adjustments relate to all segments









Reconciliation of GAAP General and Administrative Expense to Non-GAAP Adjusted General and Administrative Expense and related Non-GAAP Adjusted General and Administrative Expense percentage:
 
Three Months Ended June 30,
 
2016
 
2015
(In thousands)
 
 
 
GAAP General and Administrative Expense
$
19,457

 
$
17,589

Adjustments:
 
 
 
Costs associated with CEO transition

 
1,406

Legal and professional fees associated with acquisitions and divestitures
484

 

Integration, transition and other costs associated with acquisitions and divestitures
1,641

 

Total adjustments
2,125

 
1,406

Non-GAAP Adjusted General and Administrative Expense
$
17,332

 
$
16,183

Non-GAAP Adjusted General and Administrative Expense Percentage
8.3
%
 
8.4
%


Reconciliation of GAAP Net (Loss) Income to Non-GAAP Adjusted EBITDA and related Non-GAAP Adjusted EBITDA Margin:
 
Three Months Ended June 30,
 
2016
 
2015
(In thousands)
 
 
 
GAAP Net (Loss) Income
$
(5,531
)
 
$
26,173

Interest expense, net
21,127

 
21,884

(Benefit) provision for income taxes
(3,382
)
 
13,997

Depreciation and amortization
6,832

 
5,720

Non-GAAP EBITDA:
19,046

 
67,774

Adjustments:
 
 
 
Costs associated with CEO transition (1)

 
1,406

Legal and professional fees associated with acquisitions and divestitures (1)
484

 

Integration, transition and other costs associated with acquisitions and divestitures (1)
1,641

 

Loss on extinguishment of debt

 
451

Loss on sale of assets
55,453

 

Total adjustments
57,578

 
1,857

Non-GAAP Adjusted EBITDA
$
76,624

 
$
69,631

Non-GAAP Adjusted EBITDA Margin
36.6
%
 
36.2
%
(1) Adjustments relate to G&A expenses







Reconciliation of GAAP Net (Loss) Income to Non-GAAP Adjusted Net Income and related Adjusted Earnings Per Share:
 
Three Months Ended June 30,
 
2016
2016 Adjusted EPS
 
2015
2015 Adjusted EPS
(In thousands)
 
 
 
 
 
GAAP Net (Loss) Income
$
(5,531
)
$
(0.10
)
 
$
26,173

$
0.49

Adjustments:
 
 
 
 
 
Costs associated with CEO transition (1)


 
1,406

0.03

Legal and professional fees associated with acquisitions and divestitures (1)
484

0.01

 


Integration, transition and other costs associated with acquisitions and divestitures (1)
1,641

0.03

 


Loss on extinguishment of debt


 
451

0.01

Loss on sale of assets
55,453

1.04

 


Tax impact of adjustments
(20,658
)
(0.39
)
 
(657
)
(0.01
)
Total adjustments
36,920

0.69

 
1,200

0.03

Non-GAAP Adjusted Net Income and Adjusted EPS
$
31,389

$
0.59

 
$
27,373

$
0.52

(1) Adjustments relate to G&A expenses


Reconciliation of GAAP Net (Loss) Income to Non-GAAP Free Cash Flow and Non-GAAP Adjusted Free Cash Flow:
 
Three Months Ended June 30,
 
2016
 
2015
(In thousands)
 
 
 
GAAP Net (Loss) Income
$
(5,531
)
 
$
26,173

Adjustments:
 
 
 
Adjustments to reconcile net (loss) income to net cash provided by operating activities as shown in the Statement of Cash Flows
56,796

 
22,856

Changes in operating assets and liabilities, net of effects from acquisitions as shown in the Statement of Cash Flows
(514
)
 
(5,508
)
Total adjustments
56,282

 
17,348

GAAP Net cash provided by operating activities
50,751

 
43,521

Purchases of property and equipment
(895
)
 
(780
)
Non-GAAP Free Cash Flow
49,856

 
42,741

Integration, transition and other payments associated with acquisitions and divestitures
331

 

Adjusted Non-GAAP Free Cash Flow
$
50,187

 
$
42,741








Outlook for Fiscal Year 2017:

Reconciliation of Projected GAAP EPS to Projected Non-GAAP Adjusted EPS:
 
2017 Projected EPS
 
Low
 
High
Projected FY'17 GAAP EPS
$
1.55

 
$
1.61

Adjustments:
 
 
 
Costs associated with DenTek integration
0.08

 
0.08

Loss on sale of assets
0.67

 
0.67

Total Adjustments
0.75

 
0.75

Projected Non-GAAP Adjusted EPS
$
2.30

 
$
2.36



Reconciliation of Projected GAAP Net cash provided by operating activities to Projected Non-GAAP Adjusted Free Cash Flow:
 
2017 Projected Free Cash Flow
(In millions)
 
Projected FY'17 GAAP Net cash provided by operating activities
$
190

Additions to property and equipment for cash
(8
)
Projected Non-GAAP Free Cash Flow
182

Payments associated with acquisitions
3

Adjusted Non-GAAP Projected Free Cash Flow
$
185