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8-K - 8-K - HAEMONETICS CORPform8-k2.htm

FOR RELEASE:
 
 
 
        CONTACT:
 
 
 
 
 
Date    January 27, 2014
 
 
 
Gerry Gould, VP-Investor Relations
Time    6:00 am Eastern
 
 
 
Tel. (781) 356-9402
 
 
 
 
gerry.gould@haemonetics.com 
 
 
 
 
Alt. (781) 356-9613
    
Haemonetics Reports 3rd Quarter Fiscal 2014 Revenue of $242 Million and $0.61 Adjusted EPS;
Extends Multi-Year Agreements With Key Plasma Customers


Braintree, MA, January 27, 2014 - Haemonetics Corporation (NYSE: HAE) today reported third quarter fiscal 2014 net revenue of $242.1 million, down 2%. The Company’s base revenue, exclusive of the recently-acquired whole blood business, increased 1% in the third quarter and increased 4% on a constant currency basis. Excluding currency impact, net revenue was flat in the quarter.1

GAAP net income was $16.3 million and earnings per share were $0.31. Adjusted net income, exclusive of transformation, integration and deal amortization expenses detailed below, was $32.1 million, up 5%, and adjusted earnings per share were $0.61, up 5%.

Brian Concannon, Haemonetics’ President and CEO, commented: “We are encouraged with 4% constant currency growth in our base business. This included solid growth in Plasma, diagnostics and emerging markets. These elements of our business, representing 55% of our revenue, grew 13%, offsetting currency headwinds and the effect of blood management practice improvements on our whole blood and cell salvage businesses.”

STRATEGIC AND PRODUCT GROWTH HIGHLIGHTS

4% base revenue growth in constant currency, ex-whole blood
Double digit percentage revenue increases in identified growth drivers
13% growth in plasma disposables revenue
27% growth in diagnostics disposables revenue
16% growth in China disposables revenue
42% growth in Russia disposables revenue
Improvement of 90 basis points in adjusted gross margin
With key plasma extensions, nearly 80% of commercial plasma business now under agreement through the third quarter of fiscal 2019
Whole blood product supply agreement signed with HemeXcel
Value Creation and Capture (“VCC”) initiatives progressing on schedule

REVENUE BREAKDOWN

Plasma

Plasma disposables revenue was $76.7 million for the quarter, up $8.6 million or 13% overall, and up 15% in constant currency fueled by North America disposables growth of 15%. In addition, a recent change to a direct business model in Australia and New Zealand led to $2.7 million of increased revenue as compared with the third quarter a year ago.

Blood Center

Platelet disposables revenue was $43.4 million, flat on a constant currency basis and down $1.7 million or 4% on a reported basis due to continued weakness in currency.

Red cell disposables revenue was $9.9 million for the quarter, down $1.9 million or 16% below the prior year quarter, attributable principally to continued weakness in U.S. blood collections.

Whole blood revenue was $47.3 million in the third quarter, down $7.6 million or 14% below the prior year quarter. Whole blood revenue declined due to the impact of the previously announced loss of a European tender and the weakening U.S. collection market.
    
Hospital

Surgical disposables revenue was $16.8 million for the quarter, down $2.1 million or 11%, and down 9% on a constant currency basis. Revenue was negatively impacted in Europe by the return to the market of a competitor whose production operations were limited by a natural disaster in the prior year.

Disposables revenue from the OrthoPAT® orthopedic perioperative autotransfusion system was $6.4 million for the quarter, down $0.7 million or 10%, and down 8% on a constant currency basis. Market trends toward lower transfusion triggers and the adoption of tranexamic acid to treat and prevent post-operative blood loss continued to lessen hospital use of OrthoPAT disposables.

Diagnostics disposables revenue was $8.6 million for the quarter, up $1.8 million or 27%, with considerable strength in North America and China. On the strength of a TEG® Thromboelastograph® Hemostasis Analyzer installed base that is up 22% from a year ago, prospects for continued near term robust disposables revenue growth remain strong.


Software and Equipment

Software Solutions revenue was $17.6 million for the quarter, up $1.6 million or 10%. The pipeline of BloodTrack® and other blood management software opportunities remains robust and are expected to drive revenue growth for the remainder of the fiscal year.

Equipment and other revenue was $15.4 million for the quarter, down $3.4 million or 18%, as certain annual equipment orders received in the third quarter last year are expected instead in the fourth quarter this fiscal year. Equipment revenue is influenced by the timing of tenders and capital budgets. The installed base of equipment, including devices sold and those placed for use with customers, has increased by 5% so far this fiscal year.
 
Geographic

Haemonetics reported third quarter revenue growth of 1% in North America and 12% in Asia Pacific, with declines of 7% in Europe and 16% in Japan. Growth in North America was driven by strength in the Plasma business and growth in Asia Pacific was attributable to the change to a direct business model in Australia and New Zealand, as well as strength in China and other emerging markets.

The decline in Europe was due primarily to the impact of the previously announced loss of a European whole blood tender and the aggressive return of the surgical competitor to the market. Weakness in Japan was attributable to the Yen exchange rate, which contributed 9% of the 16% decline in the third quarter, and by the timing of capital equipment tenders.

OPERATING RESULTS
 
Adjusted gross profit was $124.2 million, flat with the prior year quarter. Adjusted gross margin was 51.3%, up 90 basis points. Gross margin improvement in the base business was driven by productivity programs yielding cost efficiencies.
 
Adjusted operating expenses were $81.7 million in the quarter, up $4.1 million or 5.3%. Investments in emerging markets continued, driving double digit disposables revenue growth particularly in China and Russia. R&D expenses increased over the prior year’s third quarter, as planned investments were made.


Adjusted operating income was $42.5 million in the third quarter, down $4.5 million or 10%. Nearly two-thirds of the adjusted operating income decline was attributed to currency headwind, primarily due to the Japanese Yen. Adjusted operating margin was 17.5%, down 150 basis points. An adjusted operating margin of approximately 18% is expected for the full fiscal year.

The adjusted income tax rate was 19.6% compared with 31.1% in the prior year third quarter, reflecting the ongoing implementation of a global tax strategy and the benefit from the expiration of certain tax statutes. Interest expense on loans was $2.4 million.

CUSTOMER AGREEMENTS
 
Haemonetics recently completed multi-year extensions of its comprehensive equipment and disposables supply agreements with certain plasma collection customers. These agreements provide for continued use of Haemonetics’ plasma collection devices and single-use disposable supplies to separate plasma from donor blood at plasma collection facilities. With these extensions in place, approximately 80% of Haemonetics’ current commercial plasma business is under agreement through the third quarter of fiscal 2019.

As recently announced, the Company entered into an agreement to supply the HemeXcel Purchasing Alliance LLC certain whole blood collection components on an exclusive basis during calendar years 2014-2016. This incremental business volume will not have a material impact on fiscal 2014 revenue or earnings. Margin headwinds from lower pricing will more than offset any benefit related to this share gain in fiscal 2015. In fiscal years beyond 2015, benefits of product value engineering and other internal initiatives are expected to offset these margin headwinds.

Mr. Concannon added: “These agreements serve as validation that our customers are realizing economic and operational benefits from our product and service offerings. We appreciate their confidence in our ability to continue supporting their needs well into the future.”

BALANCE SHEET AND CASH FLOW

Cash on hand was $178 million, an increase of $19 million during the third quarter. The Company reported year-to-date fiscal 2014 free cash flow, before transformation and integration costs, of $95 million, an increased level over the prior year primarily due to the need in the prior year for working capital investment following the whole blood acquisition, as well as lower maintenance capital expenditures. During the first nine months, the Company utilized $23 million of cash to complete the acquisition of Hemerus Medical and $29 million to repay debt.

VALUE CREATION & CAPTURE ACTIVITIES
 
Haemonetics previously indicated that the integration of its whole blood business, acquired in August 2012, was substantially completed ahead of its original schedule. Plans to pursue identified Value Creation & Capture (“VCC”) opportunities, including transformation of the Company’s manufacturing footprint, continue to progress according to schedule and are expected to deliver benefits previously indicated. Such benefits include substantial savings, beginning in fiscal 2015 with $21 million, and ramping up to approximately $40-$45 million of annual cost savings by fiscal 2018. There is no net impact expected in fiscal 2014 as redundant capacity designed to mitigate the risk of the technology transfers will offset savings.

FISCAL 2014 GUIDANCE

Plasma collections are strong and the Company now expects 8-10% growth in Plasma disposables in fiscal 2014, an increase of 100 basis points over prior guidance.

Blood center revenue in the U.S. continues to be pressured by diminishing red cell demand, as hospitals focus on improving blood management and decreasing the frequency of allogeneic transfusions.

The Company expects blood center revenue to decline 5-8% on an organic basis. Hospital products are now expected to decline 0-4%. Software Solutions is expected to grow 2-5%.

Overall fiscal 2014 organic revenue is still expected to grow 2-4% in constant currency and 0-2% on a reported basis, which includes the impact of Yen weakness upon expected Japanese revenue. Whole blood revenue is still expected to be approximately $190 million for fiscal 2014, reflecting an expectation for reduced collections in the near term. Thus, the previous estimate of total revenue growth in the range of 5-7% is affirmed.

Adjusted gross margin is expected to approximate 51%. Acquisition related amortization is expected to approximate $28 million or $0.38 per share, and is excluded from adjusted operating income and adjusted earnings per share.
  
Adjusted operating income of $168-$172 million is expected in fiscal 2014 driving an operating margin of approximately 18%, up approximately 100 basis points over fiscal 2013. Income taxes are expected to approximate 24% of pre-tax adjusted income.

Adjusted earnings per share, excluding acquisition related amortization, are reaffirmed with a bias toward the lower end of the previously-provided range of $2.30 to $2.40, up approximately 15-20% over fiscal 2013 presented on a consistent basis. Cost efficiencies and expense management are expected to offset the impact of lower volume, unfavorable mix and increased R&D spending throughout the fiscal year.

Mr. Concannon added: “U.S. hospitals are implementing new transfusion standards and adopting patient blood management programs at a greatly accelerated pace. Together with the downstream effect on blood collections, this is defining a new environment in the U.S. blood center market, an environment characterized by intensifying competitive pressure that demands change. Our suite of blood management products and services provides our customers with competitive advantages in this new environment.”

Fiscal 2014 free cash flow is expected to approximate $120 million before funding restructuring and capital investment for transformation activities. The Company anticipates investing approximately $100 million of free cash flow to fund $28 million of additional capital expenditures and $72 million of cash transformation expenditures associated with its VCC initiatives in fiscal 2014.

In total $82 million, comprised of the $72 million of cash transformation expenditures plus up to $10 million of non-cash asset write-offs associated with planned plant closures, will be excluded from adjusted earnings in fiscal 2014. More information on fiscal 2014 guidance, including income statement scenarios underlying the lower and upper ends of the adjusted earnings per share guidance range, can be found in the Investor Relations section of our web site at http://www.haemonetics.com.1  
 
ADJUSTMENTS TO THIRD QUARTER REPORTED EARNINGS
 
In total $18 million of charges, comprised of the $14 million of VCC transformation and $4 million of integration and other activities, were excluded from adjusted earnings in the third quarter of fiscal 2014. The Company excluded $25 million of pre-tax restructuring, transformation and transaction costs from adjusted earnings in the third quarter of fiscal 2013.

The Company also excludes acquisition related amortization expenses from its adjusted earnings and EPS, beginning in fiscal 2014, and prior period amounts have been conformed to permit comparison. Excluded from third quarter adjusted earnings were $7.4 million in fiscal 2014 and $6.2 million in fiscal 2013, or $0.10 and $0.08 per share, respectively.

On a year-to-date basis, $21.0 million in fiscal 2014 and $15.0 million in fiscal 2013, or $0.28 and $0.20 per share, respectively, of such costs were excluded.

CONFERENCE CALL

Haemonetics will host a webcast to discuss the first quarter results on Monday, January 27, 2014 at 8:00 am Eastern time. Interested parties can participate at:
http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=72118&eventID=5074989.
  
ABOUT HAEMONETICS

Haemonetics (NYSE: HAE) is a global healthcare company dedicated to providing innovative blood management solutions for our customers. Together, our devices and consumables, information technology platforms, and consulting services deliver a suite of business solutions to help our customers improve patient care and reduce the cost of healthcare for blood collectors, hospitals, and patients around the world. Our technologies address important medical markets: blood and plasma component collection, the surgical suite, and hospital transfusion services. To learn more about Haemonetics, visit our web site at http://www.haemonetics.com.

FORWARD LOOKING STATEMENTS

This release contains forward-looking statements that involve risks and uncertainties, including the effects of disruption from the manufacturing transformation making it more difficult to maintain relationships with employees and timely deliver high quality products, unexpected expenses incurred during our Value Creation and Capture program, technological advances in the medical field and standards for transfusion medicine and our ability to successfully implement products that incorporate such advances and standards, demand for whole blood and blood components, product quality, market acceptance, regulatory uncertainties, the effect of economic and political conditions, the impact of competitive products and pricing, blood product reimbursement policies and practices, foreign currency exchange rates, changes in customers’ ordering patterns including single-source tenders, the effect of industry consolidation as seen in the plasma and blood center markets, the effect of communicable diseases and the effect of uncertainties in markets outside the U.S. (including Europe and Asia) in which we operate and other risks detailed in the Company's filings with the Securities and Exchange Commission. The foregoing list should not be construed as exhaustive.

Forward-looking statements are based on estimates and assumptions made by management of the Company and are believed to be reasonable, though inherently uncertain and difficult to predict. Actual results and experience could differ materially from the forward-looking statements. Information set forth in this press release is current as of today and the Company undertakes no duty or obligation to update this information.    

1 A reconciliation of GAAP to adjusted financial results is included at the end of the financial sections of this press release as well as on the web at http://www.haemonetics.com



1



Haemonetics Corporation Financial Summary
(Unaudited data in thousands, except per share data)
Consolidated Statements of Income for the Third Quarter of FY14 and FY13
 
 
 
 
 
 
 
 
 
12/28/2013
 
12/29/2012
 
% Inc/(Dec)
 
 
As Reported
 
As Reported
 
vs Prior Year
Net revenues
$
242,120

 
$
247,395

 
(2.1)%
Gross profit
121,629

 
113,115

 
7.5%
 
 
 
 
 
 
 
 
R&D
14,209

 
10,588

 
34.2%
 
S,G&A
89,560

 
86,780

 
3.2%
Operating expenses
103,769

 
97,368

 
6.6%
 
 
 
 
 
 
 
Operating income
17,860

 
15,747

 
13.4%
 
 
 
 
 
 
 
Interest and other expense, net
(2,852
)
 
(2,542
)
 
12.2%
 
 
 
 
 
 
 
Income before taxes
15,008

 
13,205

 
13.7%
 
 
 
 
 
 
 
Tax (benefit)/expense
(1,282
)
 
3,301

 
n/m
 
 
 
 
 
 
 
Net income
$
16,290

 
$
9,904

 
64.5%
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income per common share assuming dilution
$
0.31

 
$
0.19

 
63.2%
 
 
 
 
 
 
 
Weighted average number of shares:
 
 
 
 
 
 
Basic
51,730

 
51,707

 
 
 
Diluted
52,511

 
52,606

 
 
 
 
 
 
 
 
 
Profit Margins:
 
 
 
 
Inc/(Dec) vs
prior year
profit margin %
Gross profit
50.2
%
 
45.7
%
 
4.5%
R&D
5.9
%
 
4.3
%
 
1.6%
S,G&A
37.0
%
 
35.1
%
 
1.9%
Operating income
7.4
%
 
6.4
%
 
1.0%
Income before taxes
6.2
%
 
5.3
%
 
0.9%
Net income
6.7
%
 
4.0
%
 
2.7%


2


 
Haemonetics Corporation Financial Summary
 
(Unaudited data in thousands, except per share data)
 
Consolidated Statements of Income for Year-to-Date FY14 and FY13
 
 
 
 
 
 
 
 
 
12/28/2013
 
12/29/2012
 
% Inc/(Dec)
 
 
As Reported
 
As Reported
 
vs Prior Year
Net revenues
$
697,418

 
$
642,048

 
8.6%
Gross profit
352,924

 
304,990

 
15.7%
 
 
 
 
 
 
 
 
R&D
40,364

 
30,823

 
31.0%
 
S,G&A
277,879

 
235,438

 
18.0%
Operating expenses
318,243

 
266,261

 
19.5%
 
 
 
 
 
 
 
Operating income
34,681

 
38,729

 
(10.5)%
 
 
 
 
 
 
 
Interest and other expense, net
(8,035
)
 
(3,518
)
 
128.4%
 
 
 
 
 
 
 
Income before taxes
26,646

 
35,211

 
(24.3)%
 
 
 
 
 
 
 
Tax expense
1,682

 
8,972

 
(81.3)%
 
 
 
 
 
 
 
Net income
$
24,964

 
$
26,239

 
(4.9)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income per common share assuming dilution
$
0.48

 
$
0.50

 
(4.0)%
 
 
 
 
 
 
 
Weighted average number of shares:
 
 
 
 
 
 
Basic
51,485

 
51,364

 
 
 
Diluted
52,300

 
52,264

 
 
 
 
 
 
 
 
 
Profit Margins:
 
 
 
 
Inc/(Dec) vs prior year profit margin %
Gross profit
50.6
%
 
47.5
%
 
3.1%
R&D
5.8
%
 
4.8
%
 
1.0%
S,G&A
39.8
%
 
36.7
%
 
3.1%
Operating income
5.0
%
 
6.0
%
 
(1.0)%
Income before taxes
3.8
%
 
5.5
%
 
(1.7)%
Net income
3.6
%
 
4.1
%
 
(0.5)%
 
 
 
 
 
 
 





3


Revenue Analysis for the Third Quarter FY14 and FY13
(Unaudited data in thousands)
 
 
 
 
 
Three Months Ended
 
 
12/28/2013
 
12/29/2012
 
% Inc/(Dec)
 
 
As Reported
 
As Reported
 
vs Prior Year
Revenues by geography
 
 
 
 
 
 
United States
$
126,752

 
$
125,362

 
1.1
 %
 
International
115,368

 
122,033

 
(5.5
)%
Net revenues
$
242,120

 
$
247,395

 
(2.1
)%
 
 
 
 
 
 
 
Disposable revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Plasma disposables
$
76,698

 
$
68,102

 
12.6
 %
 
 
 
 
 
 
 
 
Blood center disposables
 
 
 
 
 
 
Platelet
43,447

 
45,139

 
(3.7
)%
 
Red cell
9,869

 
11,752

 
(16.0
)%
 
Whole blood
47,342

 
54,894

 
(13.8
)%
 
 
100,658

 
111,785

 
(10.0
)%
 
Hospital disposables
 
 
 
 
 
 
Surgical
16,807

 
18,900

 
(11.1
)%
 
OrthoPAT
6,392

 
7,090

 
(9.8
)%
 
Diagnostics
8,565

 
6,761

 
26.7
 %
 
 
31,764

 
32,751

 
(3.0
)%
 
 
 
 
 
 
 
 
Total disposables revenues
209,120

 
212,638

 
(1.7
)%
 
 
 
 
 
 
 
Software solutions
17,603

 
16,008

 
10.0
 %
Equipment & other
15,397

 
18,749

 
(17.9
)%
Net revenues
$
242,120

 
$
247,395

 
(2.1
)%


4


 
 
 
 
 
 
 
Revenue Analysis for Year-to-Date FY14 and FY13
(Unaudited data in thousands)
 
 
 
 
 
 
 
 
Nine Months Ended
 
 
12/28/2013
 
12/29/2012
 
% Inc/(Dec)
 
 
As Reported
 
As Reported
 
vs Prior Year
Revenues by geography
 
 
 
 
 
 
United States
$
374,559

 
$
324,755

 
15.3
 %
 
International
322,859

 
317,293

 
1.8
 %
Net revenues
$
697,418

 
$
642,048

 
8.6
 %
 
 
 
 
 
 
 
Disposable revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Plasma disposables
$
217,768

 
$
200,657

 
8.5
 %
 
 
 
 
 
 
 
 
Blood center disposables
 
 
 
 
 
 
Platelet
117,778

 
125,579

 
(6.2
)%
 
Red cell
30,098

 
35,738

 
(15.8
)%
 
Whole blood
145,879

 
83,514

 
74.7
 %
 
 
293,755

 
244,831

 
20.0
 %
 
Hospital disposables
 
 
 
 
 
 
Surgical
49,247

 
55,965

 
(12.0
)%
 
OrthoPAT
18,973

 
22,276

 
(14.8
)%
 
Diagnostics
24,144

 
20,196

 
19.5
 %
 
 
92,364

 
98,437

 
(6.2
)%
 
 
 
 
 
 
 
 
Total disposables revenues
603,887

 
543,925

 
11.0
 %
 
 
 
 
 
 
 
Software solutions
51,469

 
51,354

 
0.2
 %
Equipment & other
42,062

 
46,769

 
(10.1
)%
Net revenues
$
697,418

 
$
642,048

 
8.6
 %


5


Consolidated Balance Sheets
(Data in thousands)
 
 
 
 
 
 
 
As of
 
 
 
12/28/2013
 
3/30/2013
 
 
 
(Unaudited)
 
(Audited)
Assets
 
 
 
Cash and cash equivalents
$
177,846

 
$
179,120

Accounts receivable, net
149,585

 
170,111

Inventories, net
209,331

 
183,784

Other current assets
68,760

 
63,995

 
 
Total current assets
605,522

 
597,010

Property, plant & equipment, net
260,105

 
256,953

Other assets
624,456

 
607,954

 
 
 
 
 
 
 
Total assets
$
1,490,083

 
$
1,461,917

 
 
 
 
 
 
Liabilities & Stockholders' Equity
 
 
 
Short-term debt & current maturities
$
40,810

 
$
23,150

Other current liabilities
148,198

 
156,994

 
 
Total current liabilities
189,008

 
180,144

Long-term debt
406,418

 
456,944

Other long-term liabilities
69,437

 
55,647

Stockholders' equity
825,220

 
769,182

 
 
 
 
 
 
 
Total liabilities & stockholders' equity
$
1,490,083

 
$
1,461,917



6



Free Cash Flow Reconciliation
(Unaudited data in thousands)
 
 
 
 
 
Three Months Ended
 
 
12/28/2013
 
12/29/2012
 
 
 
 
 
GAAP cash flow from operations
 
$
45,291

 
$
23,965

 
 
 
 
 
Capital expenditure
 
(15,519
)
 
(15,253
)
Proceeds from sale of property, plant & equipment
 
(445
)
 
935

Net investment in property, plant & equipment
 
(15,964
)
 
(14,318
)
 
 
 
 
 
Free cash flow after restructuring and transformation costs
 
29,327

 
9,647

 
 
 
 
 
Restructuring and transformation costs
 
13,124

 
14,371

Capital expenditures on VCC initiatives
 
4,075

 

 
 
 
 
 
Free cash flow before restructuring, transformation costs and VCC capital expenditures
 
$
46,526

 
$
24,018

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended
 
 
12/28/2013
 
12/29/2012
 
 
 
 
 
GAAP cash flow from operations
 
$
88,053

 
$
57,532

 
 
 
 
 
Capital expenditures
 
(43,721
)
 
(49,685
)
Proceeds from sale of property, plant & equipment
 
197

 
1,290

Net investment in property, plant & equipment
 
(43,524
)
 
(48,395
)
 
 
 
 
 
Free cash flow after restructuring and transformation costs
 
44,529

 
9,137

 
 
 
 
 
Restructuring and transformation costs
 
44,629

 
36,657

Capital expenditures on VCC initiatives
 
5,920

 

 
 
 
 
 
Free cash flow before restructuring, transformation costs and VCC capital expenditures
 
$
95,078

 
$
45,794



7



Haemonetics Corporation Financial Summary
Reconciliation of Non-GAAP Measures

Haemonetics has presented supplemental non-GAAP financial measures as part of this earnings release. A reconciliation is provided below that reconciles each non-GAAP financial measure with the most comparable GAAP measure. The presentation of non-GAAP financial measures should not be considered in isolation from, or as a substitute for, the most directly comparable GAAP measures. There are material limitations to the usefulness of non-GAAP measures on a standalone basis, including the lack of comparability to the GAAP financial results of other companies.
These measures are used by management to monitor the financial performance of the business, make informed business decisions, establish budgets and forecast future results. Performance targets for management are established based upon these non-GAAP measures.
In the reconciliations below we have removed restructuring, transformation and other costs from our GAAP expenses. Our restructuring and transformation costs for the periods reported are principally related to:
Value Creation & Capture (VCC): employee severance and retention, product line transfer costs, accelerated depreciation and other costs associated with these initiatives, principally our manufacturing network optimization, but also including commercial excellence, productivity and other operating initiatives.
Whole Blood Acquisition: restructuring, integration and other transformation costs, certain cost of goods sold adjustments and transaction costs related to the August 1, 2012 acquisition of Pall's Transfusion Medicine Business.
In Process Research and Development: charges relate to the acquisition of certain technology and manufacturing rights to be used in a next generation device and related costs.
Restructuring and transformation costs also include costs related to activities launched prior to the VCC initiative designed to align our cost structure with strategic and operational priorities. Costs incurred under these programs are reflected in "Productivity and operational initiatives" within the tables below.
Beginning in fiscal 2014, we are reporting adjusted earnings before deal amortization, in addition to restructuring and transformation costs. Fiscal 2013 adjusted results have been conformed for this presentation.
We believe this information is useful to investors because it allows for an evaluation of the Company with a focus on the performance of our core operations.


8


Reconciliation of Non-GAAP Measures for the Third Quarter of FY14 and FY13
(Unaudited data in thousands)
 
 
 
 
Three Months Ended
 
12/28/2013
 
12/29/2012
Non-GAAP gross profit
 
 
 
GAAP gross profit
$
121,629

 
$
113,115

Restructuring and transformation costs
2,593

 
11,457

Non-GAAP gross profit
$
124,222

 
$
124,572

 
 
 
 
Non-GAAP R&D
 
 
GAAP R&D
$
14,209

 
$
10,588

Restructuring and transformation costs
(2,002
)
 
(993
)
Non-GAAP R&D
$
12,207

 
$
9,595

 
 
 
Non-GAAP S,G&A
 
 
 
GAAP S,G&A
$
89,560

 
$
86,780

Restructuring and transformation costs
(12,599
)
 
(12,634
)
Deal amortization
(7,436
)
 
(6,153
)
Non-GAAP S,G&A
$
69,525

 
$
67,993

 
 
 
 
Non-GAAP operating expenses
 
 
 
GAAP operating expenses
$
103,769

 
$
97,368

Restructuring and transformation costs
(14,601
)
 
(13,627
)
Deal amortization
(7,436
)
 
(6,153
)
Non-GAAP operating expenses
$
81,732

 
$
77,588

 
 
 
 
Non-GAAP operating income
 
 
 
GAAP operating income
$
17,860

 
$
15,747

Restructuring and transformation costs
17,194

 
25,084

Deal amortization
7,436

 
6,153

Non-GAAP operating income
$
42,490

 
$
46,984

 
 
 
 
Non-GAAP other expense/(income)
 
 
 
GAAP other expense/(income)
$
2,852

 
$
2,542

Restructuring and transformation costs
(306
)
 

Non-GAAP other expense/(income)
$
2,546

 
$
2,542

 
 
 
 
Non-GAAP income before taxes
 
 
 
GAAP income before taxes
$
15,008

 
$
13,205

Restructuring and transformation costs
17,500

 
25,084

Deal amortization
7,436

 
6,153

Non-GAAP income before taxes
$
39,944

 
$
44,442

 
 
 
 
Non-GAAP net income
 
 
 
GAAP net income
$
16,290

 
$
9,904

Restructuring and transformation costs
17,500

 
25,084

Deal amortization
7,436

 
6,153

Tax benefit associated with non-GAAP adjustments
(9,106
)
 
(10,521
)
Non-GAAP net income
$
32,120

 
$
30,620

 
 
 
 
Non-GAAP net income per common share assuming dilution
 
 
 
GAAP net income per common share
$
0.31

 
$
0.19

Non-GAAP items after tax per common share assuming dilution
$
0.30

 
$
0.39

Non-GAAP net income per common share assuming dilution
$
0.61

 
$
0.58




9


Presented below are additional Constant Currency performance measures. We measure different components of our business at constant currency. We believe this information is useful for investors because it allows for an evaluation of the Company without the effect of changes in foreign exchange rates. These results convert our local foreign currency operating results to the US Dollar at constant exchange rates of 0.833 Euro to 1.00 US Dollar and 110 Yen to 1.00 US Dollar. They also exclude the results of our foreign currency hedging program described in Note 7 to our consolidated financial statements in our Form 10-K.

 
 
 
 
 
Three Months Ended
 
12/28/2013
 
12/29/2012
Non-GAAP revenues
 
 
 
GAAP revenue
$
242,120

 
$
247,395

Foreign currency effects
(12,265
)
 
(16,600
)
Non-GAAP revenue - constant currency
$
229,855

 
$
230,795

 
 
 
 
Non-GAAP net income
 
 
 
Non-GAAP net income, adjusted for restructuring and transformation costs and deal amortization
$
32,120

 
$
30,620

Foreign currency effects
(5,189
)
 
(8,068
)
Income tax associated with foreign currency effects
1,016

 
2,509

Non-GAAP net income - constant currency
$
27,947

 
$
25,061

 
 
 
 
Non-GAAP net income per common share assuming dilution
 
 
 
Non-GAAP net income per common share assuming dilution, adjusted for restructuring and transformation costs and deal amortization
$
0.61

 
$
0.58

Foreign currency effects after tax per common share assuming dilution
$
(0.08
)
 
$
(0.10
)
Non-GAAP net income per common share assuming dilution - constant currency
$
0.53

 
$
0.48



10


Reconciliation of Non-GAAP Measures for FY14 and FY13
(Unaudited data in thousands)
 
 
 
 
Nine Months Ended
 
12/28/2013
 
12/29/2012
Non-GAAP gross profit
 
 
 
GAAP gross profit
$
352,924

 
$
304,990

Restructuring and transformation costs
8,193

 
21,245

Non-GAAP gross profit
$
361,117

 
$
326,235

 
 
 
 
Non-GAAP R&D
 
 
GAAP R&D
$
40,364

 
$
30,823

Restructuring and transformation costs
(7,307
)
 
(3,126
)
Non-GAAP R&D
$
33,057

 
$
27,697

 
 
 
Non-GAAP S,G&A
 
 
 
GAAP S,G&A
$
277,879

 
$
235,438

Restructuring and transformation costs
(53,775
)
 
(30,817
)
Deal amortization
(21,048
)
 
(14,958
)
Non-GAAP S,G&A
$
203,056

 
$
189,663

 
 
 
 
Non-GAAP operating expenses
 
 
 
GAAP operating expenses
$
318,243

 
$
266,261

Restructuring and transformation costs
(61,082
)
 
(33,943
)
Deal amortization
(21,048
)
 
(14,958
)
Non-GAAP operating expenses
$
236,113

 
$
217,360

 
 
 
 
Non-GAAP operating income
 
 
 
GAAP operating income
$
34,681

 
$
38,729

Restructuring and transformation costs
69,274

 
55,188

Deal amortization
21,048

 
14,958

Non-GAAP operating income
$
125,003

 
$
108,875

 
 
 
 
Non-GAAP other expense/(income)
 
 
 
GAAP other expense/(income)
$
8,035

 
$
3,518

Restructuring and transformation costs
(616
)
 

Non-GAAP other expense/(income)
$
7,419

 
$
3,518

 
 
 
 
Non-GAAP income before taxes
 
 
 
GAAP income before taxes
$
26,646

 
$
35,211

Restructuring and transformation costs
69,890

 
55,188

Deal amortization
21,048

 
14,958

Non-GAAP income before taxes
$
117,584

 
$
105,357

 
 
 
 
Non-GAAP net income
 
 
 
GAAP net income
$
24,964

 
$
26,239

Restructuring and transformation costs
69,890

 
55,188

Deal amortization
21,048

 
14,958

Tax benefit associated with non-GAAP adjustments
(25,622
)
 
(21,687
)
Non-GAAP net income
$
90,280

 
$
74,698

 
 
 
 
Non-GAAP net income per common share assuming dilution
 
 
 
GAAP net income per common share
$
0.48

 
$
0.50

Non-GAAP items after tax per common share assuming dilution
$
1.25

 
$
0.93

Non-GAAP net income per common share assuming dilution
$
1.73

 
$
1.43




11


Presented below are additional Constant Currency performance measures. We measure different components of our business at constant currency. We believe this information is useful for investors because it allows for an evaluation of the Company without the effect of changes in foreign exchange rates. These results convert our local foreign currency operating results to the US Dollar at constant exchange rates of 0.833 Euro to 1.00 US Dollar and 110 Yen to 1.00 US Dollar. They also exclude the results of our foreign currency hedging program described in Note 7 to our consolidated financial statements in our Form 10-K.
 
 
 
 
 
Nine Months Ended
 
12/28/2013
 
12/29/2012
Non-GAAP revenues
 
 
 
GAAP revenue
$
697,418

 
$
642,048

Foreign currency effects
(32,655
)
 
(44,440
)
Non-GAAP revenue - constant currency
$
664,763

 
$
597,608

 
 
 
 
Non-GAAP net income
 
 
 
Non-GAAP net income, adjusted for restructuring and transformation costs and deal amortization
$
90,280

 
$
74,698

Foreign currency effects
(15,740
)
 
(19,588
)
Income tax associated with foreign currency effects
3,650

 
5,701

Non-GAAP net income - constant currency
$
78,190

 
$
60,811

 
 
 
 
Non-GAAP net income per common share assuming dilution
 
 
 
Non-GAAP net income per common share assuming dilution, adjusted for restructuring and transformation costs and deal amortization
$
1.73

 
$
1.43

Foreign currency effects after tax per common share assuming dilution
$
(0.23
)
 
$
(0.27
)
Non-GAAP net income per common share assuming dilution - constant currency
$
1.50

 
$
1.16



12


Restructuring, Transformation and Other Costs
(Unaudited data in thousands)

GAAP results include the following items which are excluded from adjusted results.
 
Three Months Ended
 
12/28/2013
 
12/29/2012
Manufacturing network optimization
$
11,332

 
$

Commercial excellence initiatives
1,280

 

Productivity and operational initiatives
220

 
2,281

Accelerated depreciation, asset write-down and other non-cash items
2,131

 

Whole blood acquisition and integration
734

 
22,803

In process research and development and related costs
1,153

 

Market-based stock compensation
650

 

Total restructuring, transformation and other costs
$
17,500

 
$
25,084


 
Nine Months Ended
 
12/28/2013
 
12/29/2012
Manufacturing network optimization
$
39,226

 
$

Commercial excellence initiatives
5,445

 

Productivity and operational initiatives
1,334

 
7,991

Accelerated depreciation, asset write-down and other non-cash items
6,589

 

Whole blood acquisition and integration
10,967

 
47,197

In process research and development and related costs
5,129

 

Market-based stock compensation
1,200

 

Total restructuring, transformation and other costs
$
69,890

 
$
55,188


Deal Amortization
(Unaudited data in thousands)

GAAP results include the following item which is excluded from adjusted results.
 
Three Months Ended
 
12/28/2013
 
12/29/2012
Deal amortization
$
7,436

 
$
6,153


 
Nine Months Ended
 
12/28/2013
 
12/29/2012
Deal amortization
$
21,048

 
$
14,958


Beginning in fiscal 2014, we are reporting adjusted earnings before deal amortization. Fiscal 2013 has been adjusted to conform with this presentation.


13