Attached files

file filename
EX-99.2 - EXHIBIT 99.2 - OWENS & MINOR INC/VA/q117exhibit992.htm
8-K - 8-K - OWENS & MINOR INC/VA/q117earingsrelease8k.htm


Exhibit 99.1


FOR IMMEDIATE RELEASE                            
May 2, 2017


Owens & Minor Reports 1st Quarter 2017 Financial Results and
Announces Acquisition
 
Owens & Minor signs definitive purchase agreement to acquire Byram Healthcare
Consolidated quarterly revenues were $2.33 billion vs. $2.46 billion a year ago
Operating earnings were $35.5 million; non-GAAP adjusted operating earnings were $45.4 million
EPS for the quarter was $0.31, while non-GAAP adjusted EPS was $0.41
 
Richmond, Va. - BUSINESS WIRE - May 2, 2017 - Owens & Minor, Inc. (NYSE-OMI) today reported financial results for the first quarter ended March 31, 2017, including consolidated revenues of $2.33 billion, representing a decrease of 5.2%, when compared to revenues of $2.46 billion in the first quarter of 2016. Quarterly net income was $18.8 million, or $0.31 per share, compared to $0.39 for the first quarter last year. Adjusted net income (non-GAAP) was $24.8 million, or $0.41 per share, compared to $0.50 per share in last year’s first quarter. The decrease in earnings resulted primarily from the previously discussed transition of a significant customer in 2016, as well as operating challenges associated with onboarding a large Proprietary Products customer and ongoing margin pressure in our Domestic distribution business. A reconciliation of reported results to adjusted (non-GAAP) measures is included below.

Consolidated operating earnings for the first quarter of 2017 were $35.5 million, or 1.53% of revenues, compared to $45.0 million in last year’s first quarter. Adjusted consolidated operating earnings (non-GAAP) for the first quarter were $45.4 million, or 1.95% of revenues, compared to $55.5 million for the same period last year.

“Despite underperformance in certain areas of our business, overall results were in line with our expectations,” said P. Cody Phipps, president & chief executive officer of Owens & Minor. “We remain focused on taking actions to improve our operating performance and moving quickly to execute our strategy to reposition Owens & Minor for sustained profitable growth.”

The company also announced that it has signed a definitive purchase agreement to acquire Byram Healthcare, a leading national distributor of direct-to-patient medical supplies. The acquisition of Byram will enable Owens & Minor to accelerate its strategic plan to expand its services along the continuum of care. Owens & Minor does not expect the transaction to be meaningfully accretive to earnings in 2017, but it does anticipate modest accretion to earnings in 2018. (See the transaction press release issued by Owens & Minor on May 2, 2017.)

Segment Results
As mentioned at its recent Investor Day event, Owens & Minor has renamed its Clinical & Procedural Solutions (CPS) segment as the Proprietary Products Segment, which encompasses its CPS business segment, as well as Global Sourcing. Segment financial results are shown in the financial tables included with this release. Segment results include:

Domestic Segment quarterly revenues were $2.19 billion compared to $2.32 billion a year ago; operating earnings were $37.3 million compared to $41.7 million for the same period last year.
International Segment quarterly revenues were $95.0 million compared to $83.6 million last year; operating earnings were $0.7 million compared to $1.1 million in last year’s first quarter.
Proprietary Products Segment quarterly revenues were $137 million compared to $141 million in the prior year quarter; operating earnings were $8.1 million versus $13.3 million last year.


Financial Guidance and Outlook

1



Owens & Minor is affirming its guidance for 2017 earnings on an adjusted basis (non-GAAP) in a range of $1.75 to $1.85 per share. For 2018, the company is affirming guidance of $2.05 to $2.20 per share on an adjusted basis (non-GAAP). The company believes that its strategic plan and associated investments will enable Owens & Minor to achieve its stated long-term goal of high single-digit growth rates in subsequent years.

Although the company does provide guidance for adjusted earnings per share (which is a non-GAAP financial measure), it is not able to forecast the most directly comparable measure calculated and presented in accordance with GAAP.  Certain elements of the composition of the GAAP amounts are not predictable, making it impractical for the company to forecast. Such elements include, but are not limited to restructuring and acquisition charges. As a result, no GAAP guidance is provided.

The outlook is based on certain assumptions that are subject to the risk factors discussed in the company’s filings with the Securities & Exchange Commission.

Upcoming Investor Events
Owens & Minor is scheduled to participate in a number of investor conferences in the second quarter of 2017; webcasts of formal presentations will be posted on the company’s corporate website:
Annual Shareholders Meeting; May 5 in Richmond, Virginia, at 9:00 a.m. EDT
Bank of America Merrill Lynch 2017 Healthcare Conference; May 17
2017 UBS Global Healthcare Conference; May 22
Goldman Sachs 2017 Global Healthcare Conference; June 13

Investors Conference Call & Supplemental Material
Conference Call: Owens & Minor will conduct a conference call for investors on Wednesday, May 3, 2017, at 8:30 a.m. EDT. The access code for the conference call, international dial-in and replay is #9037916. Participants may access the call at 866-393-1604. The international dial-in number is 224-357-2191. Replay: A replay of the call will be available for one week by dialing 855-859-2056. Webcast: A listen-only webcast of the call, along with supplemental information, will be available on www.owens-minor.com under “Investor Relations.”

Safe Harbor Statement
This release is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in compliance with the Securities and Exchange Commission's Fair Disclosure Regulation. This release contains certain ''forward-looking'' statements, which are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995, including financial guidance for 2017 and 2018 and growth rates in subsequent years. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Investors should refer to our annual report on Form 10-K for the year ended December 31, 2016, filed with the Securities and Exchange Commission ("SEC") and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause our actual results to differ materially from our current estimates. These filings are available at www.owens-minor.com. Given these risks and uncertainties, we can give no assurances that any forward-looking statements will, in fact, transpire and, therefore, caution investors not to place undue reliance on them. We specifically disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Owens & Minor uses its Web site, www.owens-minor.com, as a channel of distribution for material company information, including news releases, investor presentations and financial information. This information is routinely posted and accessible under the Investor Relations section.

Included with the press release financial tables are reconciliations of the differences between the non-GAAP financial measures presented in this news release, which exclude acquisition-related and exit and realignment charges, and their most directly comparable GAAP financial measures.

About Owens & Minor, Inc.

2



Owens & Minor, Inc. (NYSE: OMI) is a global healthcare services company dedicated to Connecting the World of Medical Products to the Point of CareSM by providing vital supply chain services to healthcare providers and manufacturers of healthcare products. Owens & Minor provides logistics services across the spectrum of medical products from disposable medical supplies to devices and implants. With logistics platforms strategically located in the United States and Europe, Owens & Minor serves markets where three quarters of global healthcare spending occurs. Owens & Minor’s customers span the healthcare market from independent hospitals to large integrated healthcare networks, as well as group purchasing organizations, healthcare products manufacturers, and the federal government. A FORTUNE 500 company, Owens & Minor is headquartered in Richmond, Virginia, and has annualized revenues exceeding $9 billion. For more information about Owens & Minor, visit owens-minor.com, follow @Owens_Minor on Twitter, and connect on LinkedIn at www.linkedin.com/company/owens-&-minor.

CONTACTS:
Truitt Allcott, Director, Investor & Media Relations, 804-723-7555, truitt.allcott@owens-minor.com
Chuck Graves, Director, Finance & Investor Relations, 804-723-7556, chuck.graves@owens-minor.com

SOURCE: Owens & Minor

3



Owens & Minor, Inc.
Consolidated Statements of Income (unaudited)
(dollars in thousands, except per share data)


 
 
Three Months Ended March 31,
 
 
2017
 
2016
Net revenue
 
$
2,328,573

 
$
2,455,793

Cost of goods sold
 
2,047,393

 
2,159,157

Gross margin
 
281,180

 
296,636

Distribution, selling and administrative expenses
 
237,693

 
242,725

Acquisition-related and exit and realignment charges
 
8,942

 
10,483

Other operating income, net
 
(972
)
 
(1,542
)
Operating earnings
 
35,517

 
44,970

Interest expense, net
 
6,744

 
6,790

Income before income taxes
 
28,773

 
38,180

Income tax provision
 
9,988

 
14,045

Net income
 
$
18,785

 
$
24,135

 
 
 
 
 
Net income per common share:
 
 
 
 
Basic
 
$
0.31


$
0.39

Diluted
 
$
0.31


$
0.39

 
 
 
 
 
 
 
 
 
 

4




Owens & Minor, Inc.
Condensed Consolidated Balance Sheets (unaudited)
(dollars in thousands)


 
 
March 31, 2017
 
December 31, 2016
 
 
 
 
 
Assets
 
 
 
 
Current assets
 
 
 
 
   Cash and cash equivalents
 
$
127,167

 
$
185,488

   Accounts receivable, net
 
605,249

 
606,084

   Merchandise inventories
 
949,346

 
916,311

   Other current assets
 
261,232

 
254,156

   Total current assets
 
1,942,994

 
1,962,039

Property and equipment, net
 
195,312

 
191,718

Goodwill, net
 
416,697

 
414,936

Intangible assets, net
 
80,736

 
82,511

Other assets, net
 
64,810

 
66,548

Total assets
 
$
2,700,549

 
$
2,717,752

Liabilities and equity
 
 
 
 
Current liabilities
 
 
 
 
   Accounts payable
 
$
745,165

 
$
750,750

   Accrued payroll and related liabilities
 
28,625

 
45,051

   Other current liabilities
 
233,905

 
238,837

   Total current liabilities
 
1,007,695

 
1,034,638

Long-term debt, excluding current portion
 
564,145

 
564,583

Deferred income taxes
 
90,115

 
90,383

Other liabilities
 
68,637

 
68,110

   Total liabilities
 
1,730,592

 
1,757,714

Total equity
 
969,957

 
960,038

Total liabilities and equity
 
$
2,700,549

 
$
2,717,752


5



Owens & Minor, Inc.
Consolidated Statements of Cash Flows (unaudited)
(dollars in thousands)
 
 
Three Months Ended March 31,
 
 
2017
 
2016
 
 
 
 
 
Operating activities:
 
 
 
 
Net income
 
$
18,785

 
$
24,135

Adjustments to reconcile net income to cash (used for) provided by operating activities:
 
 
 

Depreciation and amortization
 
12,558

 
14,218

Share-based compensation expense
 
2,511

 
2,603

Provision for losses on accounts receivable
 
(603
)
 
115

Deferred income tax expense
 
(825
)
 
6,907

Changes in operating assets and liabilities:
 
 
 

Accounts receivable
 
1,554

 
(26,815
)
Merchandise inventories
 
(32,777
)
 
15,178

Accounts payable
 
(7,341
)
 
46,751

Net change in other assets and liabilities
 
(24,965
)
 
(38,100
)
Other, net
 
4,743

 
153

Cash (used for) provided by operating activities
 
(26,360
)
 
45,145

 
 
 
 
 
Investing activities:
 
 
 
 
Additions to property and equipment
 
(10,146
)
 
(5,283
)
Additions to computer software and intangible assets
 
(4,622
)
 
(1,777
)
Proceeds from sale of property and equipment
 
315

 
4,599

Cash used for investing activities
 
(14,453
)
 
(2,461
)
 
 
 
 
 
Financing activities:
 
 
 
 
Change in bank overdraft
 

 
8,359

Cash dividends paid
 
(15,740
)
 
(16,029
)
Repurchases of common stock
 

 
(5,630
)
Other, net
 
(2,759
)
 
(3,016
)
Cash used for financing activities
 
(18,499
)
 
(16,316
)
 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
991

 
2,935

 
 
 
 
 
Net (decrease) increase in cash and cash equivalents
 
(58,321
)
 
29,303

Cash and cash equivalents at beginning of period
 
185,488

 
161,020

Cash and cash equivalents at end of period
 
$
127,167

 
$
190,323


6



Owens & Minor, Inc.
Financial Statistics and GAAP/Non-GAAP Reconciliations (unaudited)
(dollars in thousands, except per share data)
 
 
Quarter Ended
 
 
3/31/2017
 
12/31/2016
 
9/30/2016
 
6/30/2016
 
3/31/2016
 
 
 
 
 
 
 
 
 
 
 
Consolidated operating results:
 
 
 
 
 
 
 
 
 
 
Net revenue
 
$
2,328,573

 
$
2,368,361

 
$
2,415,601

 
$
2,483,676

 
$
2,455,793

 
 
 
 
 
 
 
 
 
 
 
Gross margin
 
$
281,180

 
$
294,980

 
$
296,275

 
$
299,420

 
$
296,636

Gross margin as a percent of revenue
 
12.08
%
 
12.46
%
 
12.27
%
 
12.06
%
 
12.08
%
 
 
 
 
 
 
 
 
 
 
 
Distribution, selling & administrative expenses
 
$
237,693

 
$
243,480

 
$
241,305

 
$
242,914

 
$
242,725

Distribution, selling & administrative expenses as a percent of revenue
 
10.21
%
 
10.28
%
 
9.99
%
 
9.78
%
 
9.88
%
 
 
 
 
 
 
 
 
 
 
 
Operating earnings, as reported (GAAP)
 
$
35,517

 
$
49,008

 
$
53,568

 
$
52,054

 
$
44,970

Acquisition-related charges (1)
 
1,347

 
286

 
597

 
730

 
(399
)
Exit and realignment charges (2)
 
7,595

 
4,415

 
2,142

 
6,022

 
10,882

Other (3)
 
922

 

 

 

 

Operating earnings, adjusted (Non-GAAP)
 
$
45,381

 
$
53,709

 
$
56,307

 
$
58,806

 
$
55,453

Operating earnings as a percent of revenue (GAAP)
 
1.53
%
 
2.07
%
 
2.22
%
 
2.10
%
 
1.83
%
Operating earnings as a percent of revenue, adjusted (Non-GAAP)
 
1.95
%
 
2.27
%
 
2.33
%
 
2.37
%
 
2.26
%
 
 
 
 
 
 
.
 
 
 
 
Net income, as reported (GAAP)
 
$
18,785

 
$
27,105

 
$
29,831

 
$
27,716

 
$
24,135

Acquisition-related charges(1)
 
1,347

 
286

 
597

 
730

 
(399
)
Income tax expense (benefit) (4)
 
(450
)
 
67

 
(221
)
 
(164
)
 
152

Exit and realignment charges (2)
 
7,595

 
4,415

 
2,142

 
6,022

 
10,882

Income tax expense (benefit) (4)
 
(3,055
)
 
(289
)
 
(794
)
 
(2,081
)
 
(3,506
)
Other (3)
 
922

 

 

 

 

Income tax expense (benefit) (4)
 
(354
)
 

 

 

 

Net income, adjusted (Non-GAAP)
 
$
24,790

 
$
31,584

 
$
31,555

 
$
32,223

 
$
31,264

 
 
 
 
 
 
 
 
 
 
 
Net income per share, as reported (GAAP)
 
$
0.31

 
$
0.45

 
$
0.48

 
$
0.45

 
$
0.39

Acquisition-related charges, after-tax (1)
 
0.01

 

 
0.01

 
0.01

 

Exit and realignment charges, after-tax (2)
 
0.08

 
0.07

 
0.02

 
0.06

 
0.11

Other, after-tax (3)
 
0.01

 

 

 

 

Net income per share, adjusted (Non-GAAP)
 
$
0.41

 
$
0.52

 
$
0.51

 
$
0.52

 
$
0.50

 
 
 
 
 
 
 
 
 
 
 
Financing:
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$
127,167

 
$
185,488

 
$
213,096

 
$
138,951

 
$
190,323

Total interest-bearing debt
 
$
568,565

 
$
569,387

 
$
570,263

 
$
571,143

 
$
572,318

 
 
 
 
 
 
 
 
 
 
 
Stock information:
 
 
 
 
 
 
 
 
 
 
Cash dividends per common share
 
$
0.2575

 
$
0.255

 
$
0.255

 
$
0.255

 
$
0.255

Stock price at quarter-end
 
$
34.60

 
$
35.29

 
$
34.73

 
$
37.38

 
$
40.42


7



Owens & Minor, Inc.
Financial Statistics and GAAP/Non-GAAP Reconciliations (unaudited)

The following items in the current quarter have been excluded in our non-GAAP financial measures:
(1) Acquisition-related charges, pre-tax, were $1.3 million and $(0.4) million in the first quarter of 2017 and 2016. Current year charges were primarily transaction costs associated with the pending acquisition of Byram Healthcare. The prior year amount related to the gain on the sale of property acquired with the Medical Action acquisition.
(2) Exit and realignment charges, pre-tax, were $7.6 million and $10.9 million in the first quarter of 2017 and 2016. Amounts in 2017 were associated with the write-down of information system assets which are no longer used and severance charges from reduction in force and other employee costs associated with the establishment of our new client engagement center. Charges in the first quarter of 2016 primarily included costs associated with our voluntary employee separation program and other severance charges.
(3) Software as a Service (SaaS) implementation costs associated with significant global IT platforms in connection with the redesign of our global information system strategy.
(4)These charges have been tax effected in the preceding table by determining the income tax rate depending on the amount of charges incurred in different tax jurisdictions and the deductibility of those charges for income tax purposes.
Use of Non-GAAP Measures
This earnings release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP").  In general, the measures exclude items and charges that (i) management does not believe reflect Owens & Minor, Inc.'s (the "Company") core business and relate more to strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable trends.  Management uses these non-GAAP financial measures internally to evaluate the Company's performance, evaluate the balance sheet, engage in financial and operational planning and determine incentive compensation.

Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on its financial and operating results and in comparing the Company's performance to that of its competitors.  However, the non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above should be carefully evaluated.

8



Owens & Minor, Inc.
Summary Segment Information (unaudited)
(dollars in thousands)
 
Three Months Ended March 31,
 
2017
 
2016
 
 
 
% of
 
 
 
 % of
 
 
 
consolidated
 
 
 
consolidated
 
Amount
 
net revenue
 
Amount
 
 net revenue
Net revenue:
 
 
 
 
 
 
 
Segment net revenue
 
 
 
 
 
 
 
Domestic
$
2,193,960

 
94.22
 %
 
$
2,321,708

 
94.54
 %
International
94,995

 
4.08
 %
 
83,551

 
3.40
 %
Proprietary Products
137,153

 
5.89
 %
 
141,353

 
5.76
 %
Total segment net revenue
2,426,108

 
 
 
2,546,612

 
 
Inter-segment revenue
 
 
 
 
 
 
 
Proprietary Products
(97,535
)
 
(4.19
)%
 
(90,819
)
 
(3.70
)%
Total inter-segment revenue
(97,535
)
 
 
 
(90,819
)
 
 
Consolidated net revenue
$
2,328,573

 
100.00%
 
$
2,455,793

 
100.00%
 
 
 
 
 
 
 
 
 
 
 
% of segment
 
 
 
% of segment
Operating earnings (loss):
 
 
net revenue
 
 
 
net revenue
Domestic
$
37,295

 
1.70
 %
 
$
41,718

 
1.80
 %
International
656

 
0.69
 %
 
1,128

 
1.35
 %
Proprietary Products
8,128

 
5.93
 %
 
13,271

 
9.39
 %
Inter-segment eliminations
(698
)
 
 
 
(664
)
 
 
Acquisition-related and exit and realignment charges
(8,942
)
 
 
 
(10,483
)
 
 
Other (1)
(922
)
 
 
 

 
 
Consolidated operating earnings
$
35,517

 
1.53
 %
 
$
44,970

 
1.83
 %
 
 
 
 
 
 
 
 
Depreciation and amortization:
 
 
 
 
 
 
Domestic
$
6,860

 
 
 
$
7,542

 
 
International
3,804

 
 
 
4,450

 
 
Proprietary Products
1,894

 
 
 
2,226

 
 
Consolidated depreciation and amortization
$
12,558

 
 
 
$
14,218

 
 
 
 
 
 
 
 
 
 
Capital expenditures:
 
 
 
 
 
 
 
Domestic
$
8,818

 
 
 
$
4,543

 
 
International
5,022

 
 
 
1,970

 
 
Proprietary Products
928

 
 
 
547

 
 
Consolidated capital expenditures
$
14,768

 
 
 
$
7,060

 
 
 
 
 
 
 
 
 
 
 
March 31, 2017
 
 
 
December 31, 2016
 
 
Total assets:
 
 
 
 
 
 
 
Domestic
$
1,830,369

 
 
 
$
1,778,481

 
 
International
359,614

 
 
 
352,898

 
 
Proprietary Products
383,399

 
 
 
400,885

 
 
Segment assets
2,573,382

 
 
 
2,532,264

 
 
Cash and cash equivalents
127,167

 
 
 
185,488

 
 
Consolidated total assets
$
2,700,549

 
 
 
$
2,717,752

 
 
(1) Software as a Service (SaaS) implementation costs associated with significant global IT platforms in connection with the redesign of our global information system strategy.

9



Owens & Minor, Inc.
Net Income Per Common Share (unaudited)
(dollars in thousands, except per share data)

 
Three Months Ended March 31,
 
2017
 
2016
Numerator:
 
 
 
Net income
$
18,785

 
$
24,135

Less: income allocated to unvested restricted shares
(239
)
 
(276
)
Net income attributable to common shareholders - basic
18,546

 
23,859

Add: undistributed income attributable to unvested restricted shares -basic
23

 
57

Less: undistributed income attributable to unvested restricted shares -diluted
(23
)
 
(57
)
Net income attributable to common shareholders - diluted
$
18,546

 
$
23,859

Denominator:
 
 
 
Weighted average shares outstanding - basic and diluted
60,013

 
61,696

 
 
 
 
 
 
 
 
Net income per share attributable to common shareholders:
 
 
 
Basic
$
0.31

 
$
0.39

Diluted
$
0.31

 
$
0.39




10