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EX-99.2 - EX-99.2 - Diplomat Pharmacy, Inc.a18-39629_1ex99d2.htm
8-K - 8-K - Diplomat Pharmacy, Inc.a18-39629_18k.htm

Exhibit 99.1

 

 

Diplomat Announces 3rd Quarter Financial Results

 

3rd Quarter Revenue of $1,373 Million, an increase of 22%, Net Income Attributable to Diplomat of $0.2 Million compared to $1.0 Million, Adjusted EBITDA of $41.9 Million, an increase of 81%

 

FLINT, Mich., November 6, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent provider of specialty pharmacy services, announced financial results for the quarter ended September 30, 2018.  All comparisons, unless otherwise noted, are to the quarter ended September 30, 2017.  Prior period financials have been recast to include certain direct expenses as part of cost of sales instead of selling, general and administrative (“SG&A”) expense for our specialty segment.  This change is a reclassification only and has no impact on overall results.

 

Third Quarter 2018 Highlights include:

 

·                  Revenue of $1,373 million, compared to $1,125 million, an increase of 22%

·                  Specialty segment revenue of $1,212 million, compared to $1,125 million

·                  PBM segment revenue of $170 million, which was not part of the business in the prior year period

·                  Specialty segment total prescriptions dispensed of 230,000, compared to 222,000

·                  PBM segment total volume, adjusted to 30-day equivalent, of 1,931,000

·                  Gross margin of 6.8% versus 5.8%

·                  Specialty segment gross margin of 5.5% versus 5.8%

·                  PBM segment gross margin of 15.5%

·                  EPS of $0.00 per diluted common share versus $0.01

·                  Adjusted EBITDA of $41.9 million, compared to $23.2 million

·                  Adjusted EBITDA margin of 3.1% versus 2.1%

·                  Net cash used in operating activities was $33.4 million, compared to net cash provided by operating activities of $38.3 million

·                  Net Debt, including contingent consideration, increased to $646.7 million, from $609.2 million at June 30, 2018

 

Brian Griffin, Chairman and CEO of Diplomat, commented “Third quarter results were solid as we continue to successfully execute on our growth plan.  Results were driven by strong Specialty segment growth and PBM performance. We recently opened our new state-of-the-art distribution and call center facility in Chandler, Arizona, furthering our efforts to provide the highest quality patient care nationwide.  Every day we put our patients first, while at the same time investing in initiatives to drive further growth and productivity.”

 

Third Quarter Financial Summary:

 

Revenue for the third quarter of 2018 was $1,373 million, compared to $1,125 million in the third quarter of 2017, an increase of $248 million or 22%.  Revenue was comprised of $1,212 million and $170 million from our Specialty segment and our Pharmacy Benefit Management (“PBM”) segment, respectively.  The increase in our Specialty segment was driven by manufacturer price increases, approximately $10 million from our recent acquisitions, access to dispense drugs that were new in the past year and increased volume due to both payor and physician relationships.  These increases were partially offset by a decrease in hepatitis C business versus the prior year period and reimbursement compression.

 


 

Gross profit in the third quarter of 2018 was $93.4 million and generated a 6.8% gross margin, compared to $65.1 million gross profit and a 5.8% gross margin in the third quarter of 2017.  Gross profit was comprised of $67.0 million and $26.3 million from our Specialty segment and PBM segment, respectively.  The gross margin increase in the quarter was primarily due to the impact of our PBM acquisitions, partially offset by reimbursement compression in our Specialty segment.

 

SG&A expenses for the third quarter of 2018 were $83.4 million, an increase of $20.6 million, compared to $62.8 million in the third quarter of 2017.  This increase is primarily driven by an $11.0 million increase in employee cost, including employee cost for our acquired entities and a $4.0 million increase in share-based compensation.  Also contributing to the SG&A expense increase was a $7.0 million increase in amortization expense from definite-lived intangible assets, inclusive of capitalized software for internal use, associated with our acquired entities.  We also experienced increases in other SG&A expenses; including, rent due to the addition of our Chandler, Arizona facility, travel, consulting and professional fees, as well as other miscellaneous expenses.  These increases were partially offset by a $2.4 million decrease in acquisition related expenses.

 

Net income attributable to Diplomat for the third quarter of 2018 was $0.2 million compared to $1.0 million in the third quarter of 2017.  This decrease was primarily driven by an $8.1 million increase in interest expense due to a significant increase in outstanding debt to fund our PBM acquisitions, partially offset by a $7.6 million increase in income from operations.  Adjusted EBITDA for the third quarter of 2018 was $41.9 million compared to $23.2 million in the third quarter of 2017, an increase of $18.7 million.

 

Earnings per share for the third quarter of 2018 was $0.00 per basic/diluted common share, compared to $0.01 per basic/diluted common share for the third quarter of 2017.

 

2018 Financial Outlook

 

For the full-year 2018, we are updating our previous financial guidance:

 

·                  Revenue between $5.5 and $5.7 billion, versus the previous range of $5.5 and $5.9 billion

·                  Net (loss) income attributable to Diplomat between $(7.5) and $2.6 million, versus the previous range of $(11.0) and $0.5 million

·                  Adjusted EBITDA between $164 and $170 million, no change to previous range

·                  Diluted EPS between $(0.10) and $0.03, versus the previous range of $(0.15) and $0.01

 

Our EPS expectations assume approximately 74,300,000 weighted average common shares outstanding on a diluted basis and a tax rate of (10)% and 40% versus (5)% and 32%, for the low- and high-end of the range, respectively, for the full year 2018, each of which could differ materially.

 

Earnings Conference Call Information

 

As previously announced, the Company will hold a conference call to discuss its third quarter performance this evening, November 6, 2018, at 5:00 p.m. Eastern Time.  Shareholders and interested participants may listen to a live broadcast of the conference call by dialing 833-286-5805 (647-689-4450 for international callers) and referencing participant code 7553049 approximately 15 minutes prior to the call.  A live webcast of the conference call and associated slide presentation will be available on the investor relations section of the Company’s website for approximately 90 days at ir.diplomat.is.

 


 

About Diplomat

 

Diplomat (NYSE: DPLO) is the nation’s largest independent provider of specialty pharmacy and infusion services. Diplomat helps people with complex and chronic health conditions in all 50 states, partnering with payers, providers, hospitals, manufacturers, and more. Rooted in this patient care expertise, Diplomat also serves payers through CastiaRx, a leading specialty benefit manager, and offers tailored solutions for healthcare innovators through EnvoyHealth. Diplomat opened its doors in 1975 as a neighborhood pharmacy with one essential tenet: “Take good care of patients and the rest falls into place.” Today, that tradition continues—always focused on improving patient care. For more information, visit diplomat.is.

 

Non-GAAP Information

 

We define Adjusted EBITDA as net income (loss) attributable to Diplomat before interest expense, income taxes, depreciation and amortization, share-based compensation, change in fair value of contingent consideration and other merger and acquisition-related expenses, restructuring and impairment charges, and certain other items that we do not consider indicative of our ongoing operating performance (which are itemized below in the reconciliation to net income (loss) attributable to Diplomat).  Adjusted EBITDA is not in accordance with, or an alternative to, GAAP.  In addition, this non-GAAP measure is not based on any comprehensive set of accounting rules or principles.  You should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in the presentation, and we do not infer that our future results will be unaffected by unusual or non-recurring items.

 

We consider Adjusted EBITDA to be a supplemental measure of our operating performance.  We present Adjusted EBITDA because it is used by our Board of Directors and management to evaluate our operating performance.  Adjusted EBITDA is also used as a factor in determining incentive compensation, for budgetary planning and forecasting overall financial and operational expectations, for identifying underlying trends, and for evaluating the effectiveness of our business strategies.  Further, we believe it assists us, as well as investors, in comparing performance from period-to-period on a consistent basis.  Other companies in our industry may calculate Adjusted EBITDA differently than we do and their calculation may not be comparable to our Adjusted EBITDA metric.  A reconciliation of Adjusted EBITDA, a non-GAAP measure, to net income (loss) attributable to Diplomat can be found below.

 


 

Forward Looking Statements

 

This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements give current expectations or forecasts of future events or our future financial or operating performance, and include Diplomat’s expectations regarding revenues, net (loss) income attributable to Diplomat, Adjusted EBITDA, EPS, market share, the expected benefits and performance of acquisitions and growth strategies.  The forward-looking statements contained in this press release are based on management’s good-faith belief and reasonable judgment based on current information.  These statements are qualified by important risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from those forecasted or indicated by such forward-looking statements.  These risks and uncertainties include: our ability to adapt to changes or trends within the specialty pharmacy industry; complying with complex and evolving requirements and changes in state and federal government regulations, including Medicare and Medicaid; current or proposed legislative and regulatory policies designed to manage healthcare costs or alter healthcare financing practices; significant and increasing pricing pressure from third-party payors; the amount of direct and indirect remuneration fees, as well as the timing of assessing such fees and the methodology used to calculate such fees; the outcome of material legal proceedings; our relationships with wholesalers and key pharmaceutical manufacturers; bad publicity about, or market withdrawal of, specialty drugs we dispense; a significant increase in competition from a variety of companies in the health care industry; our ability to expand the number of specialty drugs we dispense and related services; maintaining existing patients; revenue concentration of the top specialty drugs we dispense; increasing consolidation in the healthcare industry; managing our growth effectively; our ability to drive volume through a refreshed marketing strategy in traditional specialty pharmacy; our capability to penetrate the fragmented infusion market; the success of our strategy in the PBM space; our ability to effectively execute our acquisition strategy or successfully integrate acquired businesses, including any delays or difficulties in integrating the combined businesses, and the ability to achieve cost savings and operating synergies and the timing thereof; the dependence on our senior management and key employees and managing recent turnover among key employees; and the additional factors set forth in “Risk Factors” in Diplomat’s Annual Report on Form 10-K for the year ended December 31, 2017 and in subsequent reports filed with or furnished to the Securities and Exchange Commission.  Except as may be required by any applicable laws, Diplomat assumes no obligation to publicly update such forward-looking statements, which are made as of the date hereof or the earlier date specified herein, whether as a result of new information, future developments, or otherwise.

 

CONTACT:
Terri Anne Powers, Vice President Investor Relations

312-889-5244 | tpowers@diplomat.is

 


 

DIPLOMAT PHARMACY, INC.

Condensed Consolidated Balance Sheets (Unaudited)

(Dollars in thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2018

 

2017

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and equivalents

 

$

8,214

 

$

84,251

 

Receivables, net

 

358,158

 

332,091

 

Inventories

 

169,863

 

206,603

 

Prepaid expenses and other current assets

 

13,491

 

11,125

 

Total current assets

 

549,726

 

634,070

 

 

 

 

 

 

 

Property and equipment, net

 

40,924

 

38,990

 

Capitalized software for internal use, net

 

29,842

 

36,520

 

Goodwill

 

834,580

 

832,624

 

Definite-lived intangible assets, net

 

340,651

 

392,011

 

Other noncurrent assets

 

4,938

 

6,208

 

Total assets

 

$

1,800,661

 

$

1,940,423

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

315,268

 

$

384,719

 

Rebates payable

 

29,954

 

28,744

 

Borrowings on line of credit

 

178,250

 

188,250

 

Short-term debt, including current portion of long-term debt

 

11,500

 

11,500

 

Accrued expenses:

 

 

 

 

 

Compensation and benefits

 

16,771

 

9,584

 

Contingent consideration

 

5,200

 

8,100

 

Other

 

21,542

 

20,560

 

Total current liabilities

 

578,485

 

651,457

 

 

 

 

 

 

 

Long-term debt, less current portion

 

440,552

 

521,098

 

Deferred income taxes

 

12,423

 

14,367

 

Contingent consideration

 

4,050

 

4,000

 

Other

 

295

 

 

Total liabilities

 

1,035,805

 

1,190,922

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Preferred stock (10,000,000 shares authorized; none issued and outstanding)

 

 

 

Common stock (no par value, 590,000,000 shares authorized; 74,448,430 and 73,871,424 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively)

 

629,283

 

619,235

 

Additional paid-in capital

 

48,172

 

38,450

 

Retained earnings

 

87,445

 

91,816

 

Accumulated other comprehensive loss

 

(44

)

 

Total shareholders’ equity

 

764,856

 

749,501

 

Total liabilities and shareholders’ equity

 

$

1,800,661

 

$

1,940,423

 

 


 

DIPLOMAT PHARMACY, INC.

Condensed Consolidated Statements of Operations (Unaudited)

(dollars in thousands, except per share amounts)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2018

 

2017

 

2018

 

2017

 

Net sales

 

$

1,373,334

 

$

1,124,957

 

$

4,131,896

 

$

3,330,161

 

Cost of sales

 

(1,279,976

)

(1,059,867

)

(3,849,743

)

(3,128,595

)

Gross profit

 

93,358

 

65,090

 

282,153

 

201,566

 

Selling, general and administrative expenses

 

(83,419

)

(62,782

)

(255,705

)

(185,867

)

Income from operations

 

9,939

 

2,308

 

26,448

 

15,699

 

Other (expense) income:

 

 

 

 

 

 

 

 

 

Interest expense

 

(10,179

)

(2,054

)

(30,998

)

(6,034

)

Impairment of non-consolidated entities

 

(286

)

 

(329

)

 

Other

 

574

 

45

 

1,385

 

111

 

Total other expense

 

(9,891

)

(2,009

)

(29,942

)

(5,923

)

Income (loss) before income taxes

 

48

 

299

 

(3,494

)

9,776

 

Income tax benefit (expense)

 

121

 

662

 

(750

)

(1,101

)

Net income (loss)

 

169

 

961

 

(4,244

)

8,675

 

Less: net loss attributable to noncontrolling interest

 

 

(55

)

 

(299

)

Net income (loss) attributable to Diplomat Pharmacy, Inc.

 

$

169

 

$

1,016

 

$

(4,244

)

$

8,974

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.00

 

$

0.01

 

$

(0.06

)

$

0.13

 

Diluted

 

$

0.00

 

$

0.01

 

$

(0.06

)

$

0.13

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

74,386,386

 

68,371,429

 

74,181,869

 

67,600,920

 

Diluted

 

74,741,511

 

68,769,618

 

74,181,869

 

68,259,416

 

 


 

DIPLOMAT PHARMACY, INC.

Condensed Consolidated Statements of Operations, Inclusive of Reportable Segment Breakout (Unaudited)

(dollars in thousands, except per share amounts)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2018

 

2017

 

2018

 

2017

 

Net sales - Specialty

 

$

1,212,298

 

$

1,124,957

 

$

3,599,023

 

$

3,330,161

 

Net sales - PBM

 

169,933

 

 

550,148

 

 

Inter-segment elimination

 

(8,897

)

 

(17,275

)

 

Net sales

 

1,373,334

 

1,124,957

 

4,131,896

 

3,330,161

 

 

 

 

 

 

 

 

 

 

 

Cost of sales - Specialty

 

(1,145,288

)

(1,059,867

)

(3,386,653

)

(3,128,595

)

Cost of sales - PBM

 

(143,585

)

 

(480,365

)

 

Inter-segment elimination

 

8,897

 

 

17,275

 

 

Cost of sales

 

(1,279,976

)

(1,059,867

)

(3,849,743

)

(3,128,595

)

 

 

 

 

 

 

 

 

 

 

Gross profit - Specialty

 

67,010

 

65,090

 

212,370

 

201,566

 

Gross profit - PBM

 

26,348

 

 

69,783

 

 

Gross profit

 

93,358

 

65,090

 

282,153

 

201,566

 

Selling, general and administrative expenses

 

(83,419

)

(62,782

)

(255,705

)

(185,867

)

Income from operations

 

9,939

 

2,308

 

26,448

 

15,699

 

Other (expense) income:

 

 

 

 

 

 

 

 

 

Interest expense

 

(10,179

)

(2,054

)

(30,998

)

(6,034

)

Impairment of non-consolidated entities

 

(286

)

 

(329

)

 

Other

 

574

 

45

 

1,385

 

111

 

Total other expense

 

(9,891

)

(2,009

)

(29,942

)

(5,923

)

Income (loss) before income taxes

 

48

 

299

 

(3,494

)

9,776

 

Income tax benefit (expense)

 

121

 

662

 

(750

)

(1,101

)

Net income (loss)

 

169

 

961

 

(4,244

)

8,675

 

Less: net loss attributable to noncontrolling interest

 

 

(55

)

 

(299

)

Net income (loss) attributable to Diplomat Pharmacy, Inc.

 

$

169

 

$

1,016

 

$

(4,244

)

$

8,974

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.00

 

$

0.01

 

$

(0.06

)

$

0.13

 

Diluted

 

$

0.00

 

$

0.01

 

$

(0.06

)

$

0.13

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

74,386,386

 

68,371,429

 

74,181,869

 

67,600,920

 

Diluted

 

74,741,511

 

68,769,618

 

74,181,869

 

68,259,416

 

 


 

DIPLOMAT PHARMACY, INC.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(dollars in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2018

 

2017

 

Cash flows from operating activities:

 

 

 

 

 

Net (loss) income

 

$

(4,244

)

$

8,675

 

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

 

 

 

 

 

Depreciation and amortization

 

72,547

 

48,813

 

Share-based compensation expense

 

15,771

 

5,487

 

Net provision for doubtful accounts

 

5,862

 

7,523

 

Amortization of debt issuance costs

 

3,703

 

892

 

Changes in fair values of contingent consideration

 

2,419

 

1,965

 

Contingent consideration payments

 

(3,181

)

 

Deferred income tax benefit

 

(2,034

)

(637

)

Impairment of non-consolidated entities

 

329

 

 

Other

 

(43

)

1

 

Changes in operating assets and liabilities, net of business acquisitions:

 

 

 

 

 

Accounts receivable

 

(31,090

)

4,117

 

Inventories

 

36,717

 

22,379

 

Accounts payable

 

(72,018

)

(3,055

)

Other assets and liabilities

 

8,469

 

(2,514

)

Net cash provided by operating activities

 

33,207

 

93,646

 

Cash flows from investing activities:

 

 

 

 

 

Expenditures for capitalized software for internal use

 

(8,736

)

(3,252

)

Expenditures for property and equipment

 

(7,880

)

(3,414

)

Payments to acquire businesses, net of cash acquired

 

(1,139

)

(76,646

)

Other

 

46

 

(38

)

Net cash used in investing activities

 

(17,709

)

(83,350

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Net payments on line of credit

 

(10,000

)

(17,663

)

Payments on long-term debt

 

(82,625

)

(6,031

)

Proceeds from long-term debt

 

 

25,000

 

Proceeds from issuance of stock upon stock option exercises

 

3,999

 

7,597

 

Contingent consideration payments

 

(2,088

)

 

Payments of debt issuance costs

 

(821

)

 

Net cash (used in) provided by financing activities

 

(91,535

)

8,903

 

Net (decrease) increase in cash and equivalents

 

(76,037

)

19,199

 

Cash and equivalents at beginning of period

 

84,251

 

7,953

 

Cash and equivalents at end of period

 

$

8,214

 

$

27,152

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

Cash paid for interest

 

$

27,707

 

$

5,125

 

Cash paid for income taxes

 

2,142

 

4,716

 

 


 

Adjusted EBITDA

 

The table below presents a reconciliation of net income (loss) attributable to Diplomat Pharmacy, Inc. to Adjusted EBITDA for the periods indicated.

 

 

 

For the three months ended September 30,

 

For the nine months ended September 30,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

(dollars in thousands) (unaudited)

 

Net income (loss) attributable to Diplomat Pharmacy, Inc.

 

$

169

 

$

1,016

 

$

(4,244

)

$

8,974

 

Depreciation and amortization

 

24,377

 

16,877

 

72,547

 

48,813

 

Interest expense

 

10,179

 

2,054

 

30,998

 

6,034

 

Income tax (benefit) expense

 

(121

)

(662

)

750

 

1,101

 

EBITDA

 

$

34,604

 

$

19,285

 

$

100,051

 

$

64,922

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration and other merger and acquisition expense

 

$

577

 

$

3,016

 

$

5,700

 

$

4,133

 

Share-based compensation expense

 

5,649

 

1,688

 

15,771

 

5,487

 

Employer payroll taxes - option repurchases and exercises

 

52

 

33

 

193

 

218

 

Restructuring and impairment charges

 

286

 

 

 

329

 

 

 

Severance and related fees

 

779

 

78

 

2,729

 

781

 

Other items

 

 

(915

)

(483

)

(372

)

Adjusted EBITDA

 

$

41,947

 

$

23,185

 

$

124,290

 

$

75,169

 

 

2018 Full Year Guidance: GAAP to Non-GAAP Reconciliation

 

The tables below present a reconciliation of net income attributable to Diplomat Pharmacy, Inc. to Adjusted EBITDA for the year ended December 31, 2018.

 

Reconciliation of GAAP to Adjusted EBITDA

(dollars in thousands) (unaudited)

 

 

 

Range

 

 

 

Low

 

High

 

Net (loss) income attributable to Diplomat Pharmacy, Inc.

 

$

(7,511

)

$

2,593

 

Depreciation and amortization

 

98,000

 

97,000

 

Interest expense

 

43,000

 

41,000

 

Income tax expense (1)

 

683

 

1,729

 

EBITDA

 

$

134,172

 

$

142,322

 

 

 

 

 

 

 

Contingent consideration and other merger and acquisition expense

 

$

7,000

 

$

6,000

 

Share-based compensation expense

 

19,000

 

 

18,500

 

Employer payroll taxes - option repurchases and exercises

 

500

 

 

300

 

Restructuring and impairment charges

 

329

 

 

329

 

Severance and related fees

 

3,500

 

 

3,000

 

Other items

 

(500

)

 

(450

)

Adjusted EBITDA

 

$

164,000

 

$

170,000

 

 


(1) Assumes a tax rate of -10 and 40 percent, for the low- and high-end, respectively.