- Fourth Quarter Adjusted Diluted EPS of 66 Cents Exceeds Expectations
- Quarterly Operating Cash Flow Remains Strong
- Company Grows Number of Beds Served Sequentially
- 2009 Outlook 18% to 27% Above 2008 Adjusted Diluted EPS
COVINGTON, Ky.--(BUSINESS WIRE)--Feb. 26, 2009--
Omnicare, Inc. (NYSE:OCR), one of the nation's leading providers of
pharmaceutical care for the elderly, today reported financial results
for its fourth quarter and full year ended December 31, 2008.
Commenting on the results for the quarter, Joel F. Gemunder, Omnicare’s
president and chief executive officer, said, “We are pleased to report
quarterly results that reflect not only strong year-over-year growth in
earnings, but also mark the third consecutive quarter of sequential
adjusted earnings growth, demonstrating the stabilization achieved in
our business and the progress made throughout the year in the execution
of our strategies to restore growth and enhance profitability. In
addition to the benefit of certain favorable trends in the
pharmaceutical marketplace, the fourth quarter saw strong performance in
our institutional pharmacy and specialty pharmacy businesses, progress
in our productivity improvement and cost reduction initiatives,
including the Omnicare Full Potential Plan, as well as a sequential
increase in the number of beds served.”
Financial results for the quarter ended December 31, 2008, as compared
with the same prior-year period, including restructuring and related
charges, special items (described below), and a previously reported
incremental charge in the 2007 fourth quarter to increase the Company’s
allowance for doubtful accounts, were as follows:
-
Earnings per diluted share were 27 cents versus a net loss per share
of 17 cents
-
Net income was $31.7 million as compared with a net loss of $20.8
million
-
Sales were $1,598.1 million as compared with $1,556.8 million
Results for both the fourth quarter of 2008 and 2007 include special
items (described below) of $60.7 million pretax and $27.8 million
pretax, respectively. Adjusting for these special items, but including a
2007 fourth quarter charge related to an incremental provision for
doubtful accounts, results for the quarter ended December 31, 2008 and
2007, respectively, were as follows:
-
Adjusted earnings per diluted share were 66 cents versus an adjusted
net loss per share of 3 cents
-
Adjusted net income was $76.8 million as compared to an adjusted net
loss of $3.1 million
-
Sales were $1,598.1 million as compared with $1,556.8 million
It should be noted that financial results for the fourth quarter of 2007
include a previously reported incremental charge of $94 million pretax
($60.1 million aftertax, or 50 cents per share), to increase the
Company’s allowance for doubtful accounts.
Financial Position
Cash flow from operations for the quarter ended December 31, 2008
increased to $106.3 million from $74.3 million in the comparable
prior-year quarter.
Full-year 2008 cash flow from operations was $438.2 million, as compared
to $505.5 million for the full year 2007. It should be noted that
operating cash flow in 2008 included one extra weekly payment to the
Company’s drug wholesaler of approximately $65 million as compared with
the prior year.
Earnings before interest, income taxes, depreciation and amortization
(EBITDA) for the fourth quarter of 2008, including the special items
discussed below, was $120.8 million versus $31.8 million in the fourth
quarter of 2007, which also includes the special items discussed below
as well as the previously mentioned incremental charge related to the
allowance for doubtful accounts. Excluding the special items, adjusted
EBITDA in the fourth quarter of 2008 was $181.4 million as compared to
$59.5 million in the fourth quarter of 2007, which includes the
incremental provision for doubtful accounts.
During 2008, the Company repaid $89.1 million in debt, and at December
31, 2008 had $217.0 million in cash on its balance sheet. Total debt to
total capital at December 31, 2008 was 44.4%, down approximately 180
basis points from December 31, 2007.
Full-Year Results
Financial results for the year ended December 31, 2008, as compared with
the full year 2007, including restructuring and related charges, and
other special items as described below, as well as the incremental
charge in the 2007 fourth quarter to increase the Company’s allowance
for doubtful accounts of $94 million pretax ($60.1 million aftertax, or
50 cents per diluted share), were as follows:
-
Earnings per diluted share were $1.32 versus 94 cents
-
Net income was $156.1 million as compared with $114.1 million
-
Sales reached $6,310.6 million as compared with $6,220.0 million
Results for both the full year 2008 and 2007 include special items
(which are described below) of $141.5 million pretax and $87.6 million
pretax, respectively. Adjusting for these special items, but including
the 2007 fourth quarter incremental provision for doubtful accounts,
financial results for the full year 2008 and 2007, respectively, were as
follows:
-
Adjusted earnings per diluted share were $2.12 versus $1.39
-
Adjusted net income was $250.6 million as compared with $168.4 million
-
Sales reached $6,310.6 million as compared with $6,220.0 million
EBITDA for the full year 2008, including special items, was $511.9
million versus $455.3 million in the comparable prior-year period, which
also includes the incremental charge to increase the allowance for
doubtful accounts. Excluding special items, adjusted EBITDA for 2008 was
$653.4 million as compared with $542.9 million in 2007, which includes
the incremental provision for doubtful accounts.
To facilitate comparisons and to enhance the understanding of core
operating performance, the discussion which follows includes financial
measures that are adjusted from the comparable amount under GAAP to
exclude the impact of the special items described elsewhere herein. For
a detailed presentation of reconciling items and related definitions and
components, please refer to the attached schedules or to reconciliation
schedules posted on the Company’s Web site at www.omnicare.com.
Pharmacy Services Business
Omnicare's pharmacy services business generated revenues of $1,549.0
million for the fourth quarter of 2008 as compared with sales of
$1,507.8 million in the fourth quarter of 2007. Adjusted operating
profit in this business was $177.8 million in the 2008 fourth quarter as
compared with the $55.8 million earned in the same 2007 quarter, which
includes the incremental charge of $94.0 million to increase the
allowance for doubtful accounts. For the full year 2008, pharmacy
services sales were $6,107.3 million as compared with sales of $6,024.9
million in 2007. Adjusted operating profit for the full year 2008 was
$633.4 million versus $518.9 million in 2007, which includes the
aforementioned incremental provision for doubtful accounts.
At December 31, 2008, Omnicare served long-term care facilities as well
as chronic care and other settings comprising approximately 1,435,000
beds, including approximately 68,000 patients served under the patient
assistance programs of its specialty pharmacy services business. At
September 30, 2008, the comparable number was 1,432,000 beds (including
approximately 67,000 patients served under patient assistance programs).
The comparable number at December 31, 2007 was 1,449,000 beds (including
approximately 57,000 patients served under the patient assistance
programs of the specialty pharmacy services business). The Company also
noted that sequential quarterly growth in beds served in the fourth
quarter was achieved despite approximately 5,300 beds voluntarily
foregone owing to pricing or payment issues as well as facility closures
or sales.
Pharmacy services sales for the fourth quarter exceeded the fourth
quarter of 2007 owing primarily to continued drug price inflation, the
increased use of certain higher acuity drugs and biologic agents, and
growth in specialty pharmacy services. These factors more than offset
the increased availability and utilization of generic drugs, reductions
in utilization and/or reimbursement for certain drugs and a lower net
number of beds served, along with a shift in mix toward assisted living
which typically has lower penetration rates. Aside from the
year-over-year variance caused by the incremental provision for doubtful
accounts in the fourth quarter of 2007, operating profit in the 2008
fourth quarter showed a strong year-over-year increase due largely to
higher utilization of generic drugs, drug price inflation, the benefits
of certain cost reduction and productivity improvement initiatives and
favorable performance in the specialty pharmacy businesses.
For the full year, pharmacy services sales in 2008 were modestly higher
than the previous year, owing primarily to drug price inflation, the
increased use of certain higher acuity drugs and biologic agents and
growth in specialty pharmacy services. Partially offsetting these
factors were increased availability and utilization of generic drugs, a
lower net number of beds served and the bed mix shift, reductions in
utilization and/or reimbursement for certain drugs, competitive pricing
issues and lower revenues reported from copays, rejected claims and from
certain matters in litigation. Full-year adjusted operating profit
increased substantially in 2008, aside from the 2007 fourth quarter
incremental provision for doubtful accounts, due primarily to the
greater mix of generic drugs, drug price inflation, favorable
performance in the specialty pharmacy businesses and the benefit of cost
reduction initiatives and productivity enhancements.
The Company noted that progress continues to be achieved in the
implementation of the Omnicare Full Potential Plan as the Company
implements the hub-and-spoke configuration for its institutional
pharmacy operations. When completed, this major initiative is expected
to reduce operating costs, increase efficiency and enhance customer
growth.
CRO Business
The Company's CRO business generated revenues of $49.1 million on a GAAP
basis for the fourth quarter of 2008 as compared with the $49.0 million
in revenues generated in the same prior-year quarter. Included in the
2008 and 2007 periods were reimbursable out-of-pocket expenses totaling
$6.8 million and $8.4 million, respectively. Excluding these
reimbursable out-of-pocket expenses, adjusted revenues were $42.2
million for the 2008 fourth quarter as compared with $40.6 million for
the same prior-year period. Adjusted operating profit for the 2008
fourth quarter totaled $5.2 million versus $3.6 million in the same
prior-year period.
For the full year 2008, revenues within the Company’s CRO business, on a
GAAP basis, were $203.3 million, as compared with the $195.1 million for
2007. Included in the 2008 and 2007 periods were reimbursable
out-of-pocket expenses totaling $31.3 million and $31.7 million,
respectively. Excluding these reimbursable out-of-pocket expenses,
adjusted revenues were $172.0 million for 2008 as compared with $163.4
million for the same prior-year period. Adjusted operating profit
increased to $17.6 million in 2008 from the $13.1 million earned in
2007. Backlog at December 31, 2008 was $302.9 million.
Special Items
As noted above, the results for the fourth quarter of 2008 include
certain special items totaling $60.7 million pretax ($45.1 million
aftertax, or approximately 39 cents per diluted share). Operating income
for the fourth quarter of 2008 includes special litigation charges of
$48.1 million pretax associated with litigation and other related
professional fees in connection primarily with the Company’s lawsuit
against UnitedHealth Group, Inc. and its affiliates ("United") and
certain large customer disputes, as well as certain government
inquiries, including a $40 million pretax settlement reserve pertaining
to a previously disclosed investigation by the U.S. Attorney’s Office,
District of Massachusetts. The fourth quarter 2008 results also include
a pretax charge of $10.9 million for restructuring and other related
costs associated primarily with the implementation of the Omnicare Full
Potential Plan, and a pretax charge of $1.6 million relating to
incremental costs associated with the closure of one of the Company’s
repackaging operations.
As noted above, the results for the fourth quarter of 2007 include
certain special items totaling $27.8 million pretax ($17.6 million
aftertax, or approximately 15 cents per share). Operating income for the
fourth quarter of 2007 includes a pretax charge of $7.5 million for
restructuring and other related costs associated primarily with the
implementation of the Omnicare Full Potential Plan. The fourth quarter
of 2007 results also include special litigation charges of $17.4 million
pretax associated with litigation and other related professional fees in
connection primarily with the Company’s lawsuit against United and
certain large customer disputes, as well as certain government
inquiries, and a pretax charge of $2.8 million relating to incremental
costs associated with the closure of one of the Company’s repackaging
operations.
The full-year results for 2008 include special items totaling $141.5
million pretax ($94.5 million aftertax, or approximately 80 cents per
diluted share), including $99.3 million pretax associated with the
above-mentioned litigation, settlement reserve and related professional
fees, $35.8 million pretax for restructuring and other related costs
associated primarily with the implementation of the Omnicare Full
Potential Plan, and $6.4 million pretax in incremental costs relating to
the closure of one of the Company’s repackaging operations.
The full-year results for 2007 include special items totaling $87.6
million pretax ($54.3 million aftertax, or approximately 45 cents per
diluted share). The 2007 full-year special items include $27.9 million
pretax for restructuring and other related costs associated primarily
with the implementation of the Omnicare Full Potential Plan, $42.5
million pretax associated with the above-mentioned litigation and
related professional fees, and $17.2 million pretax in incremental costs
relating to the closure of one of the Company’s repackaging operations.
Omnicare Outlook
“Our 2008 results reflect significant progress made in returning growth
to the business, reducing costs and increasing productivity and
enhancing shareholder value,” said Gemunder. “Given the strategies we
have in place, the advantages of our scale position and the ongoing
trends in the pharmaceutical marketplace, we believe we are positioned
for continued growth. As a result, we expect Omnicare’s diluted earnings
per share, as adjusted to exclude special items such as the impact of
newly adopted accounting rules, to be in the range of $2.50 to $2.70 for
the full year 2009.
“Longer term, we continue to believe our business is supported by sound
fundamentals, including the aging of the U.S. population which should
continue to drive demand for pharmacy services in the senior population.
Further, we also believe there is significant opportunity for Omnicare
in increasing access to drug therapy for the broader population through
our hospice pharmacy and specialty pharmacy services businesses.”
Webcast Today
The Company will hold a conference call to discuss fourth-quarter and
full-year results today, Thursday, February 26, at 11:00 a.m. ET. The
conference call will be webcast live at Omnicare's Web site at www.omnicare.com
by clicking on "Investors" and then on "Conference Calls," and will be
accessible by telephone at the following numbers:
|
|
|
Calling from the United States or Canada: 888-634-8522
|
|
|
|
Calling from other countries: 706-634-6522
|
|
|
|
Reference: Omnicare
|
An online replay will be available at www.omnicare.com
beginning approximately two hours after the completion of the live call
and will remain available for 14 days.
Omnicare, Inc. (NYSE:OCR), a Fortune 500 company based in Covington,
Kentucky, is a leading provider of pharmaceutical care for the elderly.
Omnicare serves residents in long-term care facilities, chronic care and
other settings comprising more than 1.4 million beds in 47 states, the
District of Columbia and Canada. Omnicare is the largest U.S. provider
of professional pharmacy, related consulting and data management
services for skilled nursing, assisted living and other institutional
healthcare providers as well as for hospice patients in homecare and
other settings. Omnicare’s pharmacy services also include distribution
and product support services for specialty pharmaceuticals. Omnicare
offers clinical research services for the pharmaceutical and
biotechnology, nutraceutical and medical device industries in 30
countries worldwide. For more information, visit the company's Web site
at www.omnicare.com.
Forward-Looking Statements
In addition to historical information, this press release contains
certain statements that constitute “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, but are not limited to, all
statements regarding the intent, belief or current expectations
regarding the matters discussed or incorporated by reference in this
document (including statements as to “beliefs,” “expectations,”
“anticipations,” “intentions” or similar words) and all statements which
are not statements of historical fact. Such forward-looking
statements, together with other statements that are not historical, are
based on management’s current expectations and involve known and unknown
risks, uncertainties, contingencies and other factors that could cause
results, performance or achievements to differ materially from those
stated. The most significant of these risks and uncertainties are
described in the Company’s Form 10-K, Form 10-Q and Form 8-K reports
filed with the Securities and Exchange Commission and include, but are
not limited to: overall economic, financial, political and
business conditions; trends in the long-term healthcare, pharmaceutical
and contract research industries; the ability to attract new clients and
service contracts and retain existing clients and service contracts; the
ability to consummate pending acquisitions; trends for the continued
growth of the Company’s businesses; trends in drug pricing; delays and
reductions in reimbursement by the government and other payors to
customers and to the Company; the overall financial condition of the
Company’s customers and the ability of the Company to assess and react
to such financial condition of its customers; the ability of vendors and
business partners to continue to provide products and services to the
Company; the continued successful integration of acquired companies; the
continued availability of suitable acquisition candidates; the ability
to attract and retain needed management; competition for qualified staff
in the healthcare industry; the demand for the Company’s products and
services; variations in costs or expenses; the ability to implement
productivity, consolidation and cost reduction efforts and to realize
anticipated benefits; the ability of clinical research projects to
produce revenues in future periods; the potential impact of legislation,
government regulations, and other government action and/or executive
orders, including those relating to Medicare Part D, including its
implementing regulations and any subregulatory guidance, reimbursement
and drug pricing policies and changes in the interpretation and
application of such policies; government budgetary pressures and
shifting priorities; federal and state budget shortfalls; efforts by
payors to control costs; changes to or termination of the Company’s
contracts with Medicare Part D plan sponsors or to the proportion of the
Company’s Part D business covered by specific contracts; the outcome of
litigation; potential liability for losses not covered by, or in excess
of, insurance; the impact of differences in actuarial assumptions and
estimates as compared to eventual outcomes; events or circumstances
which result in an impairment of assets, including but not limited to,
goodwill; market conditions; the outcome of audit, compliance,
administrative, regulatory or investigatory reviews; volatility in the
market for the Company’s stock and in the financial markets generally;
access to adequate capital and financing; changes in international
economic and political conditions and currency fluctuations between the
U.S. dollar and other currencies; changes in tax laws and regulations;
changes in accounting rules and standards; and costs to comply with the
Company’s Corporate Integrity Agreements. Should one or more of
these risks or uncertainties materialize or should underlying
assumptions prove incorrect, the Company’s actual results, performance
or achievements could differ materially from those expressed in, or
implied by, such forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. Except as
otherwise required by law, the Company does not undertake any obligation
to publicly release any revisions to these forward-looking statements to
reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.
For more information on Omnicare, Inc., visit www.omnicare.com.
|
Omnicare, Inc. and Subsidiary Companies
|
|
Summary Consolidated Statements of Income, GAAP Basis
|
|
(000s, except per share amounts)
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
Year ended
|
|
|
|
|
December 31,
|
|
|
December 31,
|
|
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
1,598,087
|
|
(a)
|
|
$
|
1,556,799
|
|
(a)
|
|
$
|
6,310,607
|
|
(a)
|
|
$
|
6,220,010
|
|
(a)
|
|
Cost of sales
|
|
|
1,180,874
|
|
(a)
|
|
|
1,174,192
|
|
(a)
|
|
|
4,712,683
|
|
(a)
|
|
|
4,666,621
|
|
(a)
|
|
Heartland matters
|
|
|
1,356
|
|
(c)
|
|
|
3,157
|
|
(c)
|
|
|
5,531
|
|
(e)
|
|
|
14,788
|
|
(e)
|
|
Gross profit
|
|
|
415,857
|
|
(c)
|
|
|
379,450
|
|
(c)
|
|
|
1,592,393
|
|
(e)
|
|
|
1,538,601
|
|
(e)
|
|
Selling, general and administrative expenses
|
|
|
236,666
|
|
|
|
|
226,994
|
|
|
|
|
948,171
|
|
|
|
|
910,294
|
|
|
|
Provision for doubtful accounts
|
|
|
28,732
|
|
|
|
|
124,395
|
|
(d)
|
|
|
113,802
|
|
|
|
|
213,560
|
|
(d)
|
|
Restructuring and other related charges
|
|
|
10,897
|
|
(c)
|
|
|
7,502
|
|
(c)
|
|
|
35,784
|
|
(e)
|
|
|
27,883
|
|
(e)
|
|
Litigation and other related professional fees
|
|
|
48,124
|
|
(c)
|
|
|
17,407
|
|
(c)
|
|
|
99,267
|
|
(e)
|
|
|
42,516
|
|
(e)
|
|
Heartland matters
|
|
|
286
|
|
(c)
|
|
|
(315
|
)
|
(c)
|
|
|
914
|
|
(e)
|
|
|
2,405
|
|
(e)
|
|
Operating income
|
|
|
91,152
|
|
(c)
|
|
|
3,467
|
|
(c)
|
|
|
394,455
|
|
(e)
|
|
|
341,943
|
|
(e)
|
|
Investment income
|
|
|
3,771
|
|
|
|
|
2,323
|
|
|
|
|
9,782
|
|
|
|
|
8,715
|
|
|
|
Interest expense
|
|
|
(34,146
|
)
|
|
|
|
(39,469
|
)
|
|
|
|
(144,050
|
)
|
|
|
|
(164,160
|
)
|
|
|
Income / (loss) before income taxes
|
|
|
60,777
|
|
|
|
|
(33,679
|
)
|
|
|
|
260,187
|
|
|
|
|
186,498
|
|
|
|
Income tax expense (benefit)
|
|
|
29,123
|
|
|
|
|
(12,910
|
)
|
(f)
|
|
|
104,079
|
|
|
|
|
72,442
|
|
(f)
|
|
Net income (loss)
|
|
$
|
31,654
|
|
(c)
|
|
$
|
(20,769
|
)
|
(c)
|
|
$
|
156,108
|
|
(e)
|
|
$
|
114,056
|
|
(e)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share:(b)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.27
|
|
|
|
$
|
(0.17
|
)
|
|
|
$
|
1.33
|
|
|
|
$
|
0.96
|
|
|
|
Diluted
|
|
$
|
0.27
|
|
(c)
|
|
$
|
(0.17
|
)
|
(c)
|
|
$
|
1.32
|
|
(e)
|
|
$
|
0.94
|
|
(e)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
116,166
|
|
|
|
|
119,585
|
|
|
|
|
117,466
|
|
|
|
|
119,380
|
|
|
|
Diluted
|
|
|
116,965
|
|
|
|
|
119,585
|
|
|
|
|
118,313
|
|
|
|
|
121,258
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Summary Segment Financial Data, Non-GAAP Basis (g)
|
|
Excluding EITF No. 01-14 and Special Items
|
|
(000s)
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
|
|
|
|
|
|
|
|
Pharmacy
|
|
|
CRO
|
|
|
and
|
|
|
Consolidated
|
|
|
|
|
Services
|
|
|
Services
|
|
|
Consolidating
|
|
|
Totals
|
|
|
Three months ended December 31,
2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net sales
|
|
$
|
1,549,035
|
|
|
$
|
42,212
|
(h)
|
|
$
|
-
|
|
|
|
$
|
1,591,247
|
(h)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (expense)
|
|
$
|
177,767
|
(i)
|
|
$
|
5,217
|
(i)
|
|
$
|
(31,169
|
)
|
(i)
|
|
$
|
151,815
|
(i)
|
|
Depreciation and amortization
|
|
|
21,949
|
|
|
|
474
|
|
|
|
7,198
|
|
|
|
|
29,621
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings before interest, income taxes, depreciation and
amortization ("EBITDA") (j)
|
|
$
|
199,716
|
(i)
|
|
$
|
5,691
|
(i)
|
|
$
|
(23,971
|
)
|
(i)
|
|
$
|
181,436
|
(i)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31,
2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net sales
|
|
$
|
1,507,792
|
|
|
$
|
40,611
|
(h)
|
|
$
|
-
|
|
|
|
$
|
1,548,403
|
(h)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (expense)
|
|
$
|
55,798
|
(i)
|
|
$
|
3,618
|
(i)
|
|
$
|
(28,198
|
)
|
(i)
|
|
$
|
31,218
|
(i)
|
|
Depreciation and amortization
|
|
|
20,286
|
|
|
|
456
|
|
|
|
7,545
|
|
|
|
|
28,287
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (j)
|
|
$
|
76,084
|
(i)
|
|
$
|
4,074
|
(i)
|
|
$
|
(20,653
|
)
|
(i)
|
|
$
|
59,505
|
(i)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net sales
|
|
$
|
6,107,287
|
|
|
$
|
172,019
|
(h)
|
|
$
|
-
|
|
|
|
$
|
6,279,306
|
(h)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (expense)
|
|
$
|
633,420
|
(i)
|
|
$
|
17,603
|
(i)
|
|
$
|
(115,072
|
)
|
(i)
|
|
$
|
535,951
|
(i)
|
|
Depreciation and amortization
|
|
|
85,359
|
|
|
|
1,836
|
|
|
|
30,213
|
|
|
|
|
117,408
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (j)
|
|
$
|
718,779
|
(i)
|
|
$
|
19,439
|
(i)
|
|
$
|
(84,859
|
)
|
(i)
|
|
$
|
653,359
|
(i)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net sales
|
|
$
|
6,024,871
|
|
|
$
|
163,414
|
(h)
|
|
$
|
-
|
|
|
|
$
|
6,188,285
|
(h)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (expense)
|
|
$
|
518,922
|
(i)
|
|
$
|
13,145
|
(i)
|
|
$
|
(102,532
|
)
|
(i)
|
|
$
|
429,535
|
(i)
|
|
Depreciation and amortization
|
|
|
83,818
|
|
|
|
1,867
|
|
|
|
27,718
|
|
|
|
|
113,403
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA (j)
|
|
$
|
602,740
|
(i)
|
|
$
|
15,012
|
(i)
|
|
$
|
(74,814
|
)
|
(i)
|
|
$
|
542,938
|
(i)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Condensed Consolidated Balance Sheets, GAAP Basis
|
|
(000s)
|
|
Unaudited
|
|
|
|
December 31,
|
|
|
|
|
2008
|
|
2007
|
|
|
ASSETS
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
215,090
|
|
$
|
274,448
|
|
|
Restricted cash
|
|
|
1,891
|
|
|
3,155
|
|
|
Accounts receivable, net
|
|
|
1,367,155
|
|
|
1,376,288
|
|
|
Unbilled receivables, CRO
|
|
|
22,329
|
|
|
24,855
|
|
|
Inventories
|
|
|
452,748
|
|
|
448,183
|
|
|
Deferred income tax benefits
|
|
|
134,249
|
|
|
126,239
|
|
|
Other current assets
|
|
|
178,231
|
|
|
202,982
|
|
|
Total current assets
|
|
|
2,371,693
|
|
|
2,456,150
|
|
|
Properties and equipment, net
|
|
|
219,652
|
|
|
199,449
|
|
|
Goodwill
|
|
|
4,252,906
|
|
|
4,342,169
|
|
|
Identifiable intangible assets, net
|
|
|
333,769
|
|
|
323,637
|
|
|
Other noncurrent assets
|
|
|
281,698
|
|
|
272,374
|
|
|
Total noncurrent assets
|
|
|
5,088,025
|
|
|
5,137,629
|
|
|
Total assets
|
|
$
|
7,459,718
|
|
$
|
7,593,779
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
Accounts payable
|
|
$
|
339,552
|
|
$
|
371,020
|
|
|
Accrued employee compensation
|
|
|
51,451
|
|
|
32,696
|
|
|
Deferred revenue, CRO
|
|
|
23,227
|
|
|
22,068
|
|
|
Current debt
|
|
|
2,263
|
|
|
3,192
|
|
|
Other current liabilities
|
|
|
224,296
|
|
|
223,184
|
|
|
Total current liabilities
|
|
|
640,789
|
|
|
652,160
|
|
|
Long-term debt, notes and convertible debentures
|
|
|
2,731,163
|
|
|
2,820,751
|
|
|
Deferred income tax liabilities
|
|
|
390,098
|
|
|
449,789
|
|
|
Other noncurrent liabilities
|
|
|
276,284
|
|
|
379,376
|
|
|
Total noncurrent liabilities
|
|
|
3,397,545
|
|
|
3,649,916
|
|
|
Total liabilities
|
|
|
4,038,334
|
|
|
4,302,076
|
|
|
Stockholders' equity (l)
|
|
|
3,421,384
|
|
|
3,291,703
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
7,459,718
|
|
$
|
7,593,779
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages
are an integral part of this financial information.
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Condensed Consolidated Statement of Cash Flows, GAAP Basis
|
|
(000s)
|
|
Unaudited
|
|
|
|
|
|
Three months ended
|
|
Year ended
|
|
|
|
December 31, 2008
|
|
December 31, 2008
|
|
Cash flows from operating activities:
|
|
|
|
|
|
Net income
|
|
$
|
31,654
|
|
|
$
|
156,108
|
|
|
Adjustments to reconcile net income to net cash flows from
operating activities:
|
|
|
|
|
|
Depreciation
|
|
|
13,371
|
|
|
|
52,636
|
|
|
Amortization
|
|
|
16,250
|
|
|
|
64,772
|
|
|
Changes in assets and liabilities, net of effects from acquisition
of businesses
|
|
|
45,037
|
|
|
|
164,681
|
|
|
Net cash flows from operating activities
|
|
|
106,312
|
|
|
|
438,197
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Acquisition of businesses, net of cash received
|
|
|
(24,678
|
)
|
|
|
(225,710
|
)
|
|
Capital expenditures
|
|
|
(14,131
|
)
|
|
|
(61,113
|
)
|
|
Transfer of cash to trusts for employee health and severance
costs, net of payments out of the trust
|
|
|
12,266
|
|
|
|
847
|
|
|
Other
|
|
|
1,257
|
|
|
|
683
|
|
|
Net cash flows used in investing activities
|
|
|
(25,286
|
)
|
|
|
(285,293
|
)
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
Payments on revolving credit facility, term A loan and long-term
borrowings and obligations
|
|
|
(40,102
|
)
|
|
|
(92,274
|
)
|
|
Decrease in cash overdraft balance
|
|
|
(3,137
|
)
|
|
|
(5,449
|
)
|
|
Payments for Omnicare common stock repurchases (l)
|
|
|
-
|
|
|
|
(100,165
|
)
|
|
Payments for stock awards and exercise of stock options, net of
stock tendered in payment
|
|
|
(207
|
)
|
|
|
(1,390
|
)
|
|
Excess tax benefits from stock-based compensation
|
|
|
213
|
|
|
|
963
|
|
|
Dividends paid
|
|
|
(2,671
|
)
|
|
|
(10,751
|
)
|
|
Net cash flows used in financing activities
|
|
|
(45,904
|
)
|
|
|
(209,066
|
)
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash
|
|
|
(1,140
|
)
|
|
|
(3,196
|
)
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
33,982
|
|
|
|
(59,358
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
|
181,108
|
|
|
|
274,448
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
215,090
|
|
|
$
|
215,090
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Reconciliation Statement and Definitions, Non-GAAP Basis (g)
|
|
(000s, except per share amounts)
|
|
Unaudited
|
|
|
|
|
|
Three months ended
|
|
Year ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
Adjusted net sales:
|
|
|
|
|
|
|
|
|
|
Net sales (a)
|
|
$
|
1,598,087
|
|
|
$
|
1,556,799
|
|
|
$
|
6,310,607
|
|
|
$
|
6,220,010
|
|
|
Reimbursable out-of-pockets (a)
|
|
|
(6,840
|
)
|
|
|
(8,396
|
)
|
|
|
(31,301
|
)
|
|
|
(31,725
|
)
|
|
Adjusted net sales, excluding EITF No. 01-14 (h)
|
|
$
|
1,591,247
|
|
|
$
|
1,548,403
|
|
|
$
|
6,279,306
|
|
|
$
|
6,188,285
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (earnings before interest and income
taxes, "EBIT"):
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
$
|
91,152
|
|
|
$
|
3,467
|
|
|
$
|
394,455
|
|
|
$
|
341,943
|
|
|
Special items (i)
|
|
|
60,663
|
|
|
|
27,751
|
|
|
|
141,496
|
|
|
|
87,592
|
|
|
Adjusted EBIT (i)
|
|
$
|
151,815
|
|
|
$
|
31,218
|
|
|
$
|
535,951
|
|
|
$
|
429,535
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted income (loss) before income taxes:
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
$
|
60,777
|
|
|
$
|
(33,679
|
)
|
|
$
|
260,187
|
|
|
$
|
186,498
|
|
|
Special items (i)
|
|
|
60,663
|
|
|
|
27,751
|
|
|
|
141,496
|
|
|
|
87,592
|
|
|
Adjusted income (loss) before income taxes (i)
|
|
$
|
121,440
|
|
|
$
|
(5,928
|
)
|
|
$
|
401,683
|
|
|
$
|
274,090
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net income (loss):
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
31,654
|
|
|
$
|
(20,769
|
)
|
|
$
|
156,108
|
|
|
$
|
114,056
|
|
|
Special items, net of taxes (i)
|
|
|
45,129
|
|
|
|
17,649
|
|
|
|
94,535
|
|
|
|
54,349
|
|
|
Adjusted net income (loss) (i)
|
|
$
|
76,783
|
|
|
$
|
(3,120
|
)
|
|
$
|
250,643
|
|
|
$
|
168,405
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings (loss) per share:(b)
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
$
|
0.27
|
|
|
$
|
(0.17
|
)
|
|
$
|
1.33
|
|
|
$
|
0.96
|
|
|
Special items, net of taxes (i)
|
|
|
0.39
|
|
|
|
0.15
|
|
|
|
0.80
|
|
|
|
0.46
|
|
|
Adjusted basic earnings (loss) per share (i)
|
|
$
|
0.66
|
|
|
$
|
(0.03
|
)
|
|
$
|
2.13
|
|
|
$
|
1.41
|
|
|
Diluted earnings (loss) per share
|
|
$
|
0.27
|
|
|
$
|
(0.17
|
)
|
|
$
|
1.32
|
|
|
$
|
0.94
|
|
|
Special items, net of taxes (i)
|
|
|
0.39
|
|
|
|
0.15
|
|
|
|
0.80
|
|
|
|
0.45
|
|
|
Adjusted diluted earnings (loss) per share (i)
|
|
$
|
0.66
|
|
|
$
|
(0.03
|
)
|
|
$
|
2.12
|
|
|
$
|
1.39
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings before interest, income taxes, depreciation
and amortization ("EBITDA"): (j)
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
$
|
91,152
|
|
|
$
|
3,467
|
|
|
$
|
394,455
|
|
|
$
|
341,943
|
|
|
Depreciation and amortization
|
|
|
29,621
|
|
|
|
28,287
|
|
|
|
117,408
|
|
|
|
113,403
|
|
|
EBITDA (j)
|
|
|
120,773
|
|
|
|
31,754
|
|
|
|
511,863
|
|
|
|
455,346
|
|
|
Special items (i)
|
|
|
60,663
|
|
|
|
27,751
|
|
|
|
141,496
|
|
|
|
87,592
|
|
|
Adjusted EBITDA (i)(j)
|
|
$
|
181,436
|
|
|
$
|
59,505
|
|
|
$
|
653,359
|
|
|
$
|
542,938
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Reconciliation Statement and Definitions, Non-GAAP Basis (g)
|
|
(000s)
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Year ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA to net cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
EBITDA (j)
|
|
$
|
120,773
|
|
|
$
|
31,754
|
|
|
$
|
511,863
|
|
|
$
|
455,346
|
|
|
(Subtract)/Add:
|
|
|
|
|
|
|
|
|
|
Interest expense, net of investment income
|
|
|
(30,375
|
)
|
|
|
(37,146
|
)
|
|
|
(134,268
|
)
|
|
|
(155,445
|
)
|
|
Income tax provision
|
|
|
(29,123
|
)
|
|
|
12,910
|
|
|
|
(104,079
|
)
|
|
|
(72,442
|
)
|
|
Changes in assets and liabilities, net of effects from acquisition
of businesses
|
|
|
45,037
|
|
|
|
66,772
|
|
|
|
164,681
|
|
|
|
278,070
|
|
|
Net cash flows from operating activities
|
|
$
|
106,312
|
|
|
$
|
74,290
|
|
|
$
|
438,197
|
|
|
$
|
505,529
|
|
|
|
|
|
|
|
|
|
|
|
|
Free cash flow: (k)
|
|
|
|
|
|
|
|
|
|
Net cash flows from operating activities
|
|
$
|
106,312
|
|
|
$
|
74,290
|
|
|
$
|
438,197
|
|
|
$
|
505,529
|
|
|
Capital expenditures
|
|
|
(14,131
|
)
|
|
|
(12,166
|
)
|
|
|
(61,113
|
)
|
|
|
(45,270
|
)
|
|
Dividends
|
|
|
(2,671
|
)
|
|
|
(2,745
|
)
|
|
|
(10,751
|
)
|
|
|
(10,971
|
)
|
|
Free cash flow (k)
|
|
$
|
89,510
|
|
|
$
|
59,379
|
|
|
$
|
366,333
|
|
|
$
|
449,288
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Reconciliations -
Pharmacy Services:
|
|
|
|
|
|
|
|
|
|
Adjusted EBIT - Pharmacy Services:
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
$
|
117,995
|
|
|
$
|
29,629
|
|
|
$
|
496,578
|
|
|
$
|
439,148
|
|
|
Special items (i)
|
|
|
59,772
|
|
|
|
26,169
|
|
|
|
136,842
|
|
|
|
79,774
|
|
|
Adjusted EBIT - Pharmacy Services (i)
|
|
$
|
177,767
|
|
|
$
|
55,798
|
|
|
$
|
633,420
|
|
|
$
|
518,922
|
|
|
Adjusted EBITDA - Pharmacy Services: (j)
|
|
|
|
|
|
|
|
|
|
EBITDA (j)
|
|
$
|
139,944
|
|
|
$
|
49,915
|
|
|
$
|
581,937
|
|
|
$
|
522,966
|
|
|
Special items (i)
|
|
|
59,772
|
|
|
|
26,169
|
|
|
|
136,842
|
|
|
|
79,774
|
|
|
Adjusted EBITDA - Pharmacy Services (i)(j)
|
|
$
|
199,716
|
|
|
$
|
76,084
|
|
|
$
|
718,779
|
|
|
$
|
602,740
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
Omnicare, Inc. and Subsidiary Companies
|
|
Reconciliation Statement and Definitions, Non-GAAP Basis (g)
|
|
(000s)
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Year ended
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
Segment Reconciliations -
Corporate and Consolidating:
|
|
|
|
|
|
|
|
|
|
Adjusted EBIT - Corporate and Consolidating:
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
$
|
(31,739
|
)
|
|
$
|
(29,224
|
)
|
|
$
|
(118,031
|
)
|
|
$
|
(107,583
|
)
|
|
Special items (i)
|
|
|
570
|
|
|
|
1,026
|
|
|
|
2,959
|
|
|
|
5,051
|
|
|
Adjusted EBIT - Corporate and Consolidating (i)
|
|
$
|
(31,169
|
)
|
|
$
|
(28,198
|
)
|
|
$
|
(115,072
|
)
|
|
$
|
(102,532
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA - Corporate and Consolidating: (j)
|
|
|
|
|
|
|
|
|
|
EBITDA (j)
|
|
$
|
(24,541
|
)
|
|
$
|
(21,679
|
)
|
|
$
|
(87,818
|
)
|
|
$
|
(79,865
|
)
|
|
Special items (i)
|
|
|
570
|
|
|
|
1,026
|
|
|
|
2,959
|
|
|
|
5,051
|
|
|
Adjusted EBITDA - Corporate and Consolidating (i)(j)
|
|
$
|
(23,971
|
)
|
|
$
|
(20,653
|
)
|
|
$
|
(84,859
|
)
|
|
$
|
(74,814
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Segment Reconciliations - CRO
Services:
|
|
|
|
|
|
|
|
|
|
Adjusted net sales - CRO Services:
|
|
|
|
|
|
|
|
|
|
Net sales (a)
|
|
$
|
49,052
|
|
|
$
|
49,007
|
|
|
$
|
203,320
|
|
|
$
|
195,139
|
|
|
Reimbursable out-of-pockets (a)
|
|
|
(6,840
|
)
|
|
|
(8,396
|
)
|
|
|
(31,301
|
)
|
|
|
(31,725
|
)
|
|
Adjusted net sales - CRO Services (h)
|
|
$
|
42,212
|
|
|
$
|
40,611
|
|
|
$
|
172,019
|
|
|
$
|
163,414
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBIT - CRO Services:
|
|
|
|
|
|
|
|
|
|
EBIT
|
|
$
|
4,896
|
|
|
$
|
3,062
|
|
|
$
|
15,908
|
|
|
$
|
10,378
|
|
|
Special items (i)
|
|
|
321
|
|
|
|
556
|
|
|
|
1,695
|
|
|
|
2,767
|
|
|
Adjusted EBIT - CRO Services (i)
|
|
$
|
5,217
|
|
|
$
|
3,618
|
|
|
$
|
17,603
|
|
|
$
|
13,145
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA - CRO Services: (j)
|
|
|
|
|
|
|
|
|
|
EBITDA (j)
|
|
$
|
5,370
|
|
|
$
|
3,518
|
|
|
$
|
17,744
|
|
|
$
|
12,245
|
|
|
Special items (i)
|
|
|
321
|
|
|
|
556
|
|
|
|
1,695
|
|
|
|
2,767
|
|
|
Adjusted EBITDA - CRO Services (i)(j)
|
|
$
|
5,691
|
|
|
$
|
4,074
|
|
|
$
|
19,439
|
|
|
$
|
15,012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DEFINITIONS:
|
|
GAAP: Amounts that conform with U.S. Generally Accepted
Accounting Principles ("GAAP").
|
|
Non-GAAP: Amounts that do not conform with U.S. GAAP.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The footnotes presented at the separate "Footnotes to Financial
Information" pages are an integral part of this financial
information.
|
|
Omnicare, Inc. and Subsidiary Companies
Footnotes to Financial Information
(000s, except per share amounts and unless otherwise stated)
Unaudited
|
|
|
|
|
|
(a)
|
|
In accordance with Emerging Issues Task Force (“EITF”) Issue No.
01-14, “Income Statement Characterization of Reimbursements Received
for ‘Out-of-Pocket’ Expenses Incurred” (“EITF No. 01-14”), Omnicare,
Inc. (“Omnicare” or the “Company”) has recorded reimbursements
received for “out-of-pocket” expenses on a grossed-up basis in the
income statement as net sales and cost of sales. The respective
amounts are disclosed at the “Segment Reconciliations – CRO
Services” section of the Financial Information. EITF No. 01-14
relates solely to the Company’s contract research services business.
|
|
(b)
|
|
EPS (basic EPS; special items, net of taxes; adjusted basic EPS;
diluted EPS; and adjusted diluted EPS) is reported independently for
each amount presented. Accordingly, the sum of the individual
amounts may not necessarily equal the separately calculated amounts
for the corresponding period.
|
|
(c)
|
|
The three months ended December 31, 2008 and 2007 include the
following special items:
|
|
|
|
(i)
|
|
For the three months ended December 31, 2008 and 2007, operating
income includes restructuring and other related charges of $10,897
and $7,502 before taxes ($6,660 and $4,785 after taxes, or $0.06 and
$0.04 per share), respectively. This charge relates to the
implementation of the “Omnicare Full Potential” Plan, a major
initiative primarily designed to re-engineer the pharmacy operating
model to increase efficiency and enhance customer growth.
|
|
|
|
(ii)
|
|
The three months ended December 31, 2008 and 2007 also include
special litigation and other related professional fees of $48,124
and $17,407 before taxes ($37,465 and $11,002 after taxes, or $0.32
and $0.09 per share), respectively. The $48,124 pretax charge for
the three months ended December 31, 2008 includes litigation-related
professional expenses in connection with the Company’s lawsuit
against UnitedHealth Group, Inc. and its affiliates (“United”), the
investigation by the United States Attorney’s Office, District of
Massachusetts, certain other large customer disputes, and the
investigation by the federal government and certain states relating
to drug substitutions. Also, included in the $48,124 is a special
litigation charge of $40,000 pretax recorded by Omnicare in its
financial results for the three months ended December 31, 2008 to
establish a settlement reserve in connection with the previously
disclosed investigation by the United States Attorney’s Office,
District of Massachusetts. This special litigation charge relates to
the Company’s estimate of potential settlement amounts and
associated costs under SFAS No. 5, “Accounting for Contingencies.”
The Company cannot predict the ultimate outcome of this matter. The
$17,407 pretax charge for the three months ended December 31, 2007
relates primarily to litigation-related professional expenses in
connection with the investigation by the United States Attorney’s
Office, District of Massachusetts, the purported class and
derivative actions, the Company’s lawsuit against United, the
inquiry conducted by the Attorney General’s office in Michigan
relating to certain billing issues under the Michigan Medicaid
program, the investigation by the federal government and certain
states relating to drug substitutions, the Company’s response to
subpoenas it received relating to other legal proceedings to which
the Company is not a party, and certain other larger customer
disputes.
|
|
|
|
(iii)
|
|
For the three months ended December 31, 2008, operating income
includes a special charge of $1,642 before taxes ($1,356 and $286
was recorded in the cost of sales and operating expense sections of
the income statement, respectively) ($1,004 after taxes, or $0.01
per share) for costs associated with the previously disclosed
Heartland Repack Services quality control, product recall and fire
issues (“Heartland Matters”). For the three months ended December
31, 2007, operating income includes a special charge of $2,842
before taxes ($3,157 and $(315) was recorded in the cost of sales
and operating expense sections of the income statement,
respectively) ($1,862 after taxes, or $0.02 per share) for costs
associated with the Heartland Matters.
|
|
(d)
|
|
For the three months ended December 31, 2007, the provision for
doubtful accounts includes an incremental charge of $94.0 million
before taxes ($60.1 million after taxes, or $0.50 per share)
relating to customer bankruptcies and other customer litigation
issues, a revised assessment of the administrative and payment
issues associated with Prescription Drug Plans under Medicare Part
D, particularly relating to the aging of copays and rejected claims,
and the resultant adoption by the Company of a modification in its
policy with respect to payment authorization for dispensed
prescriptions under Medicare Part D and other payors. For the year
ended December 31, 2007, the provision for doubtful accounts
includes incremental charges of $131 million primarily as a result
of the factors described above.
|
|
(e)
|
|
The years ended December 31, 2008 and 2007 include the following
special items:
|
|
|
|
(i)
|
|
For the years ended December 31, 2008 and 2007, operating income
includes restructuring and other related charges of $35,784 and
$27,883 before taxes ($21,871 and $17,300 after taxes, or $0.18 and
$0.14 per diluted share), respectively. Approximately $35,784 and
$29,462 of the pretax charge for the year ended December 31, 2008
and 2007, respectively, relates to the implementation of the
aforementioned “Omnicare Full Potential” Plan. Approximately
$(1,579) of the pretax charge for the year ended December 31, 2007
relates to the Company’s previously disclosed 2005 Program, a
consolidation and productivity initiative related, in part, to the
integration of the NeighborCare, Inc. acquisition and other related
activities.
|
|
|
|
(ii)
|
|
The years ended December 31, 2008 and 2007 also include special
litigation and other related professional fees of $99,267 and
$42,516 before taxes ($68,724 and $26,380 after taxes, or $0.58 and
$0.22 per diluted share), respectively. The $99,267 pretax charge
for the year ended December 31, 2008 includes litigation-related
professional expenses in connection with the Company’s lawsuit
against United, certain other large customer disputes, the
investigation by the United States Attorney’s Office, District of
Massachusetts, the purported class and derivative actions, the
investigation by the federal government and certain states relating
to drug substitutions, and the Company’s response to subpoenas it
received relating to other legal proceedings to which the Company is
not a party. Also, included in the $99,267 is a special litigation
charge of $40,000 pretax recorded by Omnicare in its financial
results for the year ended December 31, 2008 to establish a
settlement reserve in connection with the previously disclosed
investigation by the United States Attorney’s Office, District of
Massachusetts. This special litigation charge relates to the
Company’s estimate of potential settlement amounts and associated
costs under SFAS No. 5, “Accounting for Contingencies.” The Company
cannot predict the ultimate outcome of this matter. The $42,516
pretax charge for the year ended December 31, 2007 relates primarily
to litigation-related professional expenses in connection with the
investigation by the United States Attorney’s Office, District of
Massachusetts, the purported class and derivative actions, the
Company’s lawsuit against United, the inquiry conducted by the
Attorney General’s office in Michigan relating to certain billing
issues under the Michigan Medicaid program, the investigation by the
federal government and certain states relating to drug
substitutions, the Company’s response to subpoenas it received
relating to other legal proceedings to which the Company is not a
party, and certain other larger customer disputes.
|
|
|
|
(iii)
|
|
For the year ended December 31, 2008, operating income includes a
special charge of $6,445 before taxes ($5,531 and $914 was recorded
in the cost of sales and operating expense sections of the income
statement, respectively) ($3,940 after taxes, or $0.03 per diluted
share) for costs associated with the Heartland Matters. For the year
ended December 31, 2007, operating income includes a special charge
of $17,193 before taxes ($14,788 and $2,405 was recorded in the cost
of sales and operating expense sections of the income statement,
respectively) ($10,669 after taxes, or $0.09 per diluted share) for
costs associated with the Heartland Matters.
|
|
(f)
|
|
Income tax expense during the three months and year ended December
31, 2007 was reduced by approximately $2.8 million ($0.02 per
share) primarily due to the favorable effect of an increase in the
tax benefit of certain state income tax net operating losses.
|
|
(g)
|
|
Omnicare believes that investors' understanding of Omnicare's
performance is enhanced by the Company's disclosure of certain
non-GAAP financial measures as presented in this financial
information. Omnicare management believes that the adjusted non-GAAP
financial results information is useful to investors by providing
added insight into the Company's performance through focusing on the
results generated by the Company's ongoing core operations, which is
also the primary purpose that Omnicare management uses the adjusted
non-GAAP financial results. Omnicare's method of calculating these
measures may differ from those used by other companies and,
therefore, comparability may be limited.
|
|
(h)
|
|
The noted presentation excludes amounts that Omnicare is required to
record in its income statement pursuant to EITF No. 01-14, as
previously discussed in footnote (a) above.
|
|
(i)
|
|
The noted presentation for the three months and years ended December
31, 2008 and 2007 excludes the special items discussed in footnotes
(c) and (e) above. Management believes these special items are not
related to Omnicare’s ordinary course of business, as previously
discussed in footnote (g) above.
|
|
(j)
|
|
EBITDA represents earnings before interest expense (net of
investment income), income taxes, depreciation and amortization.
Omnicare uses EBITDA primarily as an indicator of the Company’s
ability to service its debt, and believes that certain investors
find EBITDA to be a useful financial measure for the same purpose.
However, EBITDA does not represent net cash flows from operating
activities, as defined by U.S. GAAP, and should not be considered
as a substitute for operating cash flows as a measure of
liquidity. Omnicare’s calculation of EBITDA may differ from the
calculation of EBITDA by others.
|
|
(k)
|
|
Free cash flow represents net cash flows from operating activities
less capital expenditures and dividends paid by the Company.
Omnicare believes that certain investors find free cash flow to be
a helpful measure of cash generated from current operations, net
of cash used for its ongoing capital expenditures and dividend
payment requirements. Omnicare's calculation of free cash flow may
differ from the calculation of free cash flow by others.
|
|
(l)
|
|
On March 27, 2008, the Company announced that its Board of Directors
authorized a program to repurchase, from time to time, shares of
Omnicare's outstanding common stock having an aggregate value of up
to $100 million, depending on market conditions and other factors.
In the three months ended June 30, 2008, the Company repurchased
approximately 4.1 million shares at a cost of approximately $100
million. Accordingly, the Company has utilized the full amount of
share repurchase authority and successfully completed the program.
These repurchases were made in open market or privately negotiated
transactions in compliance with Securities and Exchange Commission
Rule 10b-18 and other applicable legal requirements. On December 31,
2008, Omnicare had approximately 118.4 million shares of common
stock outstanding.
|
Source: Omnicare, Inc.
Omnicare, Inc. Cheryl D. Hodges, 859-392-3331
|