EX-99.1 2 a16-15371_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

PRA Health Sciences, Inc. Reports Second Quarter 2016 Results

 

·                  $394.2 million of service revenue in the second quarter; 17.3% constant currency growth compared to the second quarter of 2015

 

·                  Second quarter GAAP Net Income per diluted share increased 200.0% to $0.60 per diluted share and GAAP Net Income increased 211.5% to $38.7 million compared to the second quarter of 2015

 

·                  $73.3 million of Adjusted EBITDA in the second quarter; 19.6% growth compared to the second quarter of 2015

 

·                  Second quarter Adjusted Net Income per diluted share increased 34.0% to $0.63 per share and Adjusted Net Income increased 36.3% to $40.5 million compared to the second quarter of 2015

 

·                  Net new business of $493.9 million in the second quarter; Net book-to-bill of 1.25

 

RALEIGH, N.C., July 28, 2016 — PRA Health Sciences, Inc. (“PRA” or the “Company”) (NASDAQ: PRAH) today reported financial results for the quarter ended June 30, 2016.

 

For the three months ended June 30, 2016, service revenue was $394.2 million, which represents growth of 17.2%, or $57.7 million, compared to the second quarter of 2015 at actual foreign exchange rates. On a constant currency basis, service revenue grew $58.1 million, an increase of 17.3% compared to the second quarter of 2015.

 

Net new business for the quarter ended June 30, 2016 was $493.9 million, representing a net book-to-bill ratio of 1.25 for the period. This net new business contributed to an ending backlog of $2.6 billion at June 30, 2016.

 

“We continued our strong momentum in the second quarter, with double-digit revenue and earnings growth and an increase in net new business of 21.1% when compared to the second quarter of 2015,” said Colin Shannon, PRA’s Chief Executive Officer. “Our continued strength in net new business is a reflection of the quality and differentiation of our services, and we are well-positioned to drive future growth.”

 

Direct costs were $254.9 million during the three months ended June 30, 2016 compared to $219.9 million for the second quarter of 2015. Direct costs were 64.7% of service revenue during the second quarter of 2016 compared to 65.3% of service revenue during the second quarter of 2015. The decrease in direct costs as a percentage of service revenue is primarily related to the favorable impact from foreign currency exchange rate fluctuations.

 



 

Selling, general and administrative expenses were $68.5 million during the three months ended June 30, 2016 compared to $58.9 million for the second quarter of 2015. Selling, general and administrative costs were 17.4% of service revenue during the second quarter of 2016 compared to 17.5% of service revenue during the second quarter of 2015. The slight decrease in selling, general and administrative expenses as a percentage of revenue is attributable to our ability to continue to effectively manage our sales and administrative functions as the Company continues to grow.

 

Reported GAAP net income was $38.7 million for the three months ended June 30, 2016, or $0.60 per share on a diluted basis, compared to GAAP net income of $12.4 million for the three months ended June 30, 2015, or $0.20 per share on a diluted basis.

 

Reported EBITDA was $81.9 million for the three months ended June 30, 2016, representing an increase of 55.6% compared to the second quarter of 2015. Adjusted EBITDA was $73.3 million for the three months ended June 30, 2016, representing growth of 19.6% compared to the second quarter of 2015.

 

Adjusted Net Income was $40.5 million for the three months ended June 30, 2016, representing 36.3% growth compared to the second quarter of 2015. Adjusted Net Income per share was $0.63 for the three months ended June 30, 2016, representing 34.0% growth compared to the second quarter of 2015.

 

A reconciliation of our non-GAAP measures, including EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted Net Income per share, to the corresponding GAAP measures is included in this press release.

 

First Half 2016 Financial Highlights

 

For the six months ended June 30, 2016, service revenue was $766.6 million, which represents growth of 14.7%, or $98.1 million, compared to the six months ended June 30, 2015 at actual foreign exchange rates.  On a constant currency basis, service revenue grew $101.3 million, representing growth of 15.1% compared to the six months ended June 30, 2015.

 

Reported GAAP income from operations was $69.3 million, reported GAAP net income was $22.7 million and reported GAAP diluted net income per share was $0.35 for the six months ended June 30, 2016.

 

Adjusted Net Income was $75.4 million for the six months ended June 30, 2016, an improvement of 35.8% compared to the same period in 2015.  Adjusted Net Income per share was $1.18 for the six months ended June 30, 2016, up 34.1% compared to the same period in 2015.

 



 

Conference Call Details

 

PRA will host a conference call at 9:00 a.m. ET on July 29, 2016, to discuss the contents of this release and other relevant topics. To participate, please dial (877) 930-8062 within the United States or (253) 336-7647 outside the United States approximately 10 minutes before the scheduled start of the call. The conference ID for the call is 52630060. The conference call will also be accessible, live via audio broadcast, on the Investor Relations section of the PRA website at www.prahs.com/investors. A replay of the conference call will be available online at www.prahs.com/investors. In addition, an audio replay of the call will be available for one week following the call and can be accessed by dialing (855) 859-2056 within the United States or (404) 537-3406 outside the United States. The replay ID is 52630060.

 

About PRA Health Sciences

 

PRA (NASDAQ: PRAH) is one of the world’s leading global contract research organizations, or CROs, by revenue, providing outsourced clinical development services to the biotechnology and pharmaceutical industries. PRA’s global clinical development platform includes approximately 70 offices across North America, Europe, Asia, Latin America, South Africa, Australia and the Middle East and approximately 12,400 employees worldwide. Since 2000, PRA has performed approximately 3,400 clinical trials worldwide. In addition, PRA has participated in the pivotal or supportive trials that led to U.S. Food and Drug Administration or international regulatory approval of more than 60 drugs.

 

PRA has therapeutic expertise in areas that are among the largest in pharmaceutical development, including oncology, central nervous system, inflammation and infectious diseases. PRA believes that it provides its clients with one of the most flexible clinical development service offerings, which includes both traditional, project-based Phase I through Phase IV services, as well as embedded and functional outsourcing services. The Company has invested in medical informatics and clinical technologies designed to enhance efficiencies, improve study predictability and provide better transparency to clients throughout their clinical development processes. To learn more about PRA, please visit www.prahs.com.

 

Internet Posting of Information: The Company routinely posts information that may be important to investors in the ‘Investor Relations’ section of the Company’s website at www.prahs.com. The Company encourages investors and potential investors to consult the Company’s website regularly for important information about the Company.

 



 

Contacts:

 

Luke Heagle

Pure Communications, Inc.

Director, Investor Relations

910.726.1372

InvestorRelations@PRAHS.com or

luke@purecommunicationsinc.com

 

Christine Rogers

PRA Health Sciences, Inc.

Director, Public Relations

919.786.8463

rogerschristine@prahs.com

 

Forward-Looking Statements

 

This press release contains forward-looking statements that reflect, among other things, the Company’s current expectations and anticipated results of operations, all of which are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements, market trends or industry results to differ materially from those expressed or implied by such forward-looking statements. For this purpose, any statements contained herein that are not statements of historical fact may constitute forward-looking statements. Without limiting the foregoing, words such as “anticipates,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “may,” “plans,” “projects,” “should,” “targets,” “will” and the negative thereof and similar words and expressions are intended to identify forward-looking statements. Actual results may differ materially from the Company’s expectations due to a number of factors, including that most of the Company’s contracts may be terminated on short notice and that the Company may be unable to maintain large customer contracts or to enter into new contracts; the historical indications of the relationship of backlog to revenues may not be indicative of their future relationship; the market for the Company’s services may not grow as the Company expects; the Company may under price contracts or overrun its cost estimates, and if the Company is unable to achieve operating efficiencies or grow revenues faster than expenses, operating margins will be adversely affected; the Company may be unable to maintain information systems or effectively update them; customer or therapeutic concentration could harm the Company’s business; the Company’s business is subject to risks associated with international operations, including economic, political and other risks; the Company is also subject to a number of additional risks associated with its business outside the United States, including foreign currency exchange fluctuations and restrictive regulations, as well as the risks and uncertainties associated with the United Kingdom’s expected withdrawal from the European Union; government regulators or customers may limit the scope of prescription or withdraw products from the market, and government regulators may impose new regulations affecting the Company’s business; the Company may be unable to successfully develop and market new services or enter new markets; the Company’s failure to perform services in accordance with contractual requirements, regulatory standards and ethical considerations may subject it to significant costs or liability, damage its reputation and cause it to lose existing business or not receive new business; the Company’s services are related to treatment of human patients, and it could face liability if a patient is harmed; the Company has substantial indebtedness and may incur additional indebtedness in the future, which could adversely affect the Company’s financial condition; and other factors that are set forth in the Company’s filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K filed with the SEC on February 25, 2016.

 



 

The Company undertakes no obligation to update any forward-looking statement after the date of this release, whether as a result of new information, future developments or otherwise, except as may be required by applicable law.

 

Use of Non-GAAP Financial Measures

 

This press release includes EBITDA, Adjusted EBITDA, Adjusted Income from Operations, Adjusted Net Income and Adjusted Net Income per share, each of which are financial measures not prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Management believes that these measures provide useful supplemental information to management and investors regarding our operating results as they exclude certain items whose fluctuation from period- to period do not necessarily correspond to changes in the operating results of our business. As a result, management and our board of directors regularly use EBITDA and Adjusted EBITDA as a tool in evaluating our operating and financial performance and in establishing discretionary annual bonuses. Adjusted EBITDA is also the basis for covenant compliance EBITDA, which is used in certain covenants in the credit agreement governing our senior secured credit facilities and the indenture governing the senior notes. In addition, management believes that EBITDA, Adjusted EBITDA, Adjusted Income from Operations and Adjusted Net Income (including diluted adjusted net income per share) facilitate comparisons of our operating results with those of other companies by backing out of GAAP net income items relating to variations in capital structures (affecting interest expense), taxation, and the age and book depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance. We believe that EBITDA, Adjusted EBITDA, Adjusted Income from Operations and Adjusted Net Income (including diluted adjusted net income per share) are frequently used by securities analysts, investors, and other interested parties in the evaluation of issuers, many of which also present EBITDA, Adjusted EBITDA, Adjusted Income from Operations and Adjusted Net Income (including diluted adjusted net income per share) when reporting their results in an effort to facilitate an understanding of their operating results.

 

These non-GAAP financial measures have limitations as analytical tools, and you should not consider these measures in isolation, or as a substitute for analysis of our results as reported under GAAP. Additionally, because not all companies use identical calculations, these presentations of EBITDA, Adjusted EBITDA, Adjusted Income from Operations and Adjusted Net Income (including diluted adjusted net income per share) may not be comparable to similarly titled measures of other companies.

 

EBITDA represents net income before interest, taxes, depreciation and amortization. Adjusted EBITDA and Adjusted Net Income (including diluted adjusted net income per share) represent EBITDA and net income (including diluted net income per share), respectively, adjusted to exclude  stock-based compensation expense, loss (gain) on disposal of fixed assets, loss on modification or extinguishment of debt, foreign currency losses and gains, other (expense) income, equity in (gains) losses of unconsolidated joint ventures, transaction-related cost, acquisition-related cost, acquisition-related costs, severance costs and restructuring charges, foreign research and development credits, lease termination costs,  non-cash rent adjustments and other one-time charges.

 



 

Adjusted Net Income is also adjusted to exclude amortization of intangible assets and amortization of deferred financing costs. Adjusted Income from Operations is adjusted to exclude stock-based compensation expense, loss (gains) on disposal of fixed assets, transaction and acquisition-related costs, relocation costs, severance costs and restructuring charges, foreign research and development credits, non-cash rent adjustments, other one-time charges and amortization of intangible assets. EBITDA and Adjusted EBITDA are not measurements of our financial performance under GAAP and should not be considered as alternatives to net income or other performance measures derived in accordance with GAAP or as alternatives to cash flow from operating activities as measures of our liquidity. EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing our results as reported under GAAP.

 

Some of these limitations are:

 

·                  EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;

 

·                  EBITDA and Adjusted EBITDA do not reflect our interest expense, or the cash requirements necessary to service interest or principal payments, on our debt;

 

·                  EBITDA and Adjusted EBITDA do not reflect our tax expense or the cash requirements to pay our taxes;

 

·                  EBITDA and Adjusted EBITDA do not reflect historical capital expenditures or future requirements for capital expenditures or contractual commitments;

 

·                  although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements; and

 

·                  other companies in our industry may calculate EBITDA and Adjusted EBITDA differently, limiting their usefulness as comparative measures.

 

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as discretionary cash available to us to reinvest in the growth of our business or as a measure of cash that will be available to us to meet our obligations.

 

Constant Currency

 

Constant currency comparisons are based on translating local currency amounts in the current year period at actual foreign exchange rates for the prior year. The Company routinely evaluates its financial performance on a constant currency basis in order to facilitate period- to- period comparisons without regard to the impact of changing foreign currency exchange rates.

 



 

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2016

 

2015

 

2016

 

2015

 

Revenue:

 

 

 

 

 

 

 

 

 

Service revenue

 

$

394,249

 

$

336,518

 

$

766,569

 

$

668,486

 

Reimbursement revenue

 

61,598

 

56,330

 

119,501

 

112,940

 

Total revenue

 

455,847

 

392,848

 

886,070

 

781,426

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Direct costs

 

254,936

 

219,877

 

498,423

 

438,838

 

Reimbursable out-of-pocket costs

 

61,598

 

56,330

 

119,501

 

112,940

 

Selling, general and administrative

 

68,468

 

58,905

 

132,458

 

119,740

 

Transaction-related costs

 

2,869

 

 

31,785

 

 

Depreciation and amortization

 

17,585

 

19,220

 

34,538

 

38,455

 

Loss on disposal of fixed assets

 

43

 

195

 

71

 

195

 

Income from operations

 

50,348

 

38,321

 

69,294

 

71,258

 

Interest expense, net

 

(13,380

)

(15,416

)

(28,746

)

(30,809

)

Loss on extinguishment of debt

 

 

 

(21,485

)

 

Foreign currency gains (losses) , net

 

10,872

 

(3,966

)

8,082

 

5,100

 

Other expense, net

 

(105

)

(96

)

(105

)

(560

)

Income before income taxes and equity in gains (losses) of unconsolidated joint ventures

 

47,735

 

18,843

 

27,040

 

44,989

 

Provision for income taxes

 

12,312

 

5,623

 

7,048

 

13,645

 

Income before equity in gains (losses) of unconsolidated joint ventures

 

35,423

 

13,220

 

19,992

 

31,344

 

Equity in gains (losses) of unconsolidated joint ventures, net of tax

 

3,247

 

(805

)

2,709

 

(1,742

)

Net income

 

$

38,670

 

$

12,415

 

$

22,701

 

$

29,602

 

Net income per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.64

 

$

0.21

 

$

0.38

 

$

0.49

 

Diluted

 

$

0.60

 

$

0.20

 

$

0.35

 

$

0.47

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

60,597

 

59,871

 

60,398

 

59,843

 

Diluted

 

64,410

 

62,951

 

64,139

 

62,864

 

 



 

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(in thousands, except share amounts)

(unaudited)

 

 

 

June 30,

 

December 31,

 

 

 

2016

 

2015

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

95,903

 

$

121,065

 

Restricted cash

 

5,015

 

5,060

 

Accounts receivable and unbilled services, net

 

463,457

 

415,077

 

Other current assets

 

40,304

 

32,574

 

Total current assets

 

604,679

 

573,776

 

Fixed assets, net

 

87,974

 

80,691

 

Goodwill

 

991,886

 

1,014,798

 

Intangible assets, net

 

506,214

 

533,938

 

Other assets

 

27,827

 

25,540

 

Total assets

 

$

2,218,580

 

$

2,228,743

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

54,713

 

$

57,096

 

Accrued expenses and other current liabilities

 

130,495

 

139,155

 

Advanced billings

 

337,487

 

333,729

 

Total current liabilities

 

522,695

 

529,980

 

Long-term debt, net

 

881,503

 

889,514

 

Other long-term liabilities

 

100,283

 

106,527

 

Total liabilities

 

1,504,481

 

1,526,021

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.01 par value; 100,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively

 

 

 

Common stock, $0.01 par value, 1,000,000,000 authorized shares at June 30, 2016 and December 31, 2015; 60,914,218 and 60,245,009 issued and outstanding at June 30, 2016 and December 31, 2015, respectively

 

609

 

602

 

Additional paid-in capital

 

861,401

 

828,347

 

Accumulated other comprehensive loss

 

(176,692

)

(132,307

)

Retained earnings

 

28,781

 

6,080

 

Total stockholders’ equity

 

714,099

 

702,722

 

Total liabilities and stockholders’ equity

 

$

2,218,580

 

$

2,228,743

 

 



 

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Six Months Ended June 30,

 

 

 

2016

 

2015

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

22,701

 

$

29,602

 

Adjustment to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

34,538

 

38,455

 

Amortization of debt issuance costs and discount

 

2,343

 

3,286

 

Amortization of terminated interest rate swaps

 

2,022

 

 

Stock-based compensation

 

3,274

 

2,020

 

Non-cash transaction-related costs

 

29,421

 

 

Unrealized foreign currency gains

 

(8,851

)

(8,079

)

Loss on extinguishment of debt

 

3,661

 

 

Deferred income taxes

 

(9,696

)

(2,395

)

Equity in (gains) losses of unconsolidated joint ventures

 

(2,709

)

1,742

 

Other reconciling items

 

121

 

1,401

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable, unbilled services and advanced billings

 

(47,447

)

(65,550

)

Other operating assets and liabilities

 

(22,604

)

29,475

 

Net cash provided by operating activities

 

6,774

 

29,957

 

Cash flows from investing activities:

 

 

 

 

 

Purchase of fixed assets

 

(17,546

)

(17,066

)

Cash paid for interest on interest rate swap

 

(607

)

 

Investment in unconsolidated joint venture

 

 

(3,000

)

Proceeds from the sale of WuXiPRA

 

3,700

 

 

Acquisition of Value Health Solutions Inc., net of cash acquired

 

 

(543

)

Acquisition of Nextrials, Inc., net of cash acquired

 

(4,647

)

 

Net cash used in investing activities

 

(19,100

)

(20,609

)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from accounts receivable financing agreement

 

120,000

 

 

Repayment of senior notes

 

(133,559

)

 

Repayment of term debt

 

 

(30,000

)

Borrowings on line of credit

 

110,000

 

15,000

 

Repayments of line of credit

 

(110,000

)

(15,000

)

Payment for common stock issuance costs

 

 

(525

)

Proceeds from stock option exercises

 

366

 

27

 

Payment of acquisition-related contingent consideration

 

 

(2,000

)

Net cash used in financing activities

 

(13,193

)

(32,498

)

Effects of foreign exchange changes on cash and cash equivalents

 

357

 

(894

)

Change in cash and cash equivalents

 

(25,162

)

(24,044

)

Cash and cash equivalents, beginning of period

 

121,065

 

85,192

 

Cash and cash equivalents, end of period

 

$

95,903

 

$

61,148

 

 



 

PRA HEALTH SCIENCES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

(in thousands, except per share amounts)

(unaudited)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2016

 

2015

 

2016

 

2015

 

Net income

 

$

38,670

 

$

12,415

 

$

22,701

 

$

29,602

 

Depreciation and amortization

 

17,585

 

19,220

 

34,538

 

38,455

 

Interest expense, net

 

13,380

 

15,416

 

28,746

 

30,809

 

Provision for income taxes

 

12,312

 

5,623

 

7,048

 

13,645

 

EBITDA

 

81,947

 

52,674

 

93,033

 

112,511

 

Stock-based compensation expense (a)

 

1,770

 

1,245

 

3,274

 

2,020

 

Loss on disposal of fixed assets, net (b)

 

43

 

195

 

71

 

195

 

Loss on extinguishment of debt (c)

 

 

 

21,485

 

 

Foreign currency (gains) losses, net (d)

 

(10,872

)

3,966

 

(8,082

)

(5,100

)

Other non-operating expense, net (e)

 

105

 

96

 

105

 

560

 

Equity in (gains) losses of unconsolidated joint ventures, net of tax

 

(3,247

)

805

 

(2,709

)

1,742

 

Transaction-related costs (f)

 

2,869

 

 

31,785

 

 

Acquisition-related costs (g)

 

 

134

 

 

217

 

Lease termination expense (h)

 

126

 

568

 

151

 

2,598

 

Severance and restructuring charges (i)

 

(213

)

154

 

(213

)

154

 

Non-cash rent adjustment (j)

 

781

 

922

 

1,768

 

1,568

 

Other charges (k)

 

 

560

 

 

596

 

Adjusted EBITDA

 

$

73,309

 

$

61,319

 

$

140,668

 

$

117,061

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

38,670

 

$

12,415

 

$

22,701

 

$

29,602

 

Amortization of intangible assets

 

11,651

 

14,135

 

22,971

 

28,242

 

Amortization of deferred financing costs

 

1,149

 

1,637

 

2,344

 

3,286

 

Amortization of terminated interest rate swaps

 

1,123

 

 

2,022

 

 

Stock-based compensation expense (a)

 

1,770

 

1,245

 

3,274

 

2,020

 

Loss on disposal of fixed assets, net (b)

 

43

 

195

 

71

 

195

 

Loss on extinguishment of debt (c)

 

 

 

21,485

 

 

Foreign currency (gains) losses, net (d)

 

(10,872

)

3,966

 

(8,082

)

(5,100

)

Other non-operating expense, net (e)

 

105

 

96

 

105

 

560

 

Equity in (gains) losses of unconsolidated joint ventures, net of tax

 

(3,247

)

805

 

(2,709

)

1,742

 

Transaction-related costs (f)

 

2,869

 

 

31,785

 

 

Acquisition-related costs (g)

 

 

134

 

 

217

 

Lease termination expense (h)

 

126

 

568

 

151

 

2,598

 

Severance and restructuring charges (i)

 

(213

)

154

 

(213

)

154

 

Non-cash rent adjustment (j)

 

781

 

922

 

1,768

 

1,568

 

Other charges (k)

 

 

560

 

 

596

 

Total adjustments

 

5,285

 

24,417

 

74,972

 

36,078

 

Tax effect of total adjustments (l)

 

(3,443

)

(7,114

)

(22,274

)

(10,153

)

Adjusted net income

 

$

40,512

 

$

29,718

 

$

75,399

 

$

55,527

 

 

 

 

 

 

 

 

 

 

 

Diluted weighted average common shares outstanding

 

64,410

 

62,951

 

64,139

 

62,864

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income per diluted share

 

$

0.63

 

$

0.47

 

$

1.18

 

$

0.88

 

 



 


(a)         Stock-based compensation expense represents the amount of recurring non-cash expense related to the Company’s equity compensation programs, excluding transaction-related stock-based compensation discussed in footnote (f).

 

(b)         Loss on disposal of fixed assets represents the costs incurred in connection with the sale or disposition of fixed assets, primarily IT equipment and furniture and fixtures. We exclude these losses from Adjusted EBITDA and Adjusted Net Income because they result from investing decisions rather than from decisions made related to our ongoing operations.

 

(c)          Loss on extinguishment of debt relates to costs incurred in connection with changes to our long-term debt. We exclude these losses from Adjusted EBITDA and Adjusted Net Income because they result from financing decisions rather than from decisions made related to our ongoing operations.

 

(d)         Foreign currency (gains) losses, net primarily relates to gains or losses that arise in connection with the revaluation of short-term inter-company balances between our domestic and international subsidiaries. In addition, this amount includes gains or losses from foreign currency transactions, such as those resulting from the settlement of third-party accounts receivable and payables denominated in a currency other than the local currency of the entity making the payment. We exclude these gains and losses from Adjusted EBITDA and Adjusted Net Income because they result from financing decisions rather than from decisions made related to our ongoing operations and because fluctuations from period- to- period do not necessarily correspond to changes in our operating results.

 

(e)        Other non-operating expense, net represents income and expense that are non-operating and whose fluctuations from period- to -period do not necessarily correspond to changes in our operating results.

 

(f)         Transaction-related costs primarily relate to costs incurred in connection with the March and May 2016 secondary offerings and receivables financing agreement. These costs include $24.5 million of one-time non-cash stock-based compensation expense related to the accelerated vesting and release of the transfer restrictions of certain performance- based stock options and $4.9 million of stock-based compensation expense associated with the release of the transfer restrictions on a portion of service-based vested options in connection with the announcement of our March and May 2016 secondary offerings. In addition, we incurred $2.4 million of third-party fees associated with the secondary offerings and the closing of our accounts receivable financing agreement.

 

(g)        Acquisition-related costs primarily relate to costs incurred in connection with purchase of the assets of Value Health Solutions, Inc. as well as costs related to other potential acquisitions to enhance our strategic objectives.

 

(h)        Lease termination expenses represent charges incurred in connection with the termination of leases at locations that are no longer being used by the Company.

 

(i)            Severance and restructuring charges represent amounts incurred in connection with the elimination of redundant positions within the organization, including positions eliminated in connection with the KKR Transaction and the acquisitions of ClinStar, RPS and CRI Lifetree.

 

(j)           We have escalating leases that require the amortization of rent expense on a straight-line basis over the life of the lease. The non-cash rent adjustment represents the difference between rent expense recorded in the consolidated condensed statement of operations and the amount of cash actually paid.

 

(k)         Represents charges incurred that are not considered part of our core operating results.

 

(l)            Represents the tax effect of the total adjustments at our estimated effective tax rate.

 

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