WILMINGTON, Mass.--(BUSINESS WIRE)--Charles River Laboratories International, Inc. (NYSE: CRL) today reported its results for the fourth-quarter and full-year 2020 and provided guidance for 2021. For the quarter, revenue was $791.0 million, an increase of 14.4% from $691.1 million in the fourth quarter of 2019.
Acquisitions contributed 2.1% to consolidated fourth-quarter revenue growth. The impact of foreign currency translation benefited reported revenue growth by 2.0%. Excluding the effect of these items, organic revenue growth of 10.3% was driven by contributions from all three business segments.
On a GAAP basis, fourth-quarter net income attributable to common shareholders was $143.2 million, an increase of 78.2% from net income of $80.3 million for the same period in 2019. Fourth-quarter diluted earnings per share on a GAAP basis were $2.81, an increase of 74.5% from $1.61 for the fourth quarter of 2019. The increases in GAAP net income and earnings per share were driven primarily by higher revenue, operating income, and venture capital investment gains. GAAP earnings per share included a gain from the Company’s venture capital and other strategic investments of $1.01 per share in the fourth quarter of 2020, compared to $0.22 per share for the same period in 2019. The Company’s venture capital and other strategic investment performance has been excluded from non-GAAP results.
On a non-GAAP basis, net income from continuing operations was $122.1 million for the fourth quarter of 2020, an increase of 22.0% from $100.1 million for the same period in 2019. Fourth‑quarter diluted earnings per share on a non-GAAP basis were $2.39, an increase of 18.9% from $2.01 per share for the fourth quarter of 2019. The non-GAAP net income and earnings per share increases were driven primarily by higher revenue and operating income, as well as a benefit from non-operating items, including a lower tax rate.
James C. Foster, Chairman, President and Chief Executive Officer, said, “2020 was an extraordinary year, in which we were able to successfully navigate the challenges of the COVID-19 pandemic and reinforce our position as the leading, non-clinical CRO. Our strong financial performance reflects the resilience of our business model and the robust demand environment, which was driven by clients intensifying their use of strategic outsourcing and partnering with us to move their critical research programs forward. Our focus on enhancing the value that we provide to clients has made us a trusted partner, and we expect that the robust demand trends will continue. As a result, we believe we are well positioned for an excellent start in 2021.”
Mr. Foster continued, “We are pleased to be expanding our early-stage research and manufacturing support portfolio into the complementary, high-growth cell and gene therapy CDMO sector. The planned acquisition of Cognate BioServices will create a premier scientific partner for cell and gene therapy development, testing, and manufacturing, providing clients with an integrated solution from basic research through CGMP production. We believe this strategic expansion of our portfolio will be highly synergistic with our existing capabilities, particularly for biologics testing. It will enhance our ability to achieve our long-term financial goals and deliver greater value to both clients and shareholders.”
Fourth-Quarter Segment Results
Research Models and Services (RMS)
Revenue for the RMS segment was $156.7 million in the fourth quarter of 2020, an increase of 19.3% from $131.3 million in the fourth quarter of 2019. The HemaCare and Cellero acquisitions completed in 2020 contributed 11.2% to fourth-quarter RMS revenue. Organic revenue growth of 5.2% was driven by higher revenue for research models services, particularly Genetically Engineered Models and Services (GEMS), as well as higher sales volume for research models due to accelerated demand in all geographic regions, particularly in China. Global demand for research models improved both on a year-over-year and sequential basis, as clients returned to normalized order activity in all geographic regions following COVID-19-related disruptions earlier in the year, principally in the second quarter.
In the fourth quarter of 2020, the RMS segment’s GAAP operating margin decreased to 21.9% from 23.0% in the fourth quarter of 2019, primarily due to acquisition-related amortization costs associated with HemaCare and Cellero. On a non-GAAP basis, the operating margin increased to 25.1% from 24.6% in the fourth quarter of 2019. The non-GAAP operating margin increased primarily due to operating leverage from higher sales volume in the research models business, as well as the benefit of operating efficiency initiatives.
Discovery and Safety Assessment (DSA)
Revenue for the DSA segment was $495.0 million in the fourth quarter of 2020, an increase of 12.7% from $439.2 million in the fourth quarter of 2019. Organic revenue growth of 11.3% was primarily driven by robust demand from global biopharmaceutical and biotechnology clients in both the Discovery Services and Safety Assessment businesses.
In the fourth quarter of 2020, the DSA segment’s GAAP operating margin decreased to 18.4% from 19.1% in the fourth quarter of 2019. On a non-GAAP basis, the operating margin decreased to 23.2% from 25.6% in the fourth quarter of 2019. The GAAP and non-GAAP operating margin decreases were driven primarily by increased costs due in part to higher performance-based compensation expense, as well as the study mix in the Safety Assessment business.
Manufacturing Support (Manufacturing)
Revenue for the Manufacturing segment was $139.3 million in the fourth quarter of 2020, an increase of 15.5% from $120.6 million in the fourth quarter of 2019. Organic revenue growth of 12.4% was led by robust demand in the Biologics Testing Solutions (Biologics) business. Both the Microbial Solutions and Avian Vaccine businesses were also significant contributors to fourth-quarter revenue growth.
In the fourth quarter of 2020, the Manufacturing segment’s GAAP operating margin increased to 35.3% from 34.4% in the fourth quarter of 2019. On a non-GAAP basis, the operating margin increased to 37.3% from 37.2% in the fourth quarter of 2019. The GAAP and non-GAAP operating margin increases were driven primarily by operating leverage from higher revenue in the Biologics and Avian Vaccine businesses.
Full-Year Results
For 2020, revenue increased by 11.5% to $2.92 billion from $2.62 billion in 2019. Organic revenue growth was 7.0%.
On a GAAP basis, net income attributable to common shareholders was $364.3 million in 2020, an increase of 44.6% from $252.0 million in 2019. Diluted earnings per share on a GAAP basis in 2020 were $7.20, an increase of 42.0% from $5.07 in 2019. On a GAAP basis, the Company recorded a gain from venture capital and other strategic investments totaling $1.50 per share in 2020, compared to a gain of $0.30 in 2019.
On a non-GAAP basis, net income from continuing operations was $411.5 million in 2020, an increase of 23.1% from $334.4 million in 2019. Diluted earnings per share on a non-GAAP basis in 2020 were $8.13, an increase of 20.8% from $6.73 in 2019.
Research Models and Services (RMS)
For 2020, RMS revenue was $571.2 million, an increase of 6.3% from $537.1 million in 2019. Organic revenue growth declined by 3.3%, principally due to the impact of the COVID-19 pandemic.
On a GAAP basis, the RMS segment operating margin decreased to 18.0% in 2020 from 24.9% in 2019. On a non-GAAP basis, the operating margin decreased to 22.0% in 2020 from 26.2% in 2019.
Discovery and Safety Assessment (DSA)
For 2020, DSA revenue was $1.84 billion, an increase of 13.5% from $1.62 billion in 2019. Organic revenue growth was 9.4%.
On a GAAP basis, the DSA segment operating margin increased to 17.7% in 2020 from 16.0% in 2019. On a non-GAAP basis, the operating margin increased to 23.4% in 2020 from 22.0% in 2019.
Manufacturing Support (Manufacturing)
For 2020, Manufacturing revenue was $515.4 million, an increase of 10.8% from $465.1 million in 2019. Organic revenue growth was 10.4%.
On a GAAP basis, the Manufacturing segment operating margin increased to 35.2% in 2020 from 31.3% in 2019. On a non-GAAP basis, the operating margin increased to 37.4% in 2020 from 33.9% in 2019.
Planned Acquisition of Cognate BioServices
In a separate press release today, Charles River announced that it has signed a definitive agreement to acquire Cognate BioServices, Inc. for approximately $875 million in cash, subject to customary closing adjustments.
Cognate is a premier, cell and gene therapy CDMO offering comprehensive manufacturing solutions for cell therapies, as well as for production of plasmid DNA and other inputs in the CDMO value chain. The planned acquisition of Cognate will establish Charles River as a premier scientific partner for cell and gene therapy development, testing, and manufacturing, providing clients with an integrated solution from basic research through CGMP production.
Cognate is expected to generate annual revenue of approximately $140 million in 2021. By expanding into this high-growth sector, Cognate is expected to enhance Charles River’s growth potential by generating at least 25% compound annual revenue growth over the next five years. Cognate will be reported as part of Charles River’s Manufacturing Solutions segment.
2021 Guidance Excluding Cognate BioServices
The Company is providing the following revenue, earnings per share, and free cash flow guidance for 2021 excluding the financial impact of the planned acquisition of Cognate. The 2021 revenue growth outlook reflects a continuation of robust client demand trends, as well as a favorable comparison to last year’s revenue impact from the COVID-19 pandemic. Earnings per share in 2021 are expected to benefit from higher revenue and modest operating margin improvement, partially offset by a higher tax rate.
2021 GUIDANCE EXCLUDING COGNATE |
|
Revenue growth, reported |
12% – 14% |
Less: Contribution from acquisitions (1) |
(0.5%) – (1.0%) |
Unfavorable/(favorable) impact of foreign exchange |
(2.0%) – (2.5%) |
Revenue growth, organic (2) |
9% – 11% |
GAAP EPS estimate (3) |
$7.10 – $7.35 |
Acquisition-related amortization |
$1.65 – $1.70 |
Acquisition-related adjustments (4) |
$0.10 – $0.15 |
Other items (5) |
~$0.10 |
Non-GAAP EPS estimate |
$9.00 – $9.25 |
Free cash flow (6) |
$415 – $435 million |
Footnotes to Guidance Table:
(1) The contribution from acquisitions reflects only those acquisitions that have been completed.
(2) Organic revenue growth is defined as reported revenue growth adjusted for acquisitions and foreign currency translation.
(3) GAAP EPS guidance does not include an estimate for future gains or losses from venture capital and other strategic investments. Potential gains or losses are expected in 2021, but the Company does not forecast the future performance of these investments. Any future gains or losses would be excluded from non-GAAP results.
(4) These adjustments are related to the evaluation and integration of acquisitions, and primarily include transaction, advisory, and certain third-party integration costs, as well as certain costs associated with acquisition-related efficiency initiatives.
(5) These items primarily relate to charges of approximately $0.10 associated with U.S. and international tax legislation that necessitated changes to the Company’s international financing structure.
(6) Reconciliation of the current 2021 free cash flow guidance is as follows: Cash flow from operating activities of $595-$615 million, less capital expenditures of approximately $180 million, equates to free cash flow of $415-$435 million.
2021 Financial Impact of Cognate Acquisition
Based on the anticipated completion of the acquisition by the end of the first quarter of 2021, Cognate is expected to add approximately $110 million to Charles River’s 2021 consolidated revenue for the partial year. With this contribution from Cognate, Charles River’s reported revenue growth guidance is expected to increase to 16% to 18% for 2021.
The transaction is expected to be neutral to non-GAAP earnings per share in 2021, and therefore, is not expected to have a meaningful impact on the Company’s non-GAAP earnings per share guidance. Items excluded from non-GAAP earnings per share are expected to include all acquisition-related costs, which primarily include amortization of intangible assets, advisory fees, certain costs associated with efficiency initiatives, and certain third-party integration costs.
Webcast
Charles River has scheduled a live webcast on Wednesday, February 17th, at 8:30 a.m. ET to discuss matters relating to this press release. To participate, please go to ir.criver.com and select the webcast link. You can also find the associated slide presentation and reconciliations of GAAP financial measures to non-GAAP financial measures on the website.
Non-GAAP Reconciliations
The Company reports non-GAAP results in this press release, which exclude often-one-time charges and other items that are outside of normal operations. A reconciliation of GAAP to non-GAAP results is provided in the schedules at the end of this press release.
Use of Non-GAAP Financial Measures
This press release contains non-GAAP financial measures, such as non-GAAP earnings per diluted share, which exclude the amortization of intangible assets, and other charges related to our acquisitions; expenses associated with evaluating and integrating acquisitions and divestitures, as well as fair value adjustments associated with contingent consideration; charges, gains, and losses attributable to businesses or properties we plan to close, consolidate, or divest; severance and other costs associated with our efficiency initiatives; executive transition costs; the write-off of deferred financing costs and fees related to debt financing; third-party costs associated with the remediation of unauthorized access into our information systems detected in March 2019; the non-cash tax benefit related to our international financing structure; charges related to the settlement of our U.S. pension plan; charges recorded in connection with the modification of our option to purchase equity in one of our joint ventures; investment gains or losses associated with our venture capital and other strategic equity investments; and adjustments related to the recognition of deferred tax assets expected to be utilized as a result of changes to the our international financing structure. This press release also refers to our revenue in both a GAAP and non-GAAP basis: “organic revenue growth,” which we define as reported revenue growth adjusted for foreign currency translation, acquisitions, and divestitures. We exclude these items from the non-GAAP financial measures because they are outside our normal operations. Commencing in the first quarter of 2019, we exclude the performance of our venture capital and other strategic investments due to the determination that such investment gains or losses are not core to our overall operations. There are limitations in using non-GAAP financial measures, as they are not presented in accordance with generally accepted accounting principles, and may be different than non-GAAP financial measures used by other companies. In particular, we believe that the inclusion of supplementary non-GAAP financial measures in this press release helps investors to gain a meaningful understanding of our core operating results and future prospects without the effect of these often-one-time charges, and is consistent with how management measures and forecasts the Company's performance, especially when comparing such results to prior periods or forecasts. We believe that the financial impact of our acquisitions and divestitures (and in certain cases, the evaluation of such acquisitions and divestitures, whether or not ultimately consummated) is often large relative to our overall financial performance, which can adversely affect the comparability of our results on a period-to-period basis. In addition, certain activities and their underlying associated costs, such as business acquisitions, generally occur periodically but on an unpredictable basis. We calculate non-GAAP integration costs to include third-party integration costs incurred post-acquisition. Presenting revenue on an organic basis allows investors to measure our revenue growth exclusive of acquisitions, divestitures, and foreign currency exchange fluctuations more clearly. Non-GAAP results also allow investors to compare the Company’s operations against the financial results of other companies in the industry who similarly provide non-GAAP results. The non-GAAP financial measures included in this press release are not meant to be considered superior to or a substitute for results of operations presented in accordance with GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules and regulations. Reconciliations of the non-GAAP financial measures used in this press release to the most directly comparable GAAP financial measures are set forth in this press release, and can also be found on the Company’s website at ir.criver.com.
Caution Concerning Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “intend,” “will,” “would,” “may,” “estimate,” “plan,” “outlook,” and “project,” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements also include statements regarding the impact of the COVID-19 pandemic; the projected future financial performance of Charles River and our specific businesses; the future demand for drug discovery and development products and services, including our expectations for future revenue trends; our expectations with respect to the impact of acquisitions, including the acquisition of HemaCare, Cellero, Distributed Bio, and Cognate BioServices on the Company, our service offerings, client perception, strategic relationships, revenue, revenue growth rates, and earnings; the development and performance of our services and products, including our investments in our portfolio; market and industry conditions including the outsourcing of services and spending trends by our clients; and Charles River’s future performance as delineated in our revised forward-looking guidance, and particularly our expectations with respect to revenue, the impact of foreign exchange, enhanced efficiency initiatives, and the assumptions surrounding the COVID-19 pandemic that form the basis for our revised annual guidance. Forward-looking statements are based on Charles River’s current expectations and beliefs, and involve a number of risks and uncertainties that are difficult to predict and that could cause actual results to differ materially from those stated or implied by the forward-looking statements. Those risks and uncertainties include, but are not limited to: the COVID-19 pandemic, its duration, its impact on our business, results of operations, financial condition, liquidity, business practices, operations, suppliers, third party service providers, clients, employees, industry, ability to meet future performance obligations, ability to efficiently implement advisable safety precautions, and internal controls over financial reporting; the COVID-19 pandemic’s impact on client demand, the global economy and financial markets; the ability to successfully integrate businesses we acquire; the timing and magnitude of our share repurchases; negative trends in research and development spending, negative trends in the level of outsourced services, or other cost reduction actions by our clients; the ability to convert backlog to revenue; special interest groups; contaminations; industry trends; new displacement technologies; USDA and FDA regulations; changes in law; the impact of Brexit; continued availability of products and supplies; loss of key personnel; interest rate and foreign currency exchange rate fluctuations; changes in tax regulation and laws; changes in generally accepted accounting principles; and any changes in business, political, or economic conditions due to the threat of future terrorist activity in the U.S. and other parts of the world, and related U.S. military action overseas. A further description of these risks, uncertainties, and other matters can be found in the Risk Factors detailed in Charles River's Annual Report on Form 10-K as filed on February 11, 2020 and the Quarterly Report on Form 10-Q as filed on October 29, 2020, as well as other filings we make with the Securities and Exchange Commission. Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by Charles River, and Charles River assumes no obligation and expressly disclaims any duty to update information contained in this press release except as required by law.
About Charles River
Charles River provides essential products and services to help pharmaceutical and biotechnology companies, government agencies and leading academic institutions around the globe accelerate their research and drug development efforts. Our dedicated employees are focused on providing clients with exactly what they need to improve and expedite the discovery, early-stage development and safe manufacture of new therapies for the patients who need them. To learn more about our unique portfolio and breadth of services, visit www.criver.com.
CHARLES RIVER LABORATORIES INTERNATIONAL, INC. |
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SCHEDULE 1 |
|||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) |
|||||||||||||||
(in thousands, except for per share data) |
|||||||||||||||
| Three Months Ended | Twelve Months Ended | ||||||||||||||
| December 26, 2020 | December 28, 2019 | December 26, 2020 | December 28, 2019 | ||||||||||||
| Service revenue | $ |
618,229 |
|
$ |
549,380 |
|
$ |
2,296,156 |
|
$ |
2,029,371 |
|
|||
| Product revenue |
|
172,761 |
|
|
141,758 |
|
|
627,777 |
|
|
591,855 |
|
|||
| Total revenue |
|
790,990 |
|
|
691,138 |
|
|
2,923,933 |
|
|
2,621,226 |
|
|||
| Costs and expenses: | |||||||||||||||
| Cost of services provided (excluding amortization of intangible assets) |
|
408,242 |
|
|
357,636 |
|
|
1,533,230 |
|
|
1,371,699 |
|
|||
| Cost of products sold (excluding amortization of intangible assets) |
|
82,780 |
|
|
71,188 |
|
|
317,162 |
|
|
291,216 |
|
|||
| Selling, general and administrative |
|
143,033 |
|
|
129,598 |
|
|
528,935 |
|
|
517,622 |
|
|||
| Amortization of intangible assets |
|
28,008 |
|
|
23,927 |
|
|
111,877 |
|
|
89,538 |
|
|||
| Operating income |
|
128,927 |
|
|
108,789 |
|
|
432,729 |
|
|
351,151 |
|
|||
| Other income (expense): | |||||||||||||||
| Interest income |
|
63 |
|
|
684 |
|
|
834 |
|
|
1,522 |
|
|||
| Interest expense |
|
(33,147 |
) |
|
(24,362 |
) |
|
(86,433 |
) |
|
(60,882 |
) |
|||
| Other income, net |
|
76,584 |
|
|
20,454 |
|
|
99,984 |
|
|
12,293 |
|
|||
| Income from operations, before income taxes |
|
172,427 |
|
|
105,565 |
|
|
447,114 |
|
|
304,084 |
|
|||
| Provision for income taxes |
|
28,237 |
|
|
25,053 |
|
|
81,808 |
|
|
50,023 |
|
|||
| Net income |
|
144,190 |
|
|
80,512 |
|
|
365,306 |
|
|
254,061 |
|
|||
| Less: Net income attributable to noncontrolling interests |
|
999 |
|
|
164 |
|
|
1,002 |
|
|
2,042 |
|
|||
| Net income attributable to common shareholders | $ |
143,191 |
|
$ |
80,348 |
|
$ |
364,304 |
|
$ |
252,019 |
|
|||
| Earnings per common share | |||||||||||||||
| Net income attributable to common shareholders: | |||||||||||||||
| Basic | $ |
2.88 |
|
$ |
1.64 |
|
$ |
7.35 |
|
$ |
5.17 |
|
|||
| Diluted | $ |
2.81 |
|
$ |
1.61 |
|
$ |
7.20 |
|
$ |
5.07 |
|
|||
| Weighted-average number of common shares outstanding: | |||||||||||||||
| Basic |
|
49,754 |
|
|
48,875 |
|
|
49,550 |
|
|
48,730 |
|
|||
| Diluted |
|
51,028 |
|
|
49,867 |
|
|
50,611 |
|
|
49,693 |
|
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| CHARLES RIVER LABORATORIES INTERNATIONAL, INC. | |||||||
| SCHEDULE 2 | |||||||
| CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) | |||||||
| (in thousands, except per share amounts) | |||||||
| December 26, 2020 | December 28, 2019 | ||||||
| Assets | |||||||
| Current assets: | |||||||
| Cash and cash equivalents | $ |
228,424 |
|
$ |
238,014 |
|
|
| Trade receivables, net of allowances for doubtful accounts of $6,702 and $3,664, respectively |
|
617,740 |
|
|
514,033 |
|
|
| Inventories |
|
185,695 |
|
|
160,660 |
|
|
| Prepaid assets |
|
96,712 |
|
|
52,588 |
|
|
| Other current assets |
|
72,560 |
|
|
56,030 |
|
|
| Total current assets |
|
1,201,131 |
|
|
1,021,325 |
|
|
| Property, plant and equipment, net |
|
1,124,358 |
|
|
1,044,128 |
|
|
| Operating lease right-of-use assets, net |
|
178,220 |
|
|
140,085 |
|
|
| Goodwill |
|
1,809,168 |
|
|
1,540,565 |
|
|
| Client relationships, net |
|
721,505 |
|
|
613,573 |
|
|
| Other intangible assets, net |
|
66,094 |
|
|
75,840 |
|
|
| Deferred tax assets |
|
37,729 |
|
|
44,659 |
|
|
| Other assets |
|
352,626 |
|
|
212,615 |
|
|
| Total assets | $ |
5,490,831 |
|
$ |
4,692,790 |
|
|
| Liabilities, Redeemable Noncontrolling Interests and Equity | |||||||
| Current liabilities: | |||||||
| Current portion of long-term debt and finance leases | $ |
50,214 |
|
$ |
38,545 |
|
|
| Accounts payable |
|
122,475 |
|
|
111,498 |
|
|
| Accrued compensation |
|
206,823 |
|
|
158,617 |
|
|
| Deferred revenue |
|
207,942 |
|
|
171,805 |
|
|
| Accrued liabilities |
|
149,820 |
|
|
139,118 |
|
|
| Other current liabilities |
|
102,477 |
|
|
90,598 |
|
|
| Total current liabilities |
|
839,751 |
|
|
710,181 |
|
|
| Long-term debt, net and finance leases |
|
1,929,571 |
|
|
1,849,666 |
|
|
| Operating lease right-of-use liabilities |
|
155,595 |
|
|
116,252 |
|
|
| Deferred tax liabilities |
|
217,031 |
|
|
167,283 |
|
|
| Other long-term liabilities |
|
205,215 |
|
|
182,933 |
|
|
| Total liabilities |
|
3,347,163 |
|
|
3,026,315 |
|
|
| Redeemable noncontrolling interests |
|
25,499 |
|
|
28,647 |
|
|
| Equity: | |||||||
| Preferred stock, $0.01 par value; 20,000 shares authorized; no shares issued and outstanding |
|
- |
|
|
- |
|
|
| Common stock, $0.01 par value; 120,000 shares authorized; 49,767 shares issued and outstanding as of December 26, 2020 and 48,936 shares issued and outstanding as of December 28, 2019 |
|
498 |
|
|
489 |
|
|
| Additional paid-in capital |
|
1,627,564 |
|
|
1,531,785 |
|
|
| Retained earnings |
|
625,414 |
|
|
280,329 |
|
|
| Treasury stock, at cost, 0 shares as of December 26, 2020 and December 28, 2019 |
|
- |
|
|
- |
|
|
| Accumulated other comprehensive loss |
|
(138,874 |
) |
|
(178,019 |
) |
|
| Total equity attributable to common shareholders |
|
2,114,602 |
|
|
1,634,584 |
|
|
| Noncontrolling interest |
|
3,567 |
|
|
3,244 |
|
|
| Total equity |
|
2,118,169 |
|
|
1,637,828 |
|
|
| Total liabilities, redeemable noncontrolling interests and equity | $ |
5,490,831 |
|
$ |
4,692,790 |
|
|
CHARLES RIVER LABORATORIES INTERNATIONAL, INC. |
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SCHEDULE 3 |
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
|||||||
(in thousands) |
|||||||
| Twelve Months Ended | |||||||
| December 26, 2020 | December 28, 2019 | ||||||
| Cash flows relating to operating activities | |||||||
| Net income | $ |
365,306 |
|
$ |
254,061 |
|
|
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
| Depreciation and amortization |
|
234,924 |
|
|
198,095 |
|
|
| Stock-based compensation |
|
56,341 |
|
|
57,271 |
|
|
| Deferred income taxes |
|
(133 |
) |
|
(21,895 |
) |
|
| Gain on venture capital and strategic equity investments, net |
|
(100,861 |
) |
|
(20,706 |
) |
|
| Other, net |
|
17,273 |
|
|
7,931 |
|
|
| Changes in assets and liabilities: | |||||||
| Trade receivables, net |
|
(85,627 |
) |
|
(8,323 |
) |
|
| Inventories |
|
(18,379 |
) |
|
(21,399 |
) |
|
| Accounts payable |
|
748 |
|
|
29,775 |
|
|
| Accrued compensation |
|
40,481 |
|
|
3,394 |
|
|
| Deferred revenue |
|
28,647 |
|
|
(3,620 |
) |
|
| Customer contract deposits |
|
8,955 |
|
|
(10,898 |
) |
|
| Other assets and liabilities, net |
|
(1,100 |
) |
|
17,250 |
|
|
| Net cash provided by operating activities |
|
546,575 |
|
|
480,936 |
|
|
| Cash flows relating to investing activities | |||||||
| Acquisition of businesses and assets, net of cash acquired |
|
(418,628 |
) |
|
(515,701 |
) |
|
| Capital expenditures |
|
(166,560 |
) |
|
(140,514 |
) |
|
| Purchases of investments and contributions to venture capital investments |
|
(26,692 |
) |
|
(22,341 |
) |
|
| Proceeds from sale of investments |
|
11,401 |
|
|
942 |
|
|
| Other, net |
|
(1,065 |
) |
|
(3,888 |
) |
|
| Net cash used in investing activities |
|
(601,544 |
) |
|
(681,502 |
) |
|
| Cash flows relating to financing activities | |||||||
| Proceeds from long-term debt and revolving credit facility |
|
2,230,988 |
|
|
3,358,461 |
|
|
| Proceeds from exercises of stock options |
|
46,586 |
|
|
34,546 |
|
|
| Payments on long-term debt, revolving credit facility, and finance lease obligations |
|
(2,200,400 |
) |
|
(3,124,588 |
) |
|
| Payments on debt financing costs |
|
- |
|
|
(6,593 |
) |
|
| Purchase of treasury stock |
|
(23,979 |
) |
|
(18,087 |
) |
|
| Other, net |
|
(5,947 |
) |
|
(11,802 |
) |
|
| Net cash provided by financing activities |
|
47,248 |
|
|
231,937 |
|
|
| Effect of exchange rate changes on cash, cash equivalents, and restricted cash |
|
794 |
|
|
11,357 |
|
|
| Net change in cash, cash equivalents, and restricted cash |
|
(6,927 |
) |
|
42,728 |
|
|
| Cash, cash equivalents, and restricted cash, beginning of period |
|
240,046 |
|
|
197,318 |
|
|
| Cash, cash equivalents, and restricted cash, end of period | $ |
233,119 |
|
$ |
240,046 |
|
|
| Supplemental cash flow information: | $ |
228,424 |
|
$ |
238,014 |
|
|
| Cash and cash equivalents |
|
3,074 |
|
|
431 |
|
|
| Restricted cash included in Other current assets |
|
1,621 |
|
|
1,601 |
|
|
| Restricted cash included in Other assets | $ |
233,119 |
|
$ |
240,046 |
|
|
| Cash, cash equivalents, and restricted cash, end of period | |||||||
| Cash paid for income taxes | $ |
60,059 |
|
$ |
54,060 |
|
|
| Cash paid for interest | $ |
72,461 |
|
$ |
67,813 |
|
|
| Non-cash investing and financing activities: | |||||||
| Additions to property, plant and equipment, net | $ |
25,614 |
|
$ |
21,447 |
|
|
| Assets acquired under finance leases | $ |
1,571 |
|
$ |
4,819 |
|
|
| CHARLES RIVER LABORATORIES INTERNATIONAL, INC. | ||||||||||||||||
| SCHEDULE 4 | ||||||||||||||||
| RECONCILIATION OF GAAP TO NON-GAAP | ||||||||||||||||
| SELECTED BUSINESS SEGMENT INFORMATION (UNAUDITED)(1) | ||||||||||||||||
| (in thousands, except percentages) | ||||||||||||||||
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 26, 2020 | December 28, 2019 | December 26, 2020 | December 28, 2019 | |||||||||||||
| Research Models and Services | ||||||||||||||||
| Revenue | $ |
156,697 |
|
$ |
131,317 |
|
$ |
571,152 |
|
$ |
537,089 |
|
||||
| Operating income |
|
34,381 |
|
|
30,183 |
|
|
102,706 |
|
|
133,912 |
|
||||
| Operating income as a % of revenue |
|
21.9 |
% |
|
23.0 |
% |
|
18.0 |
% |
|
24.9 |
% |
||||
| Add back: | ||||||||||||||||
| Amortization related to acquisitions |
|
3,975 |
|
|
339 |
|
|
19,556 |
|
|
1,381 |
|
||||
| Severance |
|
118 |
|
|
1,000 |
|
|
645 |
|
|
2,106 |
|
||||
| Acquisition related adjustments (2)(3) |
|
876 |
|
|
- |
|
|
2,375 |
|
|
2,201 |
|
||||
| Site consolidation costs, impairments and other items |
|
- |
|
|
786 |
|
|
200 |
|
|
1,043 |
|
||||
| Total non-GAAP adjustments to operating income | $ |
4,969 |
|
$ |
2,125 |
|
$ |
22,776 |
|
$ |
6,731 |
|
||||
| Operating income, excluding non-GAAP adjustments | $ |
39,350 |
|
$ |
32,308 |
|
$ |
125,482 |
|
$ |
140,643 |
|
||||
| Non-GAAP operating income as a % of revenue |
|
25.1 |
% |
|
24.6 |
% |
|
22.0 |
% |
|
26.2 |
% |
||||
| Depreciation and amortization | $ |
9,747 |
|
$ |
4,999 |
|
$ |
37,080 |
|
$ |
19,197 |
|
||||
| Capital expenditures | $ |
13,902 |
|
$ |
12,010 |
|
$ |
29,487 |
|
$ |
26,989 |
|
||||
| Discovery and Safety Assessment | ||||||||||||||||
| Revenue | $ |
495,004 |
|
$ |
439,202 |
|
$ |
1,837,428 |
|
$ |
1,618,995 |
|
||||
| Operating income |
|
91,087 |
|
|
83,689 |
|
|
325,959 |
|
|
258,903 |
|
||||
| Operating income as a % of revenue |
|
18.4 |
% |
|
19.1 |
% |
|
17.7 |
% |
|
16.0 |
% |
||||
| Add back: | ||||||||||||||||
| Amortization related to acquisitions |
|
21,978 |
|
|
22,357 |
|
|
90,304 |
|
|
80,424 |
|
||||
| Severance |
|
130 |
|
|
4,778 |
|
|
4,117 |
|
|
7,311 |
|
||||
| Acquisition related adjustments (3) |
|
828 |
|
|
1,614 |
|
|
3,673 |
|
|
10,130 |
|
||||
| Site consolidation costs, impairments and other items |
|
726 |
|
|
- |
|
|
6,598 |
|
|
(207 |
) |
||||
| Total non-GAAP adjustments to operating income | $ |
23,662 |
|
$ |
28,749 |
|
$ |
104,692 |
|
$ |
97,658 |
|
||||
| Operating income, excluding non-GAAP adjustments | $ |
114,749 |
|
$ |
112,438 |
|
$ |
430,651 |
|
$ |
356,561 |
|
||||
| Non-GAAP operating income as a % of revenue |
|
23.2 |
% |
|
25.6 |
% |
|
23.4 |
% |
|
22.0 |
% |
||||
| Depreciation and amortization | $ |
43,784 |
|
$ |
39,908 |
|
$ |
168,922 |
|
$ |
151,139 |
|
||||
| Capital expenditures | $ |
59,217 |
|
$ |
41,713 |
|
$ |
105,653 |
|
$ |
86,843 |
|
||||
| Manufacturing Support | ||||||||||||||||
| Revenue | $ |
139,289 |
|
$ |
120,619 |
|
$ |
515,353 |
|
$ |
465,142 |
|
||||
| Operating income |
|
49,206 |
|
|
41,527 |
|
|
181,494 |
|
|
145,420 |
|
||||
| Operating income as a % of revenue |
|
35.3 |
% |
|
34.4 |
% |
|
35.2 |
% |
|
31.3 |
% |
||||
| Add back: | ||||||||||||||||
| Amortization related to acquisitions |
|
2,144 |
|
|
2,260 |
|
|
8,758 |
|
|
9,062 |
|
||||
| Severance |
|
428 |
|
|
1,102 |
|
|
2,413 |
|
|
1,651 |
|
||||
| Acquisition related adjustments (3) |
|
- |
|
|
68 |
|
|
(421 |
) |
|
286 |
|
||||
| Site consolidation costs, impairments and other items |
|
151 |
|
|
(103 |
) |
|
320 |
|
|
1,382 |
|
||||
| Total non-GAAP adjustments to operating income | $ |
2,723 |
|
$ |
3,327 |
|
$ |
11,070 |
|
$ |
12,381 |
|
||||
| Operating income, excluding non-GAAP adjustments | $ |
51,929 |
|
$ |
44,854 |
|
$ |
192,564 |
|
$ |
157,801 |
|
||||
| Non-GAAP operating income as a % of revenue |
|
37.3 |
% |
|
37.2 |
% |
|
37.4 |
% |
|
33.9 |
% |
||||
| Depreciation and amortization | $ |
6,647 |
|
$ |
6,007 |
|
$ |
25,904 |
|
$ |
23,584 |
|
||||
| Capital expenditures | $ |
12,302 |
|
$ |
9,318 |
|
$ |
26,287 |
|
$ |
23,617 |
|
||||
| Unallocated Corporate Overhead | $ |
(45,747 |
) |
$ |
(46,610 |
) |
$ |
(177,430 |
) |
$ |
(187,084 |
) |
||||
| Add back: | ||||||||||||||||
| Severance and executive transition costs |
|
375 |
|
|
390 |
|
|
411 |
|
|
390 |
|
||||
| Acquisition related adjustments (3) |
|
4,020 |
|
|
3,634 |
|
|
13,996 |
|
|
26,822 |
|
||||
| Other items (4) |
|
- |
|
|
657 |
|
|
(661 |
) |
|
2,065 |
|
||||
| Total non-GAAP adjustments to operating expense | $ |
4,395 |
|
$ |
4,681 |
|
$ |
13,746 |
|
$ |
29,277 |
|
||||
| Unallocated corporate overhead, excluding non-GAAP adjustments | $ |
(41,352 |
) |
$ |
(41,929 |
) |
$ |
(163,684 |
) |
$ |
(157,807 |
) |
||||
| Total | ||||||||||||||||
| Revenue | $ |
790,990 |
|
$ |
691,138 |
|
$ |
2,923,933 |
|
$ |
2,621,226 |
|
||||
| Operating income |
|
128,927 |
|
|
108,789 |
|
|
432,729 |
|
|
351,151 |
|
||||
| Operating income as a % of revenue |
|
16.3 |
% |
|
15.7 |
% |
|
14.8 |
% |
|
13.4 |
% |
||||
| Add back: | ||||||||||||||||
| Amortization related to acquisitions |
|
28,097 |
|
|
24,956 |
|
|
118,618 |
|
|
90,867 |
|
||||
| Severance and executive transition costs |
|
1,051 |
|
|
7,270 |
|
|
7,586 |
|
|
11,458 |
|
||||
| Acquisition related adjustments (2)(3) |
|
5,724 |
|
|
5,316 |
|
|
19,623 |
|
|
39,439 |
|
||||
| Site consolidation costs, impairments and other items (4) |
|
877 |
|
|
1,340 |
|
|
6,457 |
|
|
4,283 |
|
||||
| Total non-GAAP adjustments to operating income | $ |
35,749 |
|
$ |
38,882 |
|
$ |
152,284 |
|
$ |
146,047 |
|
||||
| Operating income, excluding non-GAAP adjustments | $ |
164,676 |
|
$ |
147,671 |
|
$ |
585,013 |
|
$ |
497,198 |
|
||||
| Non-GAAP operating income as a % of revenue |
|
20.8 |
% |
|
21.4 |
% |
|
20.0 |
% |
|
19.0 |
% |
||||
| Depreciation and amortization | $ |
60,876 |
|
$ |
51,833 |
|
$ |
234,924 |
|
$ |
198,095 |
|
||||
| Capital expenditures | $ |
87,854 |
|
$ |
63,839 |
|
$ |
166,560 |
|
$ |
140,514 |
|
||||
(1) |
Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of often-one-time charges and other items which are outside our normal operations, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with U.S. GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules, regulations and guidance. | |||||||
(2) |
This amount represents a $2.2 million charge recorded during fiscal 2019 in connection with the modification of the option to purchase the remaining 8% equity interest in Vital River. | |||||||
(3) |
These adjustments are related to the evaluation and integration of acquisitions, which primarily include transaction, third-party integration, and certain compensation costs, and fair value adjustments associated with contingent consideration. | |||||||
(4) |
This amount relates to third-party costs, net of insurance reimbursements, associated with the remediation of the unauthorized access into the Company's information systems which was detected in March 2019. | |||||||
CHARLES RIVER LABORATORIES INTERNATIONAL, INC. |
|||||||||||||||
|
|
|
|
|
|
|
|
||||||||
SCHEDULE 5 |
|||||||||||||||
RECONCILIATION OF GAAP EARNINGS TO NON-GAAP EARNINGS (UNAUDITED)(1) |
|||||||||||||||
(in thousands, except per share data) |
|||||||||||||||
| Three Months Ended | Twelve Months Ended | ||||||||||||||
| December 26, 2020 | December 28, 2019 | December 26, 2020 | December 28, 2019 | ||||||||||||
| Net income attributable to common shareholders | $ |
143,191 |
|
$ |
80,348 |
|
$ |
364,304 |
|
$ |
252,019 |
|
|||
| Add back: | |||||||||||||||
| Non-GAAP adjustments to operating income (Refer to previous schedule) |
|
35,749 |
|
|
38,882 |
|
|
152,284 |
|
|
146,047 |
|
|||
| Write-off of deferred financing costs and fees related to debt financing |
|
- |
|
|
1,605 |
|
|
- |
|
|
1,605 |
|
|||
| Venture capital and strategic equity investment (gains) losses, net |
|
(68,635 |
) |
|
(14,983 |
) |
|
(100,861 |
) |
|
(20,707 |
) |
|||
| Loss due to U.S. Pension termination |
|
10,283 |
|
|
- |
|
|
10,283 |
|
|
- |
|
|||
| Tax effect of non-GAAP adjustments: | |||||||||||||||
| Non-cash tax provision (benefit) related to international financing structure (2) |
|
1,454 |
|
|
581 |
|
|
4,444 |
|
|
(19,787 |
) |
|||
| Tax effect of the remaining non-GAAP adjustments |
|
87 |
|
|
(6,368 |
) |
|
(18,953 |
) |
|
(24,811 |
) |
|||
| Net income attributable to common shareholders, excluding non-GAAP adjustments | $ |
122,129 |
|
$ |
100,065 |
|
$ |
411,501 |
|
$ |
334,366 |
|
|||
| Weighted average shares outstanding - Basic |
|
49,754 |
|
|
48,875 |
|
|
49,550 |
|
|
48,730 |
|
|||
| Effect of dilutive securities: | |||||||||||||||
| Stock options, restricted stock units and performance share units |
|
1,274 |
|
|
992 |
|
|
1,061 |
|
|
963 |
|
|||
| Weighted average shares outstanding - Diluted |
|
51,028 |
|
|
49,867 |
|
|
50,611 |
|
|
49,693 |
|
|||
| Earnings per share attributable to common shareholders: | |||||||||||||||
| Basic | $ |
2.88 |
|
$ |
1.64 |
|
$ |
7.35 |
|
$ |
5.17 |
|
|||
| Diluted | $ |
2.81 |
|
$ |
1.61 |
|
$ |
7.20 |
|
$ |
5.07 |
|
|||
| Basic, excluding non-GAAP adjustments | $ |
2.45 |
|
$ |
2.05 |
|
$ |
8.30 |
|
$ |
6.86 |
|
|||
| Diluted, excluding non-GAAP adjustments | $ |
2.39 |
|
$ |
2.01 |
|
$ |
8.13 |
|
$ |
6.73 |
|
|||
(1) |
Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of often-one-time charges and other items which are outside our normal operations, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with U.S. GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules, regulations and guidance. | ||||||||
(2) |
This adjustment relates to the recognition of deferred tax assets expected to be utilized as a result of changes to the Company's international financing structure. | ||||||||
| CHARLES RIVER LABORATORIES INTERNATIONAL, INC. | |||||||
| SCHEDULE 6 | |||||||
| RECONCILIATION OF GAAP REVENUE GROWTH | |||||||
| TO NON-GAAP REVENUE GROWTH, ORGANIC (UNAUDITED) (1) | |||||||
| For the three months ended December 26, 2020 | Total CRL | RMS Segment | DSA Segment | MS Segment | |||
| Revenue growth, reported | 14.4 % |
19.3 % |
12.7 % |
15.5 % |
|||
| Decrease (increase) due to foreign exchange | (2.0)% |
(2.9)% |
(1.4)% |
(3.1)% |
|||
| Contribution from acquisitions (2) | (2.1)% |
(11.2)% |
- % |
- % |
|||
| Non-GAAP revenue growth, organic (3) | 10.3 % |
5.2 % |
11.3 % |
12.4 % |
|||
| For the twelve months ended December 26, 2020 | Total CRL | RMS Segment | DSA Segment | MS Segment | |||
| Revenue growth, reported | 11.5 % |
6.3 % |
13.5 % |
10.8 % |
|||
| Decrease (increase) due to foreign exchange | (0.4)% |
(0.6)% |
(0.4)% |
(0.4)% |
|||
| Contribution from acquisitions (2) | (4.1)% |
(9.0)% |
(3.7)% |
- % |
|||
| Non-GAAP revenue growth, organic (3) | 7.0 % |
(3.3)% |
9.4 % |
10.4 % |
|||
(1) |
Charles River management believes that supplementary non-GAAP financial measures provide useful information to allow investors to gain a meaningful understanding of our core operating results and future prospects, without the effect of often-one-time charges and other items which are outside our normal operations, consistent with the manner in which management measures and forecasts the Company’s performance. The supplementary non-GAAP financial measures included are not meant to be considered superior to, or a substitute for results of operations prepared in accordance with U.S. GAAP. The Company intends to continue to assess the potential value of reporting non-GAAP results consistent with applicable rules, regulations and guidance. | ||||||||
(2) |
The contribution from acquisitions reflects only completed acquisitions. | ||||||||
(3) |
Organic revenue growth is defined as reported revenue growth adjusted for acquisitions and foreign exchange. | ||||||||
