EX-99.1 3 a04-2330_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

 

Investor Contact:

 

Media Contact:

Tania Almond

 

Crista Stark

Investor Relations

 

Public Relations

410-230-6752

 

410-230-6738

 

 

 

 

NeighborCare Reports First Quarter Fiscal 2004 Results;

Revenues Grow 10.8% Year-Over-Year; Total Beds Served Surpass 250,000

 

BALTIMORE, MD – (February 11, 2004) – NeighborCare, Inc. today announced results for its first quarter fiscal 2004 for the period ended December 31, 2003.  In the quarter, net revenues totaled $351.4 million, an increase of 10.8% over the year ago level of $317.2 million.  Gross profit dollars grew to $79.1 million, an increase of 11.9% versus the prior year of $70.7 million.

 

Adjusted EBITDA rose to $28.3 million, an increase of 14.6% over the prior year of $24.7 million.  Loss from continuing operations was ($12.5) million or ($0.31) per share for the quarter, which includes the effect of certain strategic planning, severance and other operating items which are set forth in the financial statements included herewith.  Excluding the effect of these costs, income from continuing operations on an as adjusted basis was $9.2 million, or $0.21 per share, for the quarter ended December 31, 2003.  This per share amount is based on 43.969 million weighted average diluted shares, which includes 3.6 million shares arising from the conversion of the Series A Convertible Preferred stock as of December 16, 2003.  See attached reconciliation on page 4.

 

NeighborCare served 250,003 beds at December 31, 2003 compared to 248,569 at December 31, 2002 and 246,141 beds at September 30, 2003.  Average revenue per bed per month for the quarter ended December 31, 2003 was $410 compared to $370 in the prior year period.

 

“In addition to completing the spin off of Genesis HealthCare Corporation, NeighborCare achieved improved operating results this quarter,” stated John J. Arlotta, Chairman, President and Chief Executive Officer of NeighborCare, Inc.  “I am also pleased with the progress we are making on our top priorities.  Gross margins improved over 20 basis points, and we also grew net beds during the quarter.”

 

In accordance with the provisions of Statement of Financial Accounting Standards No. 144 “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of” (“SFAS 144”), discontinued businesses including assets held for distribution were removed from the results of continuing operations and presented as a separate line on the statement of operations.  The operations of Genesis HealthCare Corporation, which were spun-off on December 1, 2003 from NeighborCare, have been reported as discontinued operations within the consolidated financial statements of NeighborCare, Inc. beginning in fiscal 2004.

 



 

 

 

 

($ in Millions, except per share data)

 

 

 

As reported
Quarter ended
December 31,

 

As adjusted (1)
Quarter ended
December 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss) Available to Common Shareholders

 

$

(5.7

)

$

11.9

 

$

16.0

 

$

10.2

 

Net Income (Loss) Available to Common Shareholders Per Share – Diluted

 

$

(0.14

)

$

0.29

 

$

0.36

 

$

0.23

 

Income (Loss) from Continuing Operations

 

$

(12.5

)

$

5.1

 

$

9.2

 

$

8.0

 

Income (Loss) from Continuing Operations Per Share – Diluted

 

$

(0.31

)

$

0.12

 

$

0.21

 

$

0.18

 

 

 

 

 

 

 

 

 

 

 

EBITDA (1)

 

$

(12.4

)

$

21.0

 

$

28.3

 

$

24.7

 

 


(1) See attached reconciliations on page 4.

 

Conference Call

NeighborCare will host a conference call and webcast at 9:30 a.m. EST on February 12, 2004 to discuss results for the first fiscal quarter.  The conference call information follows:

 

Toll-Free Number:  (888) 240-0264

Toll Number:  (706) 679-5757

Leader:  John Arlotta

Conference ID:  5321096

 

Investors can also access the conference live via webcast through NeighborCare’s web site at http://www.neighborcare.com/investor/earnings.cfm, where a replay of the call will also be posted.

 

About NeighborCare, Inc.

NeighborCare, Inc. (NASDAQ: NCRX) is one of the nation’s leading institutional pharmacy providers serving long term care and skilled nursing facilities, specialty hospitals, assisted and independent living communities, and other assorted group settings.  NeighborCare also provides infusion therapy services, home medical equipment, respiratory therapy services, community-based retail pharmacies and group purchasing. In total, NeighborCare’s operations span the nation, providing pharmaceutical services in 32 states and the District of Columbia.

 

Visit our website at www.neighborcare.com.

Statements made in this release, our website and in our other public filings and releases, which are not historical facts contain “forward-looking” statements (as defined in the Private Securities Litigation Reform Act of 1995) that involve risks and uncertainties and are subject to change at any time.  These forward-looking statements may include, but are not limited to, statements containing words such as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may”, “target” and similar expressions. Such forward looking statements include, without limitation, statements regarding the effect of the spin-off on our operations, expected changes in reimbursement rates and inflationary increases in state Medicaid rates.  Factors that could cause actual results to differ materially include, but are not limited to, the following: costs, changes in the reimbursement rates or methods of payment from Medicare or Medicaid, or the implementation of other measures to reduce reimbursement for our services; changes in pharmacy legislation and payment formulas; the expiration of enactments providing for additional government funding; efforts of third party payors to control costs; the impact of federal and state regulations; changes in payor mix and payment methodologies; further consolidation of managed care organizations and other third party payors; competition in our business; an increase in insurance costs and potential liability for losses not covered by, or in excess of, our insurance; competition for qualified staff in the healthcare industry; our ability to control operating costs, and generate sufficient cash flow to meet operational and financial requirements; an economic downturn or changes in the laws affecting our business in those markets in which we operate; and that there can be no assurance that the spin-off transaction will increase shareholder value.

 

The forward-looking statements involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control.  We caution investors that any forward-looking statements made by us are not guarantees of future performance.  We disclaim any obligation to update any such factors or to announce publicly the results of any revisions to any of the forward-looking statements to reflect future events or developments.

#  #  #

 

2



 

NEIGHBORCARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands except per share amounts)

 

 

 

Three Months Ended December 31,

 

 

 

2003

 

2002

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

Net revenues

 

$

351,406

 

$

317,156

 

Cost of revenues(1)

 

272,298

 

246,477

 

Gross profit

 

79,108

 

70,679

 

 

 

 

 

 

 

Selling, general and administrative

 

50,797

 

53,622

 

Depreciation and amortization

 

6,244

 

7,772

 

Strategic planning, severance and other operating items

 

40,664

 

(3,935

)

Operating income (loss)

 

(18,597

)

13,220

 

 

 

 

 

 

 

Interest expense, net

 

5,654

 

3,674

 

Other expense

 

1,092

 

1,039

 

 

 

 

 

 

 

Income (loss) before income tax provision (benefit)

 

(25,343

)

8,507

 

Income tax provision (benefit)

 

(12,829

)

3,371

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

(12,514

)

5,136

 

Income from discontinued operations, net of taxes

 

6,800

 

7,484

 

 

 

 

 

 

 

Net income (loss)

 

(5,714

)

12,620

 

Preferred stock dividends

 

 

683

 

Net income (loss) available to common shareholders

 

$

(5,714

)

$

11,937

 

 

 

 

 

 

 

Per common share data

 

 

 

 

 

Basic

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.31

)

$

0.11

 

Income from discontinued operations

 

$

0.17

 

$

0.18

 

Net income  (loss) available to common shareholders

 

$

(0.14

)

$

0.29

 

Weighted average shares outstanding

 

40,397

 

41,458

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.31

)

$

0.12

 

Income from discontinued operations

 

$

0.17

 

$

0.17

 

Net income  (loss) available to common shareholders

 

$

(0.14

)

$

0.29

 

Weighted average shares outstanding

 

40,397

 

43,712

 

 


(1) Cost of revenues includes the net product costs of pharmaceuticals sold and direct charges attributable to providing revenue-generating services.

 

 

3



 

 

NEIGHBORCARE, INC.

FINANCIAL HIGHLIGHTS

(Unaudited)

 

Reconciliation of net income (loss) available to common shareholders, as reported, to net income (loss) available to common shareholders, as adjusted

(in thousands, except per share amounts)

 

 

 

Three Months Ended
December 31, 2003

 

Three  Months Ended
December 31, 2002

 

Net income (loss) available to common shareholders - as reported

 

$

(5,714

)

$

11,937

 

Add back:

 

 

 

 

 

Strategic planning, severance and other operating items

 

40,664

 

(3,935

)

Tax impact of items added back above

 

(18,957

)

1,535

 

Preferred stock dividends

 

 

683

 

Net income available to common shareholders - as adjusted

 

$

15,993

 

$

10,220

 

Net income available to common shareholders - as adjusted per share - diluted

 

$

0.36

 

$

0.23

 

Weighted average shares - diluted

 

43,969

 

43,712

 

 

Reconciliation of net income (loss) available to common shareholders, as reported, to income from continuing operations, as reported and as adjusted

(in thousands, except per share amounts)

 

 

 

Three Months Ended
December 31, 2003

 

Three  Months Ended
December 31, 2002

 

Net income (loss) available to common shareholders - as reported

 

$

(5,714

)

$

11,937

 

Add back (deduct):

 

 

 

 

 

Preferred stock dividends

 

 

683

 

Income from discontinued operations, net of taxes

 

(6,800

)

(7,484

)

Income (loss) from continuing operations - as reported

 

$

(12,514

)

$

5,136

 

 

 

 

 

 

 

Add back:

 

 

 

 

 

Strategic planning, severance and other operating items

 

40,664

 

(3,935

)

Depreciation and amortization expense allocation

 

 

943

(1)

Overhead costs not allocated to discontinued operations

 

 

7,655

(1)

Tax impact of items added back above

 

(18,957

)

(1,819

)

Income from continuing operations - as adjusted

 

$

9,193

 

$

7,980

 

Income from continuing operations - as adjusted per share - diluted

 

$

0.21

 

$

0.18

 

Weighted average shares - diluted

 

43,969

 

43,712

 

 

 

 

 

 

 

Effective tax rate

 

40

%

39

%

 

Reconciliation of net income (loss) available to common shareholders to EBITDA and Adjusted EBITDA

(in thousands)

 

 

 

Three Months Ended
December 31, 2003

 

Three  Months Ended
December 31, 2002

 

Net income (loss) available to common shareholders - as reported

 

$

(5,714

)

$

11,937

 

Deduct:

 

 

 

 

 

Income from discontinued operations, net of taxes

 

(6,800

)

(7,484

)

Add back:

 

 

 

 

 

Preferred stock dividends

 

 

683

 

Other expense

 

1,092

 

1,039

 

Income tax expense

 

(12,829

)

3,371

 

Interest expense, net

 

5,654

 

3,674

 

Depreciation and amortization

 

6,244

 

7,772

 

EBITDA - as reported

 

$

(12,353

)

$

20,992

 

Add back:

 

 

 

 

 

Strategic planning, severance and other operating items

 

40,664

 

(3,935

)

Overhead costs not allocated to discontinued operations

 

 

7,655

(1)

Adjusted EBITDA

 

$

28,311

 

$

24,712

 

 

(1) Represents estimate of Genesis HealthCare Corporation’s portion of shared corporate expenses not allocable to discontinued operations under GAAP.

 

4



 

NEIGHBORCARE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

 

 

 

December 31,
2003

 

September 30,
2003 (1)

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

92,761

 

$

115,364

 

Accounts receivable, net

 

206,686

 

200,103

 

Inventory

 

67,176

 

61,221

 

Prepaid expenses and other current assets

 

40,726

 

53,739

 

Current assets held for distribution

 

 

255,170

 

Total current assets

 

407,349

 

685,597

 

Property, plant and equipment, net

 

74,085

 

95,143

 

Other long-term assets

 

18,632

 

37,151

 

Identifiable intangible assets, net

 

12,813

 

16,755

 

Goodwill

 

334,742

 

334,742

 

Non-current assets held for distribution

 

 

769,341

 

Total assets

 

$

847,621

 

$

1,938,729

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

Current liabilities

 

 

 

 

 

Current portion of long-term debt

 

$

4,300

 

$

18,224

 

Accounts payable and accrued expenses

 

104,577

 

105,397

 

Current liabilities held for distribution

 

 

113,067

 

Total current liabilities

 

108,877

 

236,688

 

Long-term debt

 

254,332

 

547,108

 

Deferred income taxes

 

12,084

 

50,022

 

Other long-term liabilities

 

10,684

 

20,858

 

Non-current liabilities held for distribution

 

 

110,805

 

Total liabilities

 

385,977

 

965,481

 

 

 

 

 

 

 

Minority interest

 

9,267

 

10,254

 

Redeemable preferred stock

 

 

46,831

 

 

 

 

 

 

 

Total shareholders’ equity

 

452,377

 

916,163

 

Total liabilities and shareholders’ equity

 

$

847,621

 

$

1,938,729

 

 


(1) Reclassified to reflect the presentation of Genesis HealthCare Corporation as a discontinued operation.

 

5