EX-99.1 2 a05-8662_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

Investor Contacts:

 

Media Contact:

Tania Almond

 

Denise DesChenes/Dan Gagnier

Investor Relations

 

Citigate Sard Verbinnen

410-528-7555

 

212-687-8080

 

 

NeighborCare Reports Second Quarter Fiscal 2005 Results;

Revenues Grow 13.5% Year-Over-Year;

Total Beds Served Up 13.0% Year-Over-Year;

NeighborCare Signs Definitive Agreement to Acquire an Additional 10,000 Beds

 

BALTIMORE, MD – (May 4, 2005) – NeighborCare, Inc. today announced its results for the second quarter of fiscal 2005 ended March 31, 2005.  Net revenues in the quarter totaled $404.7 million compared with $356.6 million last year, a 13.5% increase.  Net revenues for the year to date period were up 14.6% to $796.7 million from $695.0 million.

 

For the quarter, income from continuing operations was $9.7 million, or $0.22 per diluted share.  In the same quarter of the prior year, income from continuing operations was $8.2 million, or $0.19 per diluted share.  Income from continuing operations for the quarter ended March 31, 2005 includes an unusual charge totaling $1.4 million before taxes ($0.8 million after taxes or $0.02 per diluted share) predominately related to state Medicaid audits related to prior periods which were a direct charge to gross profit for the quarter.  In addition, income from continuing operations for the current quarter includes the effect of expenses incurred in connection with the unsolicited tender offer to purchase all of our outstanding common stock, as well as adjustments for certain strategic planning, severance and other operating items together aggregating $0.7 million.  Income from continuing operations for the quarter ended March 31, 2004 includes certain strategic planning, severance and other operating items aggregating $2.0 million.  For the current year to date period,   income from continuing operations was $19.4 million or $0.43 per diluted share.  For the prior year to date period, loss from continuing operations was ($5.9) million or ($0.14) per diluted share.

 

NeighborCare’s income from continuing operations, excluding the charges and adjustments noted above and an adjustment to a 40% effective tax rate, was $11.2 million, or $0.25 per diluted share for the current quarter.  In the same quarter of the prior year, income from continuing operations adjusted for certain strategic planning, severance and other operating items and including an adjustment to a 40% tax rate was $10.2 million, or $0.23 per diluted share.  For the current year to date period, adjusted income from continuing operations was $21.6 million or $0.48 per diluted share compared to $19.4 million or $0.44 per diluted share in the prior year to date period.  (See Table 3 in “Financial Highlights” on page 6 for a reconciliation of income from continuing operations to income from continuing operations, as adjusted).

 

Adjusted EBITDA for the quarter ended March 31, 2005 was $32.4 million compared with adjusted EBITDA of $28.7 million for the same period last year or an increase of 13.1%.  For the current year to date period, adjusted EBITDA was $62.8 million compared to $54.3 million in the prior year to date period or an increase of 15.7%.  (See Table 2 in “Financial Highlights” on page 6 for a reconciliation of income (loss) from continuing operations to EBITDA and adjusted EBITDA).

 

John J. Arlotta, NeighborCare’s Chairman, President and CEO, said “I am pleased to report that NeighborCare recorded strong performance for our second quarter of 2005 in line with the indications I provided on our last earnings call. Despite start-up expenses for our new drug repack facility and continued pricing pressures, on a sequential basis we were able to maintain our adjusted gross margins for the quarter and through our cost control program, adjusted EBITDA margin improved.”

 



 

Arlotta added, “I am also pleased to announce today our most recent acquisition of Primecare Pharmacy in Los Angeles, California, a 10,000 bed institutional pharmacy which is an outstanding add-on to our existing business in southern California.  This acquisition brings our total beds served to almost 300,000 and solidifies us as the second largest provider in the institutional pharmacy industry today.  Importantly, this bed count demonstrates our continued success in growing our business both organically and through acquisitions.”

 

At March 31, 2005, NeighborCare served 289,362 beds.  Organic net bed growth for the quarter totaled 671 beds.  Bed counts ending March 31, 2004 and December 31, 2004 were 255,990 and 287,249, respectively.  Average revenue per bed per month for the quarter ended March 31, 2005 was $415 compared to $406 for the same quarter of the prior year.

 

Quarterly Results Review

Introductory Note.  Net revenues and cost of revenues do not include intersegment revenues and related cost of revenues with Genesis Healthcare Corporation (GHC) for periods prior to the spin-off (October 1, 2003 through December 1, 2003).  GAAP requires that intersegment revenues from GHC for periods prior to the spin-off be eliminated in consolidation and that the associated gross profit be included in NeighborCare’s discontinued operations.  For comparison purposes, the presentation of adjusted net revenues, cost of revenues and gross margin reflects the adjustment to include the intersegment transactions as these transactions with GHC are and will continue to be reflected in continuing operations in all periods subsequent to December 1, 2003.    NeighborCare accounts for discontinued operations, including assets distributed, under the provisions of Statement of Financial Accounting Standards, No. 144 “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”).  Under SFAS 144, discontinued businesses including assets distributed are removed from the results of continuing operations and presented as a separate line on the statement of operations.  Adjusted net revenues and gross margin also reflect an adjustment to add back the current quarter charges related to state Medicaid audits.  (See Reconciliation Table 1 in “Financial Highlights” on page 6).

 

Revenues.  Net revenues in the quarter increased $48.1 million, or 13.5%, to $404.7 million from $356.6 million in the year ago quarter.  This was principally driven by growth in revenue of the Company’s institutional pharmacy segment of approximately $47.1 million, or 15.5% over the same period in the prior year.  This growth was driven by an increase in bed census, as well as increased drug trend partially offset by certain state Medicaid reimbursement reductions and competitive price reductions.

 

Cost of revenues.  Cost of revenues in the quarter increased by $39.0 million, or 13.8%, to $321.3 million from $282.3 million in the year ago quarter.  Increases in delivery costs - including fuel, labor costs and insurance - were partially offset by reduced labor costs due to pharmacy consolidations and process improvement initiatives.

 

Gross margin.  Gross margin in the quarter declined to 20.6% from 20.9% last year.  This reduction is primarily due to the charge recorded related to the state Medicaid audits.  On an adjusted basis, gross margin remained constant at 20.9%.

 

Selling, general and administrative (SG&A).  SG&A in the current quarter increased $8.9 million to $60.5 million from the year ago level of $51.6 million.  The primary reason for the increase in SG&A is acquisitions, increased salary and wages expense due to the creation of corporate functions after the spin-off of GHC, the expensing of restricted stock granted to employees, increased depreciation expense, and costs incurred in connection with Sarbanes-Oxley compliance.   As a percentage of adjusted net revenues, SG&A was 14.9% compared to 14.5% for the same period in the prior year.

 

Liquidity and capital resources.  NeighborCare ended the quarter with $27.3 million of cash and $263.0 million of working capital.

 

Outlook

NeighborCare today commented on the Company’s previously issued fiscal 2005 guidance. Revenues are expected to be toward the middle of the original range of $1.55-$1.725 billion for 2005 or approximately $1.6 billion.  Adjusted EBITDA and adjusted earnings per share, which in each case exclude one time charges and

 

2



 

special items, are now expected to be approximately $132 million and $1.02 per share, respectively.  One-time charges or special items would reduce net income, EBITDA and net income per share.  We are not able to reasonably forecast such charges or items at this time and accordingly have not provided an estimate of their impact on net income, EBITDA or net income per share nor an estimate of net income.  (See reconciliation in “Earnings Outlook for the Fiscal Year Ended September 30, 2005” on page 9)

 

Conference Call

NeighborCare will host a conference call and webcast at 10:00 a.m. Eastern Time on May 5, 2005 to discuss results for the second fiscal quarter.  The conference call information follows:

Toll-Free Number:  (888) 240-0264

Toll Number:  (706) 679-5757

Leader:  John Arlotta

Conference ID:  5738227

 

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 34 states and the District of Columbia.  Visit our website at www.neighborcare.com.

 

Statements made in this document, 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, expected bed count, expected SG&A expense, anticipated restructuring charges, our anticipated results of operations for fiscal 2005 and estimates of timing and costs savings related to cost improvement initiatives.  Factors that could cause actual results to differ materially include, but are not limited to, the following: our ability, and the ability of our customers, to comply with Medicare or Medicaid reimbursement regulations or other applicable laws, changes in the reimbursement rates or methods of payment from Medicare and Medicaid, or the implementation of other measures to reduce the reimbursement for our services and the impact of the Medicare Prescription Drug, Improvement and Modernization Act of 2003, changes in pharmacy legislation and payment formulas, the impact of federal and state regulations, competition in our businesses, the impact of Omnicare, Inc.’s unsolicited tender offer to acquire all of our outstanding common stock, competition for qualified management and pharmacy professionals, the impact of investigations and audits relating to alleged violations of federal and/or state regulations, changes in the acuity of patients, payor mix and payment methodologies, further consolidation of managed care organizations and other third party payors, the effect of the expiration or termination of certain service and supply contracts, changes in or our failure to satisfy pharmaceutical manufacturers’ rebate programs, an economic downturn or changes in the laws affecting our business in those markets in which we operate, the impact of acquisitions, and our ability to integrate acquired businesses, on our operations and finances, our ability to control operating costs and generate sufficient cash flow to meet operational and financial requirements, our ability, and the ability of our subsidiary guarantors, to fulfill debt obligations, our covenants and restrictions contained in financing agreements which limit our discretion in the operation of our business, our charter documents and the Pennsylvania Business Corporation Law of 1988, as amended, which could delay or prevent a change of control, availability of financial and other resources to us after the spin-off of GHC, operating inefficiencies and higher costs after the spin-off of GHC, federal income tax liabilities and indemnification obligations related to the spin-off of GHC, conflicts of interest as a result of our continuing relationship with GHC after the spin-off, the ability of GHC, as our largest customer, to operate as a separate entity and acts of God or public authorities, war, civil unrest, terrorism, fire, floods, earthquakes and other matters beyond our control.

 

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.

#  #  #

 

3



 

NEIGHBORCARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands except per share amounts)

 

 

 

Three Months Ended March 31,

 

Six Months Ended March 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

 

 

 

 

 

 

 

 

 

 

Net revenues

 

$

404,706

 

$

356,646

 

$

796,706

 

$

695,040

 

Cost of revenues

 

321,329

 

282,285

 

631,063

 

544,256

 

Gross profit

 

83,377

 

74,361

 

165,643

 

150,784

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

60,518

 

51,599

 

120,164

 

108,635

 

Strategic planning, severance and other operating items

 

(64

)

2,037

 

455

 

42,701

 

Takeover defense expenses

 

785

 

 

1,557

 

 

Operating income (loss)

 

22,138

 

20,725

 

43,467

 

(552

)

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

4,498

 

4,553

 

8,529

 

10,207

 

Other expense

 

1,173

 

1,225

 

2,301

 

2,317

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income tax provision (benefit)

 

16,467

 

14,947

 

32,637

 

(13,076

)

Income tax provision (benefit)

 

6,782

 

6,731

 

13,250

 

(7,143

)

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

9,685

 

8,216

 

19,387

 

(5,933

)

Income from discontinued operations, net of taxes

 

 

 

 

8,435

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

9,685

 

$

8,216

 

19,387

 

2,502

 

 

 

 

 

 

 

 

 

 

 

Per common share data

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

$

0.22

 

$

0.19

 

$

0.44

 

$

(0.14

)

Income from discontinued operations

 

$

 

$

 

$

 

$

0.20

 

Net income

 

$

0.22

 

$

0.19

 

$

0.44

 

$

0.06

 

Weighted average shares outstanding

 

43,838

 

43,640

 

43,823

 

42,010

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

$

0.22

 

$

0.19

 

$

0.43

 

$

(0.14

)

Income from discontinued operations

 

$

 

$

 

$

 

$

0.20

 

Net income

 

$

0.22

 

$

0.19

 

$

0.43

 

$

0.06

 

Weighted average shares outstanding

 

44,688

 

43,957

 

44,649

 

42,010

 

 

4



 

NEIGHBORCARE, INC.

SEGMENT INFORMATION

(Unaudited)

 

(in thousands)

 

Institutional
Pharmacy

 

Corporate
and Other

 

Consolidated

 

Three months ended March 31, 2005

 

 

 

 

 

 

 

Net revenues

 

$

350,344

 

$

54,362

 

$

404,706

 

Gross profit

 

$

67,206

 

$

16,171

 

$

83,377

 

Operating income (loss)

 

$

33,344

 

$

(11,206

)

$

22,138

 

 

 

 

 

 

 

 

 

Three months ended March 31, 2004

 

 

 

 

 

 

 

Net revenues

 

$

303,256

 

$

53,390

 

$

356,646

 

Gross profit

 

$

57,704

 

$

16,657

 

$

74,361

 

Operating income (loss)

 

$

28,521

 

$

(7,796

)

$

20,725

 

 

 

 

 

 

 

 

 

Six months ended March 31, 2005

 

 

 

 

 

 

 

Net revenues

 

$

688,176

 

$

108,530

 

$

796,706

 

Gross profit

 

$

132,705

 

$

32,938

 

$

165,643

 

Operating income (loss)

 

$

66,394

 

$

(22,927

)

$

43,467

 

 

 

 

 

 

 

 

 

Six months ended March 31, 2004

 

 

 

 

 

 

 

Net revenues

 

$

585,047

 

$

109,993

 

$

695,040

 

Gross profit

 

$

115,818

 

$

34,966

 

$

150,784

 

Operating income (loss)

 

$

55,094

 

$

(55,646

)

$

(552

)

 

 

 

 

 

 

 

 

Total assets as of

 

 

 

 

 

 

 

March 31, 2005

 

$

282,235

 

$

605,187

 

$

887,422

 

September 30, 2004

 

$

217,969

 

$

631,439

 

$

849,408

 

 

Note:  Reference Table 1 of the Financial Highlights section for intersegment adjustments and special charges which impact only the institutional pharmacy segment.

 

5



 

NEIGHBORCARE, INC.

FINANCIAL HIGHLIGHTS

(Unaudited)

 

Table 1 - Reconciliation of net revenues, cost of revenues, gross profit and gross margin, each as adjusted

(in thousands)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

31-Mar-05

 

31-Mar-04

 

31-Dec-04

 

31-Mar-05

 

31-Mar-04

 

Net revenues - as reported

 

$

404,706

 

$

356,646

 

$

392,000

 

$

796,706

 

$

695,040

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

Intersegment revenues with Genesis HealthCare

 

 

 

 

 

13,013

 

Unusual charge

 

1,400

 

 

 

1,400

 

 

 

Net revenues - as adjusted

 

$

406,106

 

$

356,646

 

$

392,000

 

$

798,106

 

$

708,053

 

Cost of revenues - as reported

 

$

321,329

 

$

282,285

 

$

309,734

 

$

631,063

 

$

544,256

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

Intersegment cost of revenues for Genesis HealthCare

 

 

$

 

 

$

 

$

10,332

 

Cost of revenues - as adjusted

 

$

321,329

 

$

282,285

 

$

309,734

 

$

631,063

 

$

554,588

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Margin $ - as adjusted

 

$

84,777

 

$

74,361

 

$

82,266

 

$

167,043

 

$

153,465

 

Gross Margin % - as adjusted

 

20.9

%

20.9

%

21.0

%

20.9

%

21.7

%

 

Table 2 - Reconciliation of income (loss) from continuing operations, as reported, to EBITDA and Adjusted EBITDA

(in thousands)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

31-Mar-05

 

31-Mar-04

 

31-Dec-04

 

31-Mar-05

 

31-Mar-04

 

Income (loss) from continuing operations - as reported

 

$

9,685

 

$

8,216

 

$

9,702

 

$

19,387

 

$

(5,933

)

Add back (deduct):

 

 

 

 

 

 

 

 

 

 

 

Other expense

 

1,173

 

1,225

 

1,128

 

2,301

 

2,317

 

Income tax provision (benefit)

 

6,782

 

6,731

 

6,468

 

13,250

 

(7,143

)

Interest expense, net

 

4,498

 

4,553

 

4,031

 

8,529

 

10,207

 

Depreciation and amortization

 

8,182

 

5,912

 

7,697

 

15,879

 

12,156

 

EBITDA

 

$

30,320

 

$

26,637

 

$

29,026

 

$

59,346

 

$

11,604

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

Unusual charge

 

1,400

 

 

 

1,400

 

 

Strategic planning, severance and other operating items

 

(64

)

2,037

 

519

 

455

 

42,701

 

Takeover defense expenses

 

785

 

 

772

 

1,557

 

 

Adjusted EBITDA

 

$

32,441

 

$

28,674

 

$

30,317

 

$

62,758

 

$

54,305

 

 

Table 3 - Reconciliation of income (loss) from continuing operations, as reported, to income from continuing operations, as adjusted
(in thousands, except per share amounts)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

31-Mar-05

 

31-Mar-04

 

31-Dec-04

 

31-Mar-05

 

31-Mar-04

 

Income (loss) from continuing operations - as reported

 

$

9,685

 

$

8,216

 

$

9,702

 

$

19,387

 

$

(5,933

)

Add back (deduct):

 

 

 

 

 

 

 

 

 

 

 

Intersegment revenues with Genesis HealthCare

 

 

 

 

 

13,013

 

Intersegment cost of revenues for Genesis HealthCare

 

 

 

 

 

(10,332

)

Unusual charge

 

1,400

 

 

 

1,400

 

 

Strategic planning, severance and other operating items

 

(64

)

2,037

 

519

 

455

 

42,701

 

Takeover defense expenses

 

785

 

 

772

 

1,557

 

 

Tax impact of items added back above to 40% effective tax rate

 

(653

)

(63

)

(516

)

(1,170

)

(20,065

)

Income from continuing operations - as adjusted

 

$

11,153

 

$

10,190

 

$

10,477

 

$

21,629

 

$

19,384

 

Income from continuing operations - as adjusted per share - basic

 

$

0.25

 

$

0.23

 

$

0.24

 

$

0.49

 

$

0.46

 

Weighted average shares - basic

 

43,838

 

43,640

 

43,809

 

43,823

 

42,010

 

Income from continuing operations - as adjusted per share - diluted

 

$

0.25

 

$

0.23

 

$

0.24

 

$

0.48

 

$

0.44

 

Weighted average shares - diluted

 

44,688

 

43,957

 

44,545

 

44,649

 

43,875

 

 

Notes:

 Adjusted EBITDA is a non-GAAP financial measure that management considers, along with GAAP measures, when evaluating the Company’s operating performance.  Adjusted EBITDA is reconciled to the most directly comparable GAAP financial measure.

 

 Income from continuing operations - as adjusted is a non-GAAP financial measure that management considers, along with GAAP measures, when evaluating the Company’s operating performance. This non-GAAP financial measure is reconciled to the most directly comparable GAAP financial measure.

 

6



 

NEIGHBORCARE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands)

 

 

 

March 31,
2005

 

December 31,
2004

 

September 30,
2004

 

ASSETS

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

27,316

 

$

21,092

 

$

81,923

 

Accounts receivable, net

 

265,557

 

253,015

 

230,903

 

Inventories

 

69,779

 

73,873

 

64,111

 

Prepaid expenses and other current assets

 

43,906

 

41,026

 

40,046

 

Total current assets

 

406,558

 

389,006

 

416,983

 

Property, plant and equipment, net

 

95,600

 

91,207

 

84,215

 

Other long-term assets

 

21,343

 

20,735

 

19,353

 

Identifiable intangible assets, net

 

16,824

 

16,990

 

12,737

 

Goodwill

 

347,097

 

342,940

 

316,120

 

Total assets

 

$

887,422

 

$

860,878

 

$

849,408

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Current portion of long-term debt

 

$

9,035

 

$

22,150

 

$

4,263

 

Accounts payable and accrued expenses

 

119,604

 

96,029

 

116,965

 

Income taxes payable

 

14,878

 

8,838

 

4,747

 

Total current liabilities

 

143,517

 

127,017

 

125,975

 

Long-term debt

 

255,648

 

258,418

 

258,008

 

Other long-term liabilities

 

73,049

 

70,738

 

70,765

 

Total liabilities

 

472,214

 

456,173

 

454,748

 

 

 

 

 

 

 

 

 

Minority interest

 

7,893

 

7,531

 

7,880

 

 

 

 

 

 

 

 

 

Total shareholders’ equity

 

407,315

 

397,174

 

386,780

 

Total liabilities and shareholders’ equity

 

$

887,422

 

$

860,878

 

$

849,408

 

 

7



 

NEIGHBORCARE, INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited, in thousands)

 

 

 

Three Months
Ended

 

Six Months Ended March 31,

 

 

 

March 31, 2005

 

2005

 

2004

 

Cash flows from operating activities

 

 

 

 

 

 

 

Net income

 

$

9,685

 

$

19,387

 

$

2,502

 

Net charges included in operations not requiring funds

 

12,892

 

28,159

 

26,412

 

Changes in operating assets and liabilities, excluding impact of business acquisitions

 

 

 

 

 

 

 

Change in accounts receivable, net

 

(14,372

)

(34,504

)

(39,986

)

Change in accounts payable and accrued expenses

 

28,909

 

10,475

 

79,671

 

Other, net

 

537

 

(8,330

)

(33,384

)

Net cash provided by operating activities

 

37,651

 

15,187

 

35,215

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

Capital expenditures

 

(10,408

)

(23,133

)

(16,545

)

Business acquisitions

 

(7,011

)

(46,900

)

(3,969

)

Other, net

 

 

(2,004

)

(33,432

)

Net cash used by investing activities

 

(17,419

)

(72,037

)

(53,946

)

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

Net borrowings against revolving credit facility

 

(13,000

)

4,000

 

 

Repayment of long-term debt

 

(1,070

)

(2,399

)

(556,285

)

Proceeds from issuance of long-term debt, net of debt issuance costs

 

 

 

465,804

 

Distributions of cash to GHC

 

 

 

(63,154

)

Funds received from GHC for debt financing

 

 

 

135,885

 

Other

 

62

 

642

 

(4,907

)

Net cash provided (used) by financing activities

 

(14,008

)

2,243

 

(22,657

)

 

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

6,224

 

(54,607

)

(41,388

)

Cash and cash equivalents at beginning of period

 

21,092

 

81,923

 

132,726

 

Cash and cash equivalents at end of period

 

$

27,316

 

$

27,316

 

$

91,338

 

 

8



 

NEIGHBORCARE, INC.

EARNINGS OUTLOOK FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2005

(Unaudited, in thousands except per share amounts)

 

Reconciliation of net income to Adjusted EBITDA

 

 

 

FY2005E

 

 

 

 

 

Net income

 

$

43,309

 

Add back:

 

 

 

Unusual charge

 

1,400

 

Strategic planning, severance and other operating items

 

455

 

Takeover defense expenses

 

1,557

 

Income taxes

 

29,080

 

Depreciation and amortization

 

33,743

 

Interest expense

 

18,556

 

Other expense

 

4,300

 

Adjusted EBITDA

 

$

132,400

 

 

Reconciliation of net income to adjusted net income and EPS to adjusted EPS

 

 

 

$

 

Per Share

 

Net income

 

$

43,309

 

$

0.97

 

Add back:

 

 

 

 

 

Unusual charge

 

1,400

 

0.03

 

Strategic planning, severance and other operating items

 

455

 

0.01

 

Takeover defense expenses

 

1,557

 

0.03

 

Tax impact of adjustments

 

(1,365

)

(0.03

)

Adjusted net income

 

$

45,356

 

$

1.02

 

 

9