-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FF0z06pX8qS14jDjsrHtZzQxDAl3UU4chg0Vho41oUmzu9Lfvfj8FzVX4Z1dT3EB 6EaiwpUEZ2Y6+trbavOGow== 0000950144-99-009029.txt : 19990722 0000950144-99-009029.hdr.sgml : 19990722 ACCESSION NUMBER: 0000950144-99-009029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990721 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUINTILES TRANSNATIONAL CORP CENTRAL INDEX KEY: 0000919623 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 561714315 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23520 FILM NUMBER: 99667892 BUSINESS ADDRESS: STREET 1: 4709 CREEKSTONE DR STREET 2: RIVERBIRCH BLDG STE 200 CITY: DURHAM STATE: NC ZIP: 27703-8411 BUSINESS PHONE: 9199982000 MAIL ADDRESS: STREET 1: 4709 CREEKSTONE DR STREET 2: STE 300 CITY: DURHAM STATE: NC ZIP: 27703-8411 8-K 1 QUINTILES TRANSNATIONAL CORP. FORM 8-K 7/21/1999 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 1999 QUINTILES TRANSNATIONAL CORP. (Exact name of registrant as specified in its charter) NORTH CAROLINA 340-23520 56-1714315 (State or other (Commission File No.) I.R.S. Employer jurisdiction Identification Number of incorporation) 4709 CREEKSTONE DRIVE, RIVERBIRCH BUILDING, SUITE 200, DURHAM, NORTH CAROLINA 27703-8411 (Address of principal executive offices) (919) 998-2000 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On July 21, 1999, Quintiles Transnational Corp. (the "Company") issued a press release regarding its financial results for the period ended June 30, 1999. A copy of the press release is attached hereto as Exhibit 99.01 and incorporated by reference herein. ITEM 7. (c) EXHIBITS Exhibit No. Description of Exhibit ----------- ---------------------- 99.01 Press release, dated July 21, 1999. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. QUINTILES TRANSNATIONAL CORP. By: /s/ Rachel R. Selisker ---------------------------------- Dated: July 21, 1999 Rachel R. Selisker Chief Financial Officer and Executive Vice President Finance 4 EXHIBIT INDEX Exhibit No. Description of Exhibit ----------- ---------------------- 99.01 Press release, dated July 21, 1999 EX-99.01 2 PRESS RELEASE DATED 7/21/1999 1 FOR IMMEDIATE RELEASE WWW.QUINTILES.COM CONTACT: Pat Grebe, Media Relations (pgrebe@quintiles.com) Greg Connors, Investor Relations (invest@quintiles.com) (919) 998 2000 QUINTILES TRANSNATIONAL REPORTS QUARTERLY NET REVENUE OF $456 MILLION, UP 34% FROM 1998 o NEW BUSINESS WINS SURGE TO $1 BILLION IN FIRST HALF OF 1999, A 47% INCREASE o NET INCOME FOR QUARTER $38.6 MILLION, EXCLUDING NON-RECURRING COSTS, UP 49% FROM 1998 o DILUTED NET INCOME PER SHARE GROWS 42%, EXCLUDING NON-RECURRING COSTS, TO $0.33 RESEARCH TRIANGLE PARK, N.C. - July 21, 1999 - Quintiles Transnational Corp. (Nasdaq: QTRN) today reported strong financial results for the second quarter 1999. Net revenue for the quarter was $456.4 million, a 34% increase over net revenue of $340.4 million for the second quarter 1998. Net income grew 49% to $38.6 million versus $26.0 million for the 1998 second quarter, excluding transaction costs incurred in 1998 and 1999, and excluding amortization of certain acquired intangible asset costs incurred in 1998. Excluding these costs, diluted net income per share increased 42% to $0.33 versus $0.23 for the same period last year. Including these costs, net income was $35.2 million versus $20.4 million for the 1998 second quarter, a 72% increase, and diluted net income per share grew 64% to $0.30 versus $0.18 for the second quarter of 1998. Second quarter 1998 results were restated for acquisitions completed during 1999 that were accounted for as poolings of interests. "These outstanding results, along with our new business signings, show that we continue to gain market share and consolidate our position as the leading strategic outsourcing partner for the pharmaceutical industry," said Dennis Gillings, Ph.D., Chairman and CEO of Quintiles Transnational Corp. "We achieved more than $1 billion in new business won during the first six months of 1999, a 47 percent increase from $682 million in new business signings for the same period last year. Also, I'm especially pleased that, excluding the impact of foreign currency fluctuations, our net revenue grew 36% from second quarter 1998 to second quarter 1999. "Our Innovex Commercial Solutions group performed exceptionally well in winning new business in the first half of this year. Our Quintiles Product Development group, which operates in the traditional contract research sector, continued to grow much faster than our major competitors. Increasingly, our revenue derives from large-scale and other strategic relationships, a trend which dramatically differentiates us from the rest of the market." Gillings added: "The second quarter also saw rapid growth in demand for QUINTERNET(TM) Informatics. Revenue growth for ENVOY, our electronic transactions processing group, was robust, with significant expansion in claims processing revenue - both from existing customers 2 and new customers. "And we've seen significant cross-selling with QUINTERNET(TM) Informatics. Our customers are increasingly realizing the power of QUINTERNET(TM) Informatics' unique market research and sales information linking databases and enhancing connections between the pharmaceutical and medical sectors of the U.S. healthcare market. This information benefits our customers in every phase of drug development and marketing." In the second quarter, Quintiles continued to expand or strengthen its industry-leading outsourcing capabilities to pharmaceutical, biotechnology and medical device companies. Quintiles acquired Minerva Medical plc, a Scotland-based clinical research organization with an international reputation for patient recruitment and management of large primary-care clinical trials involving chronic diseases. Customers and consumers also have responded strongly to Quintiles' collaboration with drkoop.com to recruit clinical trials patients over the Internet. In late June, Dr. Gillings and former U.S. Surgeon General Dr. C. Everett Koop held a press conference, broadcast over the Internet, to launch the Quintiles-drkoop.com Clinical Trials Information Center. A video replay of the press conference is available at www.quintiles.com. The Clinical Trials Information Center, which has already enrolled almost 7,000 consumers into its "Interested Party Database" is designed to expand awareness and availability of clinical trials as a treatment option for consumers while maintaining the privacy of personal health information, and harness the power of the Internet to accelerate enrollment of qualified patients, increasing speed and efficiency of the drug development process. The Center is the first consumer online service with interactive pre-screening, enrollment tracking features. In the second quarter, Quintiles announced the acquisition of a centralized clinical laboratory in South Africa, Medlab Pty Ltd (Niehaus & Botha), further expanding its globally integrated network of clinical laboratories. Also in the quarter, Quintiles added new Internet-enabled product capabilities to QUINTERNET(TM) Informatics with the acquisition of SMG Marketing Group Inc., a leading healthcare market information company. SMG's industry-leading databases contain information on more than 200,000 healthcare facilities in the United States, and its advanced software applications allow customers to access and analyze healthcare information over the Internet. In addition to SMG, QUINTERNET(TM) Informatics includes ENVOY and its Synergy Health Care group and Scott-Levin. Earlier this month, Quintiles further expanded its commercialization capabilities with the acquisition of New Jersey-based Medcom, Inc., a leading provider of physician meeting and educational events to help pharmaceutical companies raise awareness of their products among healthcare professionals. The company will operate as Innovex-Medcom Marketing Group and be managed by Quintiles' Innovex subsidiary, the world's leading provider of commercial solutions to the pharmaceutical industry. On Monday, Quintiles announced the acquisition of MediTrain, The Netherlands' leading multi- 3 media pharmaceutical sales representative training company. MediTrain offers traditional outsourced training services and innovative multimedia and Internet-based training products, which will be used by Innovex in Europe and elsewhere to help meet customer needs. Quintiles Transnational Corp. is the market leader in providing a full range of integrated product development and commercialization solutions to the pharmaceutical, biotechnology and medical device industries. Quintiles also is a leader in electronic transactions processing and informatics for the healthcare sector and provides healthcare policy consulting to governments and other organizations worldwide. Headquartered near Research Triangle Park, North Carolina, Quintiles is a member of the Forbes Platinum 400, the Fortune 1000, the Business Week Global 1000 and the Nasdaq-100 Index. With more than 19,000 employees worldwide and offices in 31 countries, Quintiles operates through specialized work groups dedicated to meeting customers' individual needs. Visit the Quintiles Transnational web site at www.quintiles.com. Information in this press release contains "forward-looking statements." These statements involve risks and uncertainties that could cause actual results to differ materially, including without limitation, the ability of the recently combined businesses to be integrated with Quintiles' current operations, actual operating performance, the ability to operate successfully in new lines of business, the ability to maintain large client contracts or to enter into new contracts, and the actual costs of combining the businesses. Additional factors that could cause actual results to differ materially are discussed in the company's recent filings with the Securities and Exchange Commission, including but not limited to its S-3 and S-4 Registration Statements, its Annual Report on Form 10-K, its Form 8-Ks, and its other periodic reports, including Form 10-Qs. NOTE: At 11 a.m. EDT today (July 21, 1999), Quintiles Transnational Corp. CEO Dennis Gillings and CFO Rachel Selisker will conduct a conference call to discuss Quintiles' 1999 second quarter earnings results. Interested parties will find information on accessing the call over the Internet by visiting our Website, www.quintiles.com. A replay will be available at www.quintiles.com shortly after conclusion of the conference call. # # # 4 PROFORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME** (Unaudited)
Three Months Ended June 30 Six Months Ended June 30 1999 1998* 1999* 1998* - ----------------------------------------------------------------------------------- ----------------------------------- In thousands, except per share data Net revenue 456,413 340,435 869,727 655,505 Costs and expenses: Direct 232,166 175,938 444,924 338,491 General and administrative 141,345 106,703 266,492 203,692 Depreciation and amortization 24,015 17,838 45,630 34,841 - ------------------------------------------------------------------------------- ----------------------------------- Total costs and expenses 397,526 300,479 757,046 577,024 - ------------------------------------------------------------------------------- ----------------------------------- Income from operations 58,887 39,956 112,681 78,481 Total other income (expense) 1,245 (266) 1,645 (555) - ------------------------------------------------------------------------------- ----------------------------------- Income before income taxes 60,132 39,690 114,326 77,926 Income taxes 21,488 13,738 40,984 25,163 - ------------------------------------------------------------------------------- ----------------------------------- Net income $38,644 $25,952 $73,342 $52,763 - ------------------------------------------------------------------------------- ----------------------------------- Basic net income per share $ 0.34 $ 0.25 $ 0.65 $ 0.51 Diluted net income per share $ 0.33 $ 0.23 $ 0.64 $ 0.48 - ------------------------------------------------------------------------------- ----------------------------------- Shares used in computing net income per share Basic 114,451 104,656 112,004 104,239 Diluted 120,907 111,860 118,559 110,802
* Restated to include ENVOY, Niehaus & Botha, SMG and Minerva which were acquired in 1999 in transactions accounted for as poolings of interests ** Excludes transactions costs. Also excludes amortization of certain acquired intangible assets of $3.7 million and $10.1 million for the six months ended June 30, 1999 and 1998, respectively. As of March 31, 1999, these certain acquired intangible assets have been fully amortized. 5 CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended June 30 Six Months Ended June 30 1999 1998* 1999* 1998* - ---------------------------------------------------------------------------------------- ----------------------------- In thousands, except per share data Net revenue 456,413 340,435 869,727 655,505 Costs and expenses: Direct 232,166 175,938 444,924 338,491 General and administrative 141,345 106,703 266,492 203,692 Depreciation and amortization 24,015 22,903 49,351 44,971 - ---------------------------------------------------------------------------------------- ----------------------------- Total costs and expenses 397,526 305,544 760,767 587,154 - ---------------------------------------------------------------------------------------- ----------------------------- Income from operations 58,887 34,891 108,960 68,351 Transaction costs (3,464) (469) (25,827) (1,001) Other income (expense) 1,245 (266) 1,645 (555) - ---------------------------------------------------------------------------------------- ----------------------------- Total other income (expense) (2,219) (735) (24,182) (1,556) - ---------------------------------------------------------------------------------------- ----------------------------- Income before income taxes 56,668 34,156 84,778 66,795 Income taxes 21,488 13,738 40,984 25,163 - ---------------------------------------------------------------------------------------- ----------------------------- Net income $35,180 $20,418 $43,794 $41,632 - ---------------------------------------------------------------------------------------- ----------------------------- Basic net income per share $ 0.31 $ 0.20 $ 0.39 $ 0.40 Diluted net income per share $ 0.30 $ 0.18 $ 0.38 $ 0.38 - ---------------------------------------------------------------------------------------- ----------------------------- Shares used in computing net income per share Basic 114,451 104,656 112,004 104,239 Diluted 117,433 111,860 115,084 110,802
* Restated to include ENVOY,Niehaus & Botha, SMG and Minerva which were acquired in 1999 in transactions accounted for as poolings of interests -----END PRIVACY-ENHANCED MESSAGE-----