Third Quarter Revenues of $609.7 million, up 14.0% Versus Prior
Year Period; up 15.0% on Constant Currency Basis
Third Quarter GAAP Diluted EPS of $1.21, down 28.8% Over the Prior
Year Period
Third Quarter Adjusted Diluted EPS of $2.52, up 18.9% Versus Prior
Year Period
Lowered 2018 Guidance Range for GAAP Revenue Growth from a range
of between 14.0% and 15.0% to a range of between 13.5% and 14.5%
Reaffirmed 2018 Guidance Range for Constant Currency Revenue
Growth of between 12% and 13%
Lowered 2018 Guidance for GAAP Diluted EPS from a range of between
$4.60 and $4.70 to a range of between $4.00 and $4.10
Raised 2018 Guidance Range for Adjusted Diluted EPS from a range
of between $9.70 and $9.90 to a range of between $9.80 and $9.95
WAYNE, Pa.--(BUSINESS WIRE)--Nov. 1, 2018--
Teleflex Incorporated (NYSE: TFX) (the “Company”) today announced
financial results for the third quarter ended September 30, 2018.
Third quarter 2018 net revenues were $609.7 million, an increase of
14.0% compared to the prior year period. Excluding the impact of foreign
currency exchange rate fluctuations, third quarter 2018 net revenues
increased 15.0% over the year ago period.
Third quarter 2018 GAAP net income per share from continuing operations
was $1.21, as compared to GAAP earnings per share of $1.70 in the prior
year period. The decrease in GAAP earnings per share from continuing
operations is primarily due to a $14.6 million increase in after-tax
intangible amortization expense and a $12.6 million increase in
after-tax contingent consideration expense as compared to the prior year
period, as well as $9.2 million of after-tax impairment charges. Third
quarter 2018 adjusted diluted earnings per share from continuing
operations increased 18.9% to $2.52, compared to $2.12 in the prior year
period.
Liam Kelly, President and Chief Executive Officer, said, “I am pleased
to report that Teleflex delivered a solid third quarter, with constant
currency revenue growth and adjusted earnings per share achievement that
exceeded our internal expectations.”
Added Mr. Kelly, “During the third quarter of 2018, we saw strong
execution across our strategic business units, an expected rebound in
distributor orders and the resolution of certain supply constraints that
negatively impacted the second quarter revenues. Turning to
Interventional Urology, UroLift continued its strong momentum,
delivering $49.0 million in revenue for the quarter, which is an
increase of approximately 45% over the prior year period. UroLift was
also the subject of five real world studies presented at the World
Congress of Endourology; with the data from these studies demonstrating
that the clinical and quality of life benefits in the real world were
consistent with the five-year LIFT study.”
In closing, Mr. Kelly stated, “Our performance in the third quarter
gives us increased confidence in our full year revenue growth
projections, and we continue to estimate that full year 2018 constant
currency revenue growth will be between 12% and 13%. Additionally,
despite continued volatility in foreign exchange rates, we are raising
our previously provided full year adjusted diluted earnings per share
guidance from a range of between $9.70 and $9.90 to a range of between
$9.80 and $9.95.”
THIRD QUARTER AND NINE MONTH NET REVENUE BY SEGMENT
The following tables provide information regarding net revenues in each
of the Company's reportable operating segments and all of its other
operating segments for the three and nine months ended September 30,
2018 and October 1, 2017 on both a GAAP and constant currency basis. The
discussion below the table of the principal factors behind changes in
net revenues for the three months ended September 30, 2018 as compared
to the prior year period applies to both GAAP revenue and constant
currency revenue, although GAAP revenue also was affected by foreign
currency exchange rate fluctuations, as indicated in the "Currency
Impact" column of the table.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
% Increase / (Decrease) |
|
|
|
September 30,
2018
|
|
|
October 1,
2017
|
|
|
Total
Sales
Growth
|
|
|
Currency
Impact
|
|
|
Constant
Currency
Revenue
Growth
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vascular North America
|
|
|
$
|
80.7
|
|
|
$
|
75.1
|
|
|
7.5
|
%
|
|
|
(0.3
|
)%
|
|
|
7.8
|
%
|
|
Interventional North America
|
|
|
|
66.7
|
|
|
|
60.7
|
|
|
9.9
|
%
|
|
|
0.0
|
%
|
|
|
9.9
|
%
|
|
Anesthesia North America
|
|
|
|
53.2
|
|
|
|
50.8
|
|
|
4.6
|
%
|
|
|
(0.2
|
)%
|
|
|
4.8
|
%
|
|
Surgical North America
|
|
|
|
42.5
|
|
|
|
40.8
|
|
|
4.3
|
%
|
|
|
(0.3
|
)%
|
|
|
4.6
|
%
|
|
EMEA
|
|
|
|
139.6
|
|
|
|
137.0
|
|
|
1.8
|
%
|
|
|
(1.1
|
)%
|
|
|
2.9
|
%
|
|
Asia
|
|
|
|
76.5
|
|
|
|
74.2
|
|
|
3.2
|
%
|
|
|
(3.5
|
)%
|
|
|
6.7
|
%
|
|
OEM
|
|
|
|
54.9
|
|
|
|
48.6
|
|
|
12.9
|
%
|
|
|
(0.2
|
)%
|
|
|
13.1
|
%
|
|
All Other
|
|
|
|
95.6
|
|
|
|
47.5
|
|
|
101.4
|
%
|
|
|
(1.6
|
)%
|
|
|
103.0
|
%
|
|
Total
|
|
|
$
|
609.7
|
|
|
$
|
534.7
|
|
|
14.0
|
%
|
|
|
(1.0
|
)%
|
|
|
15.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
% Increase / (Decrease) |
|
|
|
September 30,
2018
|
|
|
October 1,
2017
|
|
|
Total
Sales
Growth
|
|
|
Currency
Impact
|
|
|
Constant
Currency
Revenue
Growth
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vascular North America
|
|
|
$
|
243.8
|
|
|
$
|
232.9
|
|
|
4.7
|
%
|
|
|
0.1
|
%
|
|
|
4.6
|
%
|
|
Interventional North America
|
|
|
|
191.9
|
|
|
|
158.9
|
|
|
20.7
|
%
|
|
|
0.1
|
%
|
|
|
20.6
|
%
|
|
Anesthesia North America
|
|
|
|
154.3
|
|
|
|
148.1
|
|
|
4.1
|
%
|
|
|
0.0
|
%
|
|
|
4.1
|
%
|
|
Surgical North America
|
|
|
|
123.9
|
|
|
|
131.5
|
|
|
(5.7
|
)%
|
|
|
0.1
|
%
|
|
|
(5.8
|
)%
|
|
EMEA
|
|
|
|
452.9
|
|
|
|
409.1
|
|
|
10.7
|
%
|
|
|
7.2
|
%
|
|
|
3.5
|
%
|
|
Asia
|
|
|
|
207.1
|
|
|
|
190.4
|
|
|
8.8
|
%
|
|
|
1.7
|
%
|
|
|
7.1
|
%
|
|
OEM
|
|
|
|
153.3
|
|
|
|
137.1
|
|
|
11.8
|
%
|
|
|
1.4
|
%
|
|
|
10.4
|
%
|
|
All Other
|
|
|
|
279.6
|
|
|
|
143.2
|
|
|
95.2
|
%
|
|
|
(0.3
|
)%
|
|
|
95.5
|
%
|
|
Total
|
|
|
$
|
1,806.8
|
|
|
$
|
1,551.2
|
|
|
16.5
|
%
|
|
|
2.5
|
%
|
|
|
14.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vascular North America third quarter 2018 net revenues were $80.7
million, an increase of 7.5% compared to the prior year period.
Excluding the impact of foreign currency exchange rate fluctuations,
third quarter 2018 net revenues increased 7.8% compared to the prior
year period. The increase in constant currency revenue is primarily
attributable to an increase in sales volumes of existing products and an
increase in new product sales.
Interventional North America third quarter 2018 net revenues were $66.7
million, an increase of 9.9% compared to the prior year period.
Excluding the impact of foreign currency exchange rate fluctuations,
third quarter 2018 net revenues also increased 9.9% compared to the
prior year period. The increase in constant currency revenue is
primarily attributable to higher sales volumes of existing products and
an increase in new product sales.
Anesthesia North America third quarter 2018 net revenues were $53.2
million, an increase of 4.6% compared to the prior year period.
Excluding the impact of foreign currency exchange rate fluctuations,
third quarter 2018 net revenues increased 4.8% compared to the prior
year period. The increase in constant currency revenue is primarily
attributable to an increase in sales volumes of existing products and an
increase in new product sales, partially offset by price decreases.
Surgical North America third quarter 2018 net revenues were $42.5
million, an increase of 4.3% compared to the prior year period.
Excluding the impact of foreign currency exchange rate fluctuations,
third quarter 2018 net revenues increased 4.6% compared to the prior
year period. The increase in constant currency revenue is primarily
attributable to an increase in sales volumes of existing products and an
increase in new product sales.
EMEA third quarter 2018 net revenues were $139.6 million, an increase of
1.8% compared to the prior year period. Excluding the impact of foreign
currency exchange rate fluctuations, third quarter 2018 net revenues
increased 2.9% compared to the prior year period. The increase in
constant currency revenue is primarily attributable to price increases
and an increase in new product sales, partially offset by a decrease in
sales volumes of existing products.
Asia third quarter 2018 net revenues were $76.5 million, an increase of
3.2% compared to the prior year period. Excluding the impact of foreign
currency exchange rate fluctuations, third quarter 2018 net revenues
increased 6.7%. The increase in constant currency revenue is primarily
attributable to higher sales volumes of existing products and an
increase in new product sales.
OEM third quarter 2018 net revenues were $54.9 million, an increase of
12.9% compared to the prior year period. Excluding the impact of foreign
currency exchange rate fluctuations, third quarter 2018 net revenues
increased 13.1% compared to the prior year period. The increase in
constant currency revenue is primarily attributable to higher sales
volumes of existing products and acceleration in the timing of revenue
recognition resulting from the adoption of new accounting guidance.
All Other third quarter 2018 net revenues were $95.6 million, an
increase of 101.4% compared to the prior year period. Excluding the
impact of foreign currency exchange rate fluctuations, third quarter
2018 net revenues increased 103.0% compared to the prior year period.
The increase in constant currency revenue is primarily attributable to
net revenues generated by NeoTract.
OTHER FINANCIAL HIGHLIGHTS AND KEY PERFORMANCE METRICS
Depreciation expense, amortization of intangible assets and deferred
financing charges for the first nine months of 2018 totaled $160.0
million compared to $110.3 million for the prior year period.
Cash and cash equivalents at September 30, 2018 were $356.3 million
compared to $333.6 million at December 31, 2017.
Net accounts receivable at September 30, 2018 were $374.3 million
compared to $345.9 million at December 31, 2017.
Net inventories at September 30, 2018 were $411.1 million compared to
$395.7 million at December 31, 2017.
2018 OUTLOOK
The Company lowered its full year 2018 GAAP revenue growth guidance
range from a range of between 14% and 15% to a range of between 13.5%
and 14.5%. The Company's previous 2018 GAAP revenue growth guidance
range reflected an anticipated 2% favorable impact of foreign currency
exchange rate fluctuations, while the Company's revised 2018 GAAP
revenue growth guidance range reflects an anticipated 1.5% favorable
impact of foreign currency exchange rate fluctuations. On a constant
currency basis, the Company reaffirmed its full year 2018 guidance range
of between 12% and 13% over the prior year.
The Company lowered its full year 2018 GAAP diluted earnings per share
from continuing operations guidance from a range of between $4.60 and
$4.70 to a range of between $4.00 and $4.10, reflecting the impact of
additional restructuring, impairment and contingent consideration
expenses. The Company raised its full year 2018 adjusted diluted
earnings per share from continuing operations guidance from a range of
between $9.70 and $9.90 to a range of between $9.80 and $9.95,
reflecting our expectation of an approximately 5% positive impact from
foreign currency exchange rate fluctuations.
|
|
|
|
|
|
|
|
|
|
|
|
Forecasted 2018 Constant Currency Revenue Growth Reconciliation
|
|
|
|
|
|
|
|
|
|
|
Low |
|
|
High |
|
|
|
|
|
|
|
|
|
|
|
|
2018 GAAP revenue growth
|
|
|
|
13.5
|
%
|
|
|
|
14.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated impact of foreign currency exchange rate fluctuations
|
|
|
|
(1.5
|
)%
|
|
|
|
(1.5
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
2018 constant currency revenue growth
|
|
|
|
12.0
|
%
|
|
|
|
13.0
|
%
|
|
|
|
|
|
Forecasted 2018 Adjusted Earnings Per Share Reconciliation
|
|
|
|
|
|
|
|
|
|
|
Low |
|
|
High |
|
|
|
|
|
|
|
|
|
|
|
|
GAAP diluted earnings per share attributable to common shareholders
|
|
|
$
|
4.00
|
|
|
|
$
|
4.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring, restructuring related and impairment items, net of tax
|
|
|
$
|
1.75
|
|
|
|
$
|
1.76
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition, integration and divestiture related items, net of tax
|
|
|
$
|
1.38
|
|
|
|
$
|
1.40
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other items, net of tax
|
|
|
$
|
0.04
|
|
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible amortization expense, net of tax
|
|
|
$
|
2.63
|
|
|
|
$
|
2.64
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted diluted earnings per share
|
|
|
$
|
9.80
|
|
|
|
$
|
9.95
|
|
|
|
|
|
|
|
|
|
|
|
|
CONFERENCE CALL WEBCAST AND ADDITIONAL INFORMATION
As previously announced, Teleflex will comment on its financial results
on a conference call to be held today at 8:00 a.m. (ET). The call will
be available live and archived on the company’s website at www.teleflex.comand the accompanying presentation will be posted prior to the call.
An audio replay will be available until November 6, 2018 at 10:00am
(ET), by calling 855-859-2056 (U.S./Canada) or 404-537-3406
(International), Passcode: 8158978.
ADDITIONAL NOTES
References in this release to the impact of foreign currency exchange
rate fluctuations on adjusted diluted earnings per share include both
the impact of translating foreign currencies into U.S. dollars and the
impact of foreign currency exchange rate fluctuations on foreign
currency denominated transactions.
In the discussion of segment results, "new products" refers to products
for which we initiated commercial sales within the past 36 months and
"existing products" refers to products we have sold commercially for
more than 36 months.
Certain financial information is presented on a rounded basis, which may
cause minor differences.
Segment results and commentary exclude the impact of discontinued
operations.
NOTES ON NON-GAAP FINANCIAL MEASURES
We report our financial results in accordance with accounting principles
generally accepted in the United States, commonly referred to as “GAAP.”
In this press release, we provide supplemental information, consisting
of the following non-GAAP financial measures: adjusted diluted earnings
per share and constant currency revenue growth. These non-GAAP measures
are described in more detail below. Management uses these financial
measures to assess Teleflex’s financial performance, make operating
decisions, allocate financial resources, provide guidance on possible
future results, and assist in its evaluation of period-to-period and
peer comparisons. The non-GAAP measures may be useful to investors
because they provide insight into management’s assessment of our
business, and provide supplemental information pertinent to a comparison
of period-to-period results of our ongoing operations. The non-GAAP
financial measures are presented in addition to results presented in
accordance with GAAP and should not be relied upon as a substitute for
GAAP financial measures. Moreover, our non-GAAP financial measures may
not be comparable to similarly titled measures used by other companies.
Tables reconciling historical adjusted diluted earnings per share to
historical GAAP diluted earnings per share are set forth below. Tables
reconciling changes in historical constant currency net revenues to
historical GAAP net revenues are set forth above under “Third Quarter
and Nine Month Net Revenue by Segment." Tables reconciling forecasted
2018 constant currency revenue growth and forecasted 2018 adjusted
earnings per share to their respective most directly comparable
forecasted GAAP measures, forecasted 2018 GAAP revenue growth and
forecasted 2018 GAAP diluted earnings per share available to common
stockholders, respectively, are set forth above under “2018 Outlook.”
Adjusted diluted earnings per share: This non-GAAP measure is
based upon diluted earnings per share available to common stockholders,
the most directly comparable GAAP measure, adjusted to exclude,
depending on the period presented, the impact (net of tax) of (i)
restructuring, restructuring related and impairment items; (ii)
acquisition, integration and divestiture related items; (iii) other
items identified in note (C) to each of the reconciliation tables for
quarters ended September 30, 2018 and October 1, 2017, and for the nine
months ended September 30, 2018 and October 1, 2017, respectively, set
forth below; (iv) amortization of debt discount on convertible notes;
(v) intangible amortization expense; (vi) loss on extinguishment of debt
and (vii) tax adjustments. Management does not believe that any of the
excluded items are indicative of our underlying core performance or
business trends.
In addition, the calculation of the weighted average number of diluted
shares within adjusted earnings per share for the 2017 periods gives
effect to the anti-dilutive impact of shares due to the Company under
its previously outstanding convertible note hedge agreements. The
convertible note hedge agreements reduced the potential economic
dilution that otherwise would have occurred upon conversion of the
Company’s senior subordinated convertible notes (under GAAP, the
anti-dilutive impact of the convertible note hedge agreements was not
reflected in the weighted average number of diluted shares). We believe
that an adjustment to show the anti-dilutive effect of the convertible
note hedge agreements provides supplemental information that can be
useful to investors in assessing the computation of diluted earnings per
share.
Constant currency revenue growth: This non-GAAP measure is based
upon net revenues, adjusted to eliminate the impact of translating the
results of international subsidiaries at different currency exchange
rates from period to period. The impact of changes in foreign currency
may vary significantly from period to period, and generally are outside
of the control of our management. We believe that this measure
facilitates a comparison of our operating performance exclusive of
currency exchange rate fluctuations that do not reflect our underlying
performance or business trends.
|
|
|
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME ITEMS
Dollars in millions, except per share amounts
|
|
|
| Quarter Ended - September 30, 2018 |
|
|
|
Cost of
goods sold
|
|
|
Selling, general
and
administrative
expenses
|
|
|
Research and
development
expenses
|
|
|
Restructuring
and
impairment
charges
|
|
|
Interest
expense, net
|
|
|
Income taxes |
|
|
Income (loss) from
continuing
operations
|
|
|
Diluted earnings
per share
|
|
|
Shares used
in calculation
of GAAP and
adjusted
earnings per
share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Basis
|
|
|
$267.1
|
|
|
$214.9
|
|
|
$26.4
|
|
|
$19.2
|
|
|
$26.9
|
|
|
($1.3
|
)
|
|
|
$56.5
|
|
|
|
$1.21
|
|
|
|
46,815
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring, restructuring related and impairment items (A)
|
|
|
4.4
|
|
|
0.2
|
|
|
0.1
|
|
|
19.2
|
|
|
—
|
|
|
8.7
|
|
|
|
15.1
|
|
|
|
$0.32
|
|
|
|
—
|
|
Acquisition, integration and divestiture related items (B)
|
|
|
0.4
|
|
|
15.0
|
|
|
0.2
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|
|
14.9
|
|
|
|
$0.32
|
|
|
|
—
|
|
Other items (C)
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
|
0.2
|
|
|
|
$0.00
|
|
|
|
—
|
|
Amortization of debt discount on convertible notes (D)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Intangible amortization expense (E)
|
|
|
—
|
|
|
36.9
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
5.8
|
|
|
|
31.1
|
|
|
|
$0.66
|
|
|
|
—
|
|
Tax adjustments (F)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
|
|
|
(0.0
|
)
|
|
|
($0.00
|
)
|
|
|
—
|
|
Shares due to Teleflex under note hedge (G)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Adjusted basis
|
|
|
$262.3
|
|
|
$162.6
|
|
|
$26.0
|
|
|
—
|
|
|
$26.9
|
|
|
$14.1
|
|
|
|
$117.8
|
|
|
|
$2.52
|
|
|
|
46,815
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME ITEMS
Dollars in millions, except per share amounts
|
|
|
| Quarter Ended - October 1, 2017 |
|
|
|
Cost of
goods sold
|
|
|
Selling, general
and
administrative
expenses
|
|
|
Research and
development
expenses
|
|
|
Restructuring
and
impairment
charges
|
|
|
Interest
expense, net
|
|
|
Income taxes |
|
|
Income (loss) from
continuing
operations
|
|
|
Diluted earnings
per share
|
|
|
Shares used
in calculation
of GAAP and
adjusted
earnings per
share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Basis
|
|
|
$239.5
|
|
|
$163.8
|
|
|
$21.2
|
|
|
($0.1
|
)
|
|
|
$21.0
|
|
|
$10.0
|
|
|
|
$79.4
|
|
|
|
$1.70
|
|
|
|
46,587
|
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring, restructuring related and impairment items (A)
|
|
|
2.8
|
|
|
0.1
|
|
|
0.2
|
|
|
(0.1
|
)
|
|
|
—
|
|
|
1.1
|
|
|
|
1.9
|
|
|
|
$0.04
|
|
|
|
—
|
|
|
Acquisition, integration and divestiture related items (B)
|
|
|
—
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
(0.3
|
)
|
|
|
2.8
|
|
|
|
$0.06
|
|
|
|
—
|
|
|
Other items (C)
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
0.6
|
|
|
|
1.7
|
|
|
|
$0.04
|
|
|
|
—
|
|
|
Amortization of debt discount on convertible notes (D)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
0.1
|
|
|
0.0
|
|
|
|
0.1
|
|
|
|
$0.00
|
|
|
|
—
|
|
|
Intangible amortization expense (E)
|
|
|
—
|
|
|
22.5
|
|
|
0.1
|
|
|
—
|
|
|
|
—
|
|
|
6.0
|
|
|
|
16.6
|
|
|
|
$0.36
|
|
|
|
—
|
|
|
Tax adjustments (F)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
4.1
|
|
|
|
(4.1
|
)
|
|
|
($0.09
|
)
|
|
|
—
|
|
|
Shares due to Teleflex under note hedge (G)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
$0.01
|
|
|
|
(141
|
)
|
|
Adjusted basis
|
|
|
$236.7
|
|
|
$136.3
|
|
|
$20.9
|
|
|
—
|
|
|
|
$20.9
|
|
|
$21.7
|
|
|
|
$98.3
|
|
|
|
$2.12
|
|
|
|
46,446
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A) Restructuring, restructuring related and impairment items -
Restructuring programs involve discrete initiatives designed to, among
other things, consolidate or relocate manufacturing, administrative and
other facilities, outsource distribution operations, improve operating
efficiencies and integrate acquired businesses. Depending on the
specific restructuring program involved, our restructuring charges may
include employee termination, contract termination, facility closure,
employee relocation, equipment relocation, outplacement and other exit
costs associated with the restructuring program. Restructuring related
charges are directly related to our restructuring programs and consist
of facility consolidation costs, including accelerated depreciation
expense related to facility closures, costs to transfer manufacturing
operations between locations, and retention bonuses offered to certain
employees as an incentive for them to remain with our company after
completion of the restructuring program. For the three months ended
September 30, 2018 and October 1, 2017, after-tax restructuring related
charges were $4.0 million and $1.9 million, respectively. For the three
months ended September 30, 2018 and October 1, 2017, after-tax
impairment charges were $9.2 and $0 million, respectively.
(B) Acquisition, integration and divestiture related items - Acquisition
and integration expenses are incremental charges, other than
restructuring or restructuring related expenses, that are directly
related to specific business or asset acquisition transactions. These
charges may include, among other things, professional, consulting and
other fees; systems integration costs; legal entity restructuring
expense; inventory step-up amortization (amortization, through cost of
goods sold, of the increase in fair value of inventory resulting from a
fair value calculation as of the acquisition date); and fair value
adjustments to contingent consideration liabilities. For the three
months ended September 30, 2018, the majority of these charges were
related to contingent consideration liabilities and our acquisition of
NeoTract. For the three months ended October 1, 2017, the majority of
these charges were related to our acquisition of Vascular Solutions.
Divestiture related activities involve specific business or asset sales.
Depending primarily on the terms of the divestiture transaction, the
carrying value of the divested business or assets on our financial
statements and other costs we incur as a direct result of the
divestiture transaction, we may recognize a gain or loss in connection
with the divestiture related activities. There were no divestiture
related activities for the periods presented.
(C) Other items - These are discrete items that occur sporadically and
can affect period-to-period comparisons. For the three months ended
September 30, 2018, these items included relabeling costs. For the three
months ended October 1, 2017, other items included losses associated
with a litigation settlement and relabeling costs.
(D) Amortization of debt discount on convertible notes - When we sold
$400 million principal amount of our 3.875% convertible notes (the
“convertible notes”) in 2010, we allocated the proceeds between the
liability and equity components of the debt, in accordance with GAAP. As
a result, the $83.7 million difference between the proceeds of the sale
of the convertible notes and the liability component of the debt
constituted a debt discount that was to be amortized to interest expense
over the approximately seven-year term of the convertible notes, which
significantly increased the amount we recorded as interest expense
attributable to the convertible notes. The amount of the amortization of
the debt discount was reduced as a result of our repurchases of
convertible notes in 2016 and 2017 and redemptions of the convertible
notes by holders of the notes, although we continued to amortize the
remaining portion of the debt discount to interest expense until August
2017, when all remaining convertible notes were either converted or
matured.
(E) Intangible amortization expense - Certain intangible assets,
including customer relationships, intellectual property, distribution
rights, trade names and non-competition agreements, initially are
recorded at historical cost and then amortized over their respective
estimated useful lives. The amount of such amortization can vary from
period to period as a result of, among other things, business or asset
acquisitions or dispositions.
(F) Tax adjustments - These adjustments represent the impact of the
expiration of applicable statutes of limitations for prior year returns,
the resolution of audits, the filing of amended returns with respect to
prior tax years and/or tax law changes affecting our deferred tax
liability.
(G) Adjusted diluted shares are calculated by giving effect to the
anti-dilutive impact of the Company’s convertible note hedge agreements,
which reduced the potential economic dilution that otherwise would have
occurred upon conversion of the Company's convertible notes. Under GAAP,
the anti-dilutive impact of the convertible note hedge agreements is not
reflected in the weighted average number of diluted shares.
|
|
|
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME ITEMS
Dollars in millions, except per share amounts
|
|
|
| Nine Months Ended - September 30, 2018 |
|
|
|
Cost of
goods sold
|
|
|
Selling, general
and administrative
expenses
|
|
|
Research and
development
expenses
|
|
|
Restructuring
and
impairment
charges
|
|
|
Interest
expense, net
|
|
|
Income taxes |
|
|
Income (loss) from
continuing
operations
|
|
|
Diluted earnings
per share
|
|
|
Shares used
in calculation
of GAAP and
adjusted
earnings per
share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Basis
|
|
|
$788.1
|
|
|
|
$660.1
|
|
|
$78.4
|
|
|
$77.6
|
|
|
$79.0
|
|
|
$14.5
|
|
|
|
$108.9
|
|
|
$2.33
|
|
|
46,785
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring, restructuring related and impairment items (A)
|
|
|
9.9
|
|
|
|
0.2
|
|
|
0.2
|
|
|
77.6
|
|
|
—
|
|
|
10.6
|
|
|
|
77.4
|
|
|
$1.65
|
|
|
—
|
|
Acquisition, integration and divestiture related items (B)
|
|
|
1.1
|
|
|
|
53.4
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
|
53.9
|
|
|
$1.15
|
|
|
—
|
|
Other items (C)
|
|
|
(1.3
|
)
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
|
1.2
|
|
|
$0.03
|
|
|
—
|
|
Amortization of debt discount on convertible notes (D)
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Intangible amortization expense (E)
|
|
|
—
|
|
|
|
111.6
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
20.0
|
|
|
|
91.9
|
|
|
$1.96
|
|
|
—
|
|
Loss on extinguishment of debt (F)
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Tax adjustments (G)
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
|
0.5
|
|
|
$0.01
|
|
|
—
|
|
Shares due to Teleflex under note hedge (H)
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted basis
|
|
|
$778.5
|
|
|
|
$492.4
|
|
|
$77.4
|
|
|
—
|
|
|
$79.0
|
|
|
$45.6
|
|
|
|
$333.9
|
|
|
$7.14
|
|
|
46,785
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF CONSOLIDATED STATEMENT OF INCOME ITEMS
Dollars in millions, except per share amounts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Nine Months Ended - October 1, 2017 |
|
|
|
Cost of
goods sold
|
|
|
Selling, general
and
administrative
expenses
|
|
|
Research and
development
expenses
|
|
|
Restructuring
and
impairment
charges
|
|
|
Interest
expense, net
|
|
|
Loss on
extinguishment
of debt, net
|
|
|
Income taxes |
|
|
Income (loss) from
continuing
operations
|
|
|
Diluted earnings
per share
|
|
|
Shares used
in calculation
of GAAP and
adjusted
earnings per
share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Basis
|
|
|
$710.1
|
|
|
$486.7
|
|
|
|
$59.3
|
|
|
$13.7
|
|
|
$58.3
|
|
|
$5.6
|
|
|
$19.4
|
|
|
|
$198.1
|
|
|
|
$4.24
|
|
|
|
46,673
|
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring, restructuring related and impairment items (A)
|
|
|
8.9
|
|
|
0.5
|
|
|
|
0.8
|
|
|
13.7
|
|
|
—
|
|
|
—
|
|
|
7.2
|
|
|
|
16.7
|
|
|
|
$0.36
|
|
|
|
—
|
|
|
Acquisition, integration and divestiture related items (B)
|
|
|
10.4
|
|
|
11.6
|
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|
—
|
|
|
6.8
|
|
|
|
17.3
|
|
|
|
$0.37
|
|
|
|
—
|
|
|
Other items (C)
|
|
|
—
|
|
|
(3.8
|
)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
|
|
(2.1
|
)
|
|
|
($0.04
|
)
|
|
|
—
|
|
|
Amortization of debt discount on convertible notes (D)
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
—
|
|
|
0.3
|
|
|
|
0.6
|
|
|
|
$0.01
|
|
|
|
—
|
|
|
Intangible amortization expense (E)
|
|
|
—
|
|
|
63.7
|
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.7
|
|
|
|
46.3
|
|
|
|
$0.99
|
|
|
|
—
|
|
|
Loss on extinguishment of debt (F)
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.6
|
|
|
2.0
|
|
|
|
3.5
|
|
|
|
$0.08
|
|
|
|
—
|
|
|
Tax adjustments (G)
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.6
|
|
|
|
(4.6
|
)
|
|
|
($0.10
|
)
|
|
|
—
|
|
|
Shares due to Teleflex under note hedge (H)
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
|
$0.05
|
|
|
|
(373
|
)
|
|
Adjusted basis
|
|
|
$690.8
|
|
|
$414.7
|
|
|
|
$58.2
|
|
|
—
|
|
|
$55.3
|
|
|
—
|
|
|
$56.4
|
|
|
|
$275.8
|
|
|
|
$5.96
|
|
|
|
46,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A) Restructuring, restructuring related and impairment items -
Restructuring programs involve discrete initiatives designed to, among
other things, consolidate or relocate manufacturing, administrative and
other facilities, outsource distribution operations, improve operating
efficiencies and integrate acquired businesses. Depending on the
specific restructuring program involved, our restructuring charges may
include employee termination, contract termination, facility closure,
employee relocation, equipment relocation, outplacement and other exit
costs associated with the restructuring program. Restructuring related
charges are directly related to our restructuring programs and consist
of facility consolidation costs, including accelerated depreciation
expense related to facility closures, costs to transfer manufacturing
operations between locations, and retention bonuses offered to certain
employees as an incentive for them to remain with our company after
completion of the restructuring program. For the nine months ended
September 30, 2018 and October 1, 2017, after-tax restructuring related
charges were $8.7 million and $6.4 million, respectively. For the nine
months ended September 30, 2018 and October 1, 2017, after-tax
impairment charges were $10.7 million and $0 million, respectively.
(B) Acquisition, integration and divestiture related items - Acquisition
and integration expenses are incremental charges, other than
restructuring or restructuring related expenses, that are directly
related to specific business or asset acquisition transactions. These
charges may include, among other things, professional, consulting and
other fees; systems integration costs; legal entity restructuring
expense; inventory step-up amortization (amortization, through cost of
goods sold, of the increase in fair value of inventory resulting from a
fair value calculation as of the acquisition date); fair value
adjustments to contingent consideration liabilities; and bridge loan
facility and backstop financing fees in connection with facilities that
ultimately were not utilized. For the nine months ended September 30,
2018, the majority of these charges were related to contingent
consideration liabilities and our acquisition of NeoTract. For the nine
months ended October 1, 2017, the majority of these charges were related
to our acquisition of Vascular Solutions. Divestiture related activities
involve specific business or asset sales. Depending primarily on the
terms of the divestiture transaction, the carrying value of the divested
business or assets on our financial statements and other costs we incur
as a direct result of the divestiture transaction, we may recognize a
gain or loss in connection with the divestiture related activities.
There were no divestiture related activities for the periods presented.
(C) Other items - These are discrete items that occur sporadically and
can affect period-to-period comparisons. For the nine months ended
September 30, 2018, these items included the reversal of previously
recognized income due to distributor acquisitions related to Vascular
Solutions and relabeling costs. In addition, these items included a
charge we incurred as a result of our continuing evaluation of the
impact of the Tax Cuts and Jobs Act ("TCJA") on our consolidated
operations. During the second quarter of 2018, we identified provisions
of the TCJA that could have adverse consequences due to our
organizational structure. We implemented certain changes in the
organizational structure (which, pursuant to tax law, had an impact to
2017), as a result of which we incurred a $1.9 million net worth tax in
a foreign jurisdiction with respect to the 2017 tax year. Because the
decision to make the change resulting in the net worth tax occurred in
the second quarter of 2018, and as permitted under GAAP, we recorded the
net worth tax charge in 2018, and the adjustment eliminating the charge
is included in the table above among "Other Items" for the 2018 period.
We will continue to evaluate the TCJA over the next several months,
which may result in further adjustments. For the nine months ended
October 1, 2017, other items included both gains and losses associated
with litigation settlements and relabeling costs.
(D) Amortization of debt discount on convertible notes - When we sold
$400 million principal amount of our 3.875% convertible notes (the
“convertible notes”) in 2010, we allocated the proceeds between the
liability and equity components of the debt, in accordance with GAAP. As
a result, the $83.7 million difference between the proceeds of the sale
of the convertible notes and the liability component of the debt
constituted a debt discount that was to be amortized to interest expense
over the approximately seven-year term of the convertible notes, which
significantly increased the amount we recorded as interest expense
attributable to the convertible notes. The amount of the amortization of
the debt discount was reduced as a result of our repurchases of
convertible notes in 2016 and 2017 and redemptions of the convertible
notes by holders of the notes, although we continued to amortize the
remaining portion of the debt discount to interest expense until August
2017, when all remaining convertible notes were either converted or
matured.
(E) Intangible amortization expense - Certain intangible assets,
including customer relationships, intellectual property, distribution
rights, trade names and non-competition agreements, initially are
recorded at historical cost and then amortized over their respective
estimated useful lives. The amount of such amortization can vary from
period to period as a result of, among other things, business or asset
acquisitions or dispositions.
(F) Loss on extinguishment of debt - In connection with debt
refinancings, debt repayments, repurchases of convertible notes and
redemptions of convertible notes, outstanding indebtedness is
extinguished. These events, which have occurred from time to time on an
irregular basis, have resulted in losses reflecting, among other things,
unamortized debt issuance costs, as well as debt prepayment fees and
premiums (including conversion premiums resulting from conversion of
convertible securities).
(G) Tax adjustments - These adjustments represent the impact of the
expiration of applicable statutes of limitations for prior year returns,
the resolution of audits, the filing of amended returns with respect to
prior tax years and/or tax law changes affecting our deferred tax
liability.
(H) Adjusted diluted shares are calculated by giving effect to the
anti-dilutive impact of the Company’s convertible note hedge agreements,
which reduced the potential economic dilution that otherwise would have
occurred upon conversion of the Company's convertible notes. Under GAAP,
the anti-dilutive impact of the convertible note hedge agreements is not
reflected in the weighted average number of diluted shares.
ABOUT TELEFLEX INCORPORATED
Teleflex is a global provider of medical technologies designed to
improve the health and quality of people’s lives. We apply purpose
driven innovation - a relentless pursuit of identifying unmet clinical
needs - to benefit patients and healthcare providers. Our portfolio is
diverse, with solutions in the fields of vascular and interventional
access, surgical, anesthesia, cardiac care, urology, emergency medicine
and respiratory care. Teleflex employees worldwide are united in the
understanding that what we do every day makes a difference. For more
information, please visit teleflex.com.
Teleflex is the home of Arrow®, Deknatel®, Hudson
RCI®, LMA®, Pilling®, Rusch®
and Weck® - trusted brands united by a common sense of
purpose.
CAUTION CONCERNING FORWARD-LOOKING INFORMATION
This press release contains forward-looking statements, including, but
not limited to, forecasted 2018 GAAP and constant currency revenue
growth and GAAP and adjusted diluted earnings per share. Actual results
could differ materially from those in the forward-looking statements due
to, among other things, changes in business relationships with and
purchases by or from major customers or suppliers; delays or
cancellations in shipments; demand for and market acceptance of new and
existing products; our inability to integrate acquired businesses into
our operations, realize planned synergies and operate such businesses
profitably in accordance with our expectations; the inability of
acquired businesses to generate revenues in accordance with our
expectations; our inability to effectively execute our restructuring
programs; our inability to realize anticipated savings from
restructuring plans and programs; the impact of healthcare reform
legislation and proposals to amend the legislation; changes in Medicare,
Medicaid and third party coverage and reimbursements; competitive market
conditions and resulting effects on revenues and pricing; increases in
raw material costs that cannot be recovered in product pricing; global
economic factors, including currency exchange rates, interest rates,
sovereign debt issues and the impact of the United Kingdom's vote to
leave the European Union; difficulties in entering new markets; general
economic conditions; and other factors described or incorporated in our
filings with the Securities and Exchange Commission, including our most
recently filed Annual Report on Form 10-K. We expressly disclaim any
obligation to update forward-looking statements, except as otherwise
specifically stated by us or as required by law or regulation.
|
|
|
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30,
2018
|
|
|
October 1,
2017
|
|
|
September 30,
2018
|
|
|
October 1,
2017
|
|
|
|
(Dollars and shares in thousands, except per share) |
|
Net revenues
|
|
|
$
|
609,672
|
|
|
|
$
|
534,703
|
|
|
|
$
|
1,806,768
|
|
|
|
$
|
1,551,197
|
|
|
Cost of goods sold
|
|
|
|
267,099
|
|
|
|
|
239,476
|
|
|
|
|
788,147
|
|
|
|
|
710,126
|
|
|
Gross profit
|
|
|
|
342,573
|
|
|
|
|
295,227
|
|
|
|
|
1,018,621
|
|
|
|
|
841,071
|
|
|
Selling, general and administrative expenses
|
|
|
|
214,894
|
|
|
|
|
163,771
|
|
|
|
|
660,148
|
|
|
|
|
486,674
|
|
|
Research and development expenses
|
|
|
|
26,365
|
|
|
|
|
21,194
|
|
|
|
|
78,410
|
|
|
|
|
59,299
|
|
|
Restructuring and impairment charges (credits)
|
|
|
|
19,209
|
|
|
|
|
(92
|
)
|
|
|
|
77,625
|
|
|
|
|
13,723
|
|
|
Income from continuing operations before interest, loss on
extinguishment of debt and taxes
|
|
|
|
82,105
|
|
|
|
|
110,354
|
|
|
|
|
202,438
|
|
|
|
|
281,375
|
|
|
Interest expense
|
|
|
|
27,171
|
|
|
|
|
21,264
|
|
|
|
|
79,763
|
|
|
|
|
58,884
|
|
|
Interest income
|
|
|
|
(320
|
)
|
|
|
|
(286
|
)
|
|
|
|
(776
|
)
|
|
|
|
(616
|
)
|
|
Loss on extinguishment of debt
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
5,593
|
|
|
Income from continuing operations before taxes
|
|
|
|
55,254
|
|
|
|
|
89,376
|
|
|
|
|
123,451
|
|
|
|
|
217,514
|
|
|
(Benefit) taxes on income from continuing operations
|
|
|
|
(1,286
|
)
|
|
|
|
9,978
|
|
|
|
|
14,532
|
|
|
|
|
19,404
|
|
|
Income from continuing operations
|
|
|
|
56,540
|
|
|
|
|
79,398
|
|
|
|
|
108,919
|
|
|
|
|
198,110
|
|
|
Operating income (loss) from discontinued operations
|
|
|
|
(83
|
)
|
|
|
|
(3,749
|
)
|
|
|
|
1,246
|
|
|
|
|
(4,597
|
)
|
|
Tax (benefit) on income (loss) from discontinued operations
|
|
|
|
(67
|
)
|
|
|
|
(1,366
|
)
|
|
|
|
(47
|
)
|
|
|
|
(1,675
|
)
|
|
Income (loss) from discontinued operations
|
|
|
|
(16
|
)
|
|
|
|
(2,383
|
)
|
|
|
|
1,293
|
|
|
|
|
(2,922
|
)
|
|
Net income
|
|
|
$
|
56,524
|
|
|
|
$
|
77,015
|
|
|
|
$
|
110,212
|
|
|
|
$
|
195,188
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
$
|
1.23
|
|
|
|
$
|
1.76
|
|
|
|
$
|
2.39
|
|
|
|
$
|
4.40
|
|
|
Income (loss) from discontinued operations
|
|
|
|
—
|
|
|
|
|
(0.05
|
)
|
|
|
|
0.03
|
|
|
|
|
(0.06
|
)
|
|
Net income
|
|
|
$
|
1.23
|
|
|
|
$
|
1.71
|
|
|
|
$
|
2.42
|
|
|
|
$
|
4.34
|
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
$
|
1.21
|
|
|
|
$
|
1.70
|
|
|
|
$
|
2.33
|
|
|
|
$
|
4.24
|
|
|
Income (loss) from discontinued operations
|
|
|
|
—
|
|
|
|
|
(0.05
|
)
|
|
|
|
0.03
|
|
|
|
|
(0.06
|
)
|
|
Net income
|
|
|
$
|
1.21
|
|
|
|
$
|
1.65
|
|
|
|
$
|
2.36
|
|
|
|
$
|
4.18
|
|
|
Dividends per share
|
|
|
$
|
0.34
|
|
|
|
$
|
0.34
|
|
|
|
$
|
1.02
|
|
|
|
$
|
1.02
|
|
|
Weighted average common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
45,851
|
|
|
|
|
45,035
|
|
|
|
|
45,587
|
|
|
|
|
44,975
|
|
|
Diluted
|
|
|
|
46,815
|
|
|
|
|
46,587
|
|
|
|
|
46,785
|
|
|
|
|
46,673
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
|
|
|
|
|
|
|
|
September 30,
2018
|
|
|
December 31,
2017
|
|
|
|
(Dollars in thousands) |
| ASSETS |
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
356,276
|
|
|
$
|
333,558
|
|
Accounts receivable, net
|
|
|
|
374,341
|
|
|
|
345,875
|
|
Inventories, net
|
|
|
|
411,066
|
|
|
|
395,744
|
|
Prepaid expenses and other current assets
|
|
|
|
55,173
|
|
|
|
47,882
|
|
Prepaid taxes
|
|
|
|
40,715
|
|
|
|
5,748
|
|
Assets held for sale
|
|
|
|
3,239
|
|
|
|
—
|
|
Total current assets
|
|
|
|
1,240,810
|
|
|
|
1,128,807
|
|
Property, plant and equipment, net
|
|
|
|
421,265
|
|
|
|
382,999
|
|
Goodwill
|
|
|
|
2,223,429
|
|
|
|
2,235,592
|
|
Intangible assets, net
|
|
|
|
2,262,818
|
|
|
|
2,383,748
|
|
Deferred tax assets
|
|
|
|
2,305
|
|
|
|
3,810
|
|
Other assets
|
|
|
|
50,093
|
|
|
|
46,536
|
|
Total assets
|
|
|
$
|
6,200,720
|
|
|
$
|
6,181,492
|
| LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
Current borrowings
|
|
|
$
|
77,250
|
|
|
$
|
86,625
|
|
Accounts payable
|
|
|
|
97,628
|
|
|
|
92,027
|
|
Accrued expenses
|
|
|
|
105,584
|
|
|
|
96,853
|
|
Current portion of contingent consideration
|
|
|
|
102,664
|
|
|
|
74,224
|
|
Payroll and benefit-related liabilities
|
|
|
|
94,132
|
|
|
|
107,415
|
|
Accrued interest
|
|
|
|
20,623
|
|
|
|
6,165
|
|
Income taxes payable
|
|
|
|
13,347
|
|
|
|
11,514
|
|
Other current liabilities
|
|
|
|
38,065
|
|
|
|
9,053
|
|
Total current liabilities
|
|
|
|
549,293
|
|
|
|
483,876
|
|
Long-term borrowings
|
|
|
|
2,075,834
|
|
|
|
2,162,927
|
|
Deferred tax liabilities
|
|
|
|
606,082
|
|
|
|
603,676
|
|
Pension and postretirement benefit liabilities
|
|
|
|
99,350
|
|
|
|
121,410
|
|
Noncurrent liability for uncertain tax positions
|
|
|
|
13,170
|
|
|
|
12,296
|
|
Noncurrent contingent consideration
|
|
|
|
141,910
|
|
|
|
197,912
|
|
Other liabilities
|
|
|
|
208,016
|
|
|
|
168,864
|
|
Total liabilities
|
|
|
|
3,693,655
|
|
|
|
3,750,961
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity
|
|
|
|
2,507,065
|
|
|
|
2,430,531
|
|
Total liabilities and shareholders' equity
|
|
|
$
|
6,200,720
|
|
|
$
|
6,181,492
|
|
|
|
|
|
|
|
|
|
|
|
|
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
September 30,
2018
|
|
|
October 1,
2017
|
|
|
|
(Dollars in thousands) |
|
Cash flows from operating activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
$
|
110,212
|
|
|
|
$
|
195,188
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
(Income) loss from discontinued operations
|
|
|
|
(1,293
|
)
|
|
|
|
2,922
|
|
|
Depreciation expense
|
|
|
|
44,517
|
|
|
|
|
42,390
|
|
|
Amortization expense of intangible assets
|
|
|
|
111,974
|
|
|
|
|
63,976
|
|
|
Amortization expense of deferred financing costs and debt discount
|
|
|
|
3,548
|
|
|
|
|
3,940
|
|
|
Loss on extinguishment of debt
|
|
|
|
—
|
|
|
|
|
5,593
|
|
|
Fair value step up of acquired inventory sold
|
|
|
|
—
|
|
|
|
|
10,442
|
|
|
Changes in contingent consideration
|
|
|
|
47,344
|
|
|
|
|
(109
|
)
|
|
Impairment of long-lived assets
|
|
|
|
19,110
|
|
|
|
|
—
|
|
|
Stock-based compensation
|
|
|
|
16,469
|
|
|
|
|
14,519
|
|
|
Deferred income taxes, net
|
|
|
|
8,664
|
|
|
|
|
(15,682
|
)
|
|
Other
|
|
|
|
(13,028
|
)
|
|
|
|
(13,559
|
)
|
|
Changes in operating assets and liabilities, net of effects of
acquisitions and disposals:
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
|
(29,830
|
)
|
|
|
|
6,428
|
|
|
Inventories
|
|
|
|
(19,665
|
)
|
|
|
|
(20,257
|
)
|
|
Prepaid expenses and other current assets
|
|
|
|
(6,468
|
)
|
|
|
|
(4,009
|
)
|
|
Accounts payable, accrued expenses and other liabilities
|
|
|
|
54,581
|
|
|
|
|
24,128
|
|
|
Income taxes receivable and payable, net
|
|
|
|
(43,191
|
)
|
|
|
|
3,798
|
|
|
Net cash provided by operating activities from continuing operations
|
|
|
|
302,944
|
|
|
|
|
319,708
|
|
|
Cash flows from investing activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
Expenditures for property, plant and equipment
|
|
|
|
(55,751
|
)
|
|
|
|
(53,977
|
)
|
|
Proceeds from sale of assets
|
|
|
|
—
|
|
|
|
|
6,332
|
|
|
Payments for businesses and intangibles acquired, net of cash
acquired
|
|
|
|
(22,550
|
)
|
|
|
|
(1,010,711
|
)
|
|
Net cash used in investing activities from continuing operations
|
|
|
|
(78,301
|
)
|
|
|
|
(1,058,356
|
)
|
|
Cash flows from financing activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from new borrowings
|
|
|
|
—
|
|
|
|
|
1,963,500
|
|
|
Reduction in borrowings
|
|
|
|
(98,500
|
)
|
|
|
|
(747,576
|
)
|
|
Debt extinguishment, issuance and amendment fees
|
|
|
|
(188
|
)
|
|
|
|
(19,114
|
)
|
|
Net proceeds from share based compensation plans and the related tax
impacts
|
|
|
|
18,666
|
|
|
|
|
4,739
|
|
|
Payments for contingent consideration
|
|
|
|
(73,152
|
)
|
|
|
|
(245
|
)
|
|
Dividends paid
|
|
|
|
(46,526
|
)
|
|
|
|
(45,905
|
)
|
|
Net cash provided by (used in) financing activities from continuing
operations
|
|
|
|
(199,700
|
)
|
|
|
|
1,155,399
|
|
|
Cash flows from discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities
|
|
|
|
(701
|
)
|
|
|
|
(1,140
|
)
|
|
Net cash used in discontinued operations
|
|
|
|
(701
|
)
|
|
|
|
(1,140
|
)
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
(1,524
|
)
|
|
|
|
58,173
|
|
|
Net increase in cash and cash equivalents
|
|
|
|
22,718
|
|
|
|
|
473,784
|
|
|
Cash and cash equivalents at the beginning of the period
|
|
|
|
333,558
|
|
|
|
|
543,789
|
|
|
Cash and cash equivalents at the end of the period
|
|
|
$
|
356,276
|
|
|
|
$
|
1,017,573
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non cash investing activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment additions due to build-to-suit lease
transaction
|
|
|
$
|
28,147
|
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non cash financing activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
|
Settlement and exchange of convertible notes with common or treasury
stock
|
|
|
$
|
—
|
|
|
|
$
|
53,207
|
|
|
Acquisition of treasury stock associated with settlement and
exchange of convertible note hedge and warrant agreements
|
|
|
$
|
56,075
|
|
|
|
$
|
127,158
|
|
|
|
|
|
|
|
|
|
|
|
|

View source version on businesswire.com: https://www.businesswire.com/news/home/20181101005098/en/
Source: Teleflex Incorporated
Teleflex Incorporated
Jake Elguicze
Treasurer and Vice
President of Investor Relations
610-948-2836