Baxter Reports Third-Quarter 2023 Results
- Third-quarter revenue increased by 3% on a reported basis and 2% on a constant currency basis.
- Adjusted EPS from continuing operations exceeded guidance.
- The new operating model with four verticalized business segments aims to drive innovation and improve agility.
- The completion of the BioPharma Solutions divestiture streamlines Baxter's strategic focus.
- The planned spinoff of the Kidney Care segment is expected to occur by July 2024 or earlier.
- None.
-
Third-quarter revenue from continuing operations of
increased$3.71 billion 3% on a reported basis and2% on a constant currency basis, ahead of the company’s previously issued guidance1 -
Third-quarter
U.S. GAAP earnings per share (EPS) from continuing operations of ; adjusted EPS from continuing operations of$0.09 exceeded guidance$0.68 -
Third-quarter
U.S. GAAP EPS in the aggregate (including discontinued operations) totaled ; adjusted EPS in the aggregate (including discontinued operations) of$4.93 exceeded guidance$0.82 - Starting this quarter, Baxter is reporting performance according to four verticalized business segments, reflecting the strategic realignment announced in Jan. 2023
“Baxter continues to successfully execute upon the slate of strategic actions we announced at the outset of 2023,” said José (Joe) E. Almeida, chairman, president and chief executive officer. “These initiatives are centered on enhancing business performance and increasing innovation, to drive incremental value for all of our stakeholders. This progress is demonstrated across several actions this quarter, including the completion of the BioPharma Solutions divestiture, verticalization of our four business segments and solid third-quarter performance. These milestones are critical in building momentum on Baxter’s ongoing transformation journey.”
New Operating Model
On Jan. 6, 2023, Baxter announced a plan to streamline its operating model as part of a wider range of transformational initiatives. This new model establishes four verticalized global segments, replacing the prior matrixed structure of nine businesses operating across three geographic regions. Beginning this quarter, Baxter is reporting performance across its four new segments, comprised as follows:
Segment |
Medical Products
|
Healthcare Systems
|
Pharmaceuticals |
Kidney Care |
Product Categories |
Infusion Therapies & Technologies* Advanced Surgery |
Care & Connectivity Solutions** Front Line Care |
Injectables & Anesthesia Drug Compounding |
Chronic Therapies*** Acute Therapies |
*Includes former Medication Delivery and Clinical Nutrition businesses. **Includes former Patient Support Systems and Surgical Solutions businesses. ***Includes former Renal Care business. |
This new structure represents an integrated, streamlined framework for Baxter’s diverse range of market-leading businesses, designed to drive heightened innovation and improved agility in response to marketplace dynamics. Through enhanced simplification and verticalization, the model is intended to promote a more resilient supply chain and greater alignment with Baxter’s manufacturing footprint by segment, better positioning each segment and the company as a whole to deliver on its operational and investment priorities.
Note that the Kidney Care segment forms the basis for Baxter’s proposed spinoff of its Chronic Therapies (Peritoneal Dialysis, Hemodialysis) and Acute Therapies businesses to form an independent, publicly traded company. This planned separation of the Kidney Care business is another core element of Baxter’s broader transformation (see below for a progress update on the proposed spinoff).
Third-Quarter Financial Results
Baxter worldwide sales from continuing operations in the third quarter totaled approximately
Third-quarter sales performance from continuing operations and in the aggregate exceeded Baxter’s previously announced guidance, driven by new product launches in Pharmaceuticals, solid demand for Medical Products & Therapies products, and continued improvement in product availability in Healthcare Systems & Technologies. Sales performance in Kidney Care came in better than the company’s expectations, but growth in the quarter reflected a difficult comparison due in part to certain discrete items that benefited sales in the third quarter of 2022 as well as the ongoing impact of lower sales in select markets outside the
Please see the attached schedules accompanying this press release for additional details on sales performance in the quarter, including breakouts by Baxter’s segments.
For the third quarter, total net income attributable to Baxter was
BioPharma Solutions Divestiture
At the end of the third quarter, Baxter completed the divestiture of its BPS business. This milestone serves to further streamline Baxter’s strategic focus in line with the transformational initiatives outlined at the start of 2023. The BPS business was acquired by Advent International, a global private equity investor, and Warburg Pincus, a global growth investor, and will now operate under the name Simtra BioPharma Solutions. Under the terms of the definitive agreement, Baxter received total proceeds of
Kidney Care Spinoff Update
Baxter’s preparations are progressing for the planned spinoff of its Chronic Therapies (Peritoneal Dialysis, Hemodialysis) and Acute Therapies businesses (collectively, Baxter’s Kidney Care segment) into an independent, publicly traded company. As a standalone entity, the new company is expected to benefit from a heightened focus and the ability to pursue its unique investment priorities, emerging better positioned to accelerate growth and innovation, and create incremental value for its patients, clinicians, investors, and other stakeholder communities.
The new company's operating model and organizational design are close to being finalized, and separation progress is ongoing across legal, regulatory, supply chain, and numerous other key operational channels. Baxter currently expects the Kidney Care spinoff to occur by July 2024 or earlier, subject to the satisfaction of customary conditions.
Recent Highlights2
Baxter continues to advance key strategic priorities in pursuit of its Mission to Save and Sustain Lives. Among recent highlights, the company:
-
Launched multiple injectable pharmaceutical molecules, including: the anti-infective daptomycin premix and the antiviral foscarnet premix, both in the
U.S. ; and the anti-infective vancomycin, inAustralia . These launches complement those of the anti-infective ZOSYN (piperacillin and tazobactam), oncolytic bendamustine and anti-hypertensive norepinephrine earlier this year. Collectively, these injectables reinforce Baxter’s focus on differentiated molecules and expand the Pharmaceuticals segment portfolio in critical therapeutic areas. - Announced the launch of digital image capture capability for eye exams using Baxter’s current Welch Allyn PanOptic Plus Ophthalmoscope. The iExaminer Pro System adds the ability for a clinician to connect a smart device to capture eye images for further examination. When used with the iExaminer Pro app, clinicians can save and share images for tracking and trending, and initiate more informed consultations with specialists.
- Launched SpotConnect, an electronic medical records (EMR) application for the Welch Allyn Spot Vision Screener device. Spot Vision Screener allows healthcare providers to detect and treat six vision risk factors in children, and SpotConnect helps streamline clinical workflows through secure EMR connectivity and allows access to screening results across the care team.
2023 Financial Outlook
For Full-Year 2023
The company expects adjusted earnings from continuing operations, before special items, of
The company expects sales growth from continuing operations of
For Fourth-Quarter 2023
The company expects adjusted earnings from continuing operations, before special items, of
Baxter expects sales growth from continuing operations of
Third-Quarter 2023 Earnings Conference Call
A webcast of Baxter’s third-quarter 2023 conference call for investors can be accessed live from a link on the company’s website at www.baxter.com beginning at 7:30 a.m. CDT on Nov. 2, 2023. Please see www.baxter.com for more information regarding this and future investor events and webcasts.
About Baxter
Every day, millions of patients, caregivers and healthcare providers rely on Baxter’s leading portfolio of diagnostic, critical care, kidney care, nutrition, hospital and surgical products used across patient homes, hospitals, physician offices and other sites of care. For more than 90 years, we’ve been operating at the critical intersection where innovations that save and sustain lives meet the healthcare providers who make it happen. With products, digital health solutions and therapies available in more than 100 countries, Baxter’s employees worldwide are now building upon the company’s rich heritage of medical breakthroughs to advance the next generation of transformative healthcare innovations. To learn more, visit www.baxter.com and follow us on X/Twitter, LinkedIn and Facebook.
Non-GAAP Financial Measures
Non-GAAP financial measures may enhance an understanding of the company’s operations and may facilitate an analysis of those operations, particularly in evaluating performance from one period to another. Management believes that non-GAAP financial measures, when used in conjunction with the results presented in accordance with
Net sales growth rates on a constant currency basis are non-GAAP financial measures that provide information on the percentage change in net sales growth as if foreign currency exchange rates had remained constant between the prior and current periods.
Other non-GAAP financial measures included in this release and the accompanying tables (including within the tables that provide the company’s detailed reconciliations to the corresponding
This release and the accompanying tables also include free cash flow, a non-GAAP financial measure that Baxter defines as operating cash flow less capital expenditures. Free cash flow is used by management and the company’s Board of Directors to evaluate the cash generated from Baxter’s operating activities each period after deducting its capital spending.
This release and the accompanying tables also include forecasts of certain of the aforementioned non-GAAP measures on a forward-looking basis as part of the company’s financial outlook for upcoming periods. Baxter calculates forward-looking non-GAAP financial measures based on forecasts that omit certain amounts that would be included in GAAP financial measures. For instance, forward-looking adjusted diluted EPS guidance excludes potential charges or gains that would be reflected as non-GAAP adjustments to earnings. Baxter provides forward-looking adjusted diluted EPS guidance because it believes that this measure provides useful information for the reasons noted above. Baxter has not provided reconciliations of forward-looking adjusted EPS guidance to forward-looking GAAP EPS guidance because the company is unable to predict with reasonable certainty the impact of legal proceedings, future business optimization actions, separation-related costs, integration-related costs, asset impairments and unusual gains and losses, and the related amounts are unavailable without unreasonable efforts (as specified in the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K). In addition, Baxter believes that such reconciliations would imply a degree of precision and certainty that could be confusing to investors. Such items could have a substantial impact on GAAP measures of financial performance.
Forward-Looking Statements
This release includes forward-looking statements concerning the company’s financial results (including the outlook for fourth-quarter and full-year 2023) and business development and regulatory activities. These forward-looking statements are based on assumptions about many important factors, including the following, which could cause actual results to differ materially from those in the forward-looking statements: the company’s ability to execute and complete strategic initiatives, asset dispositions and other transactions, including the proposed spinoff of the company’s Kidney Care segment and the company’s plans to simplify its manufacturing footprint, the timing for such transactions, the ability to satisfy any applicable conditions and the expected proceeds, consideration and benefits; failure to accurately forecast or achieve the company’s short- and long-term financial improvement performance and goals (including with respect to the company’s strategic actions); the company’s ability to execute on its capital allocation plans, including the company’s debt repayment plans, the timing and amount of any dividends, share repurchases and acquisition proceeds and the capital structure of the public company that the company expects to form as a result of the proposed spinoff (and the resulting capital structure for the remaining company); the impact of global economic conditions (including, among other things, inflation levels, interest rates, financial market volatility, banking crises, the potential for a recession, the ongoing wars in
Baxter, iExaminer Pro, PanOptic Plus, SpotConnect, Spot Vision Screener, Welch Allyn and Zosyn are registered trademarks of Baxter International Inc. or its subsidiaries.
Any other trademarks or product brands appearing herein are the property of their respective owners.
__________________________
1 See tables to the press release for reconciliations of non-GAAP measures used in this press release to the corresponding
2 See link to original press release for additional product information.
BAXTER INTERNATIONAL INC. Consolidated Statements of Income (Loss) (unaudited) (in millions, except per share and percentage data) |
||||||||||
|
Three Months Ended
|
|
|
|||||||
|
|
2023 |
|
|
|
2022 |
|
|
Change |
|
NET SALES |
$ |
3,708 |
|
|
$ |
3,609 |
|
|
3 |
% |
COST OF SALES |
|
2,591 |
|
|
|
2,564 |
|
|
1 |
% |
GROSS MARGIN |
|
1,117 |
|
|
|
1,045 |
|
|
7 |
% |
% of Net Sales |
|
30.1 |
% |
|
|
29.0 |
% |
|
1.1 pts |
|
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
1,002 |
|
|
|
941 |
|
|
6 |
% |
% of Net Sales |
|
27.0 |
% |
|
|
26.1 |
% |
|
0.9 pts |
|
RESEARCH AND DEVELOPMENT EXPENSES |
|
166 |
|
|
|
151 |
|
|
10 |
% |
% of Net Sales |
|
4.5 |
% |
|
|
4.2 |
% |
|
0.3 pts |
|
GOODWILL IMPAIRMENTS |
|
— |
|
|
|
2,785 |
|
|
NM |
|
OTHER OPERATING INCOME, NET |
|
— |
|
|
|
48 |
|
|
NM |
|
OPERATING INCOME (LOSS) |
|
(51 |
) |
|
|
(2,880 |
) |
|
NM |
|
% of Net Sales |
|
(1.4 |
)% |
|
|
(79.8 |
)% |
|
78.4 pts |
|
INTEREST EXPENSE, NET |
|
128 |
|
|
|
104 |
|
|
23 |
% |
OTHER (INCOME) EXPENSE, NET |
|
(7 |
) |
|
|
61 |
|
|
NM |
|
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES |
|
(172 |
) |
|
|
(3,045 |
) |
|
NM |
|
INCOME TAX BENEFIT |
|
(223 |
) |
|
|
(54 |
) |
|
NM |
|
% of Income (Loss) from Continuing Operations Before Income Taxes |
|
129.7 |
% |
|
|
1.8 |
% |
|
NM |
|
INCOME (LOSS) FROM CONTINUING OPERATIONS |
|
51 |
|
|
|
(2,991 |
) |
|
NM |
|
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX |
|
2,460 |
|
|
|
57 |
|
|
NM |
|
NET INCOME (LOSS) |
|
2,511 |
|
|
|
(2,934 |
) |
|
NM |
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS |
|
3 |
|
|
|
3 |
|
|
0 |
% |
NET INCOME (LOSS) ATTRIBUTABLE TO BAXTER STOCKHOLDERS |
$ |
2,508 |
|
|
$ |
(2,937 |
) |
|
NM |
|
|
|
|
|
|
|
|||||
INCOME (LOSS) FROM CONTINUING OPERATIONS PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
0.09 |
|
|
$ |
(5.94 |
) |
|
NM |
|
Diluted |
$ |
0.09 |
|
|
$ |
(5.94 |
) |
|
NM |
|
INCOME FROM DISCONTINUED OPERATIONS PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
4.85 |
|
|
$ |
0.11 |
|
|
NM |
|
Diluted |
$ |
4.83 |
|
|
$ |
0.11 |
|
|
NM |
|
NET INCOME (LOSS) PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
4.95 |
|
|
$ |
(5.83 |
) |
|
NM |
|
Diluted |
$ |
4.93 |
|
|
$ |
(5.83 |
) |
|
NM |
|
WEIGHTED-AVERAGE NUMBER OF SHARES OUTSTANDING |
|
|
|
|
|
|||||
Basic |
|
507 |
|
|
|
504 |
|
|
|
|
Diluted |
|
509 |
|
|
|
504 |
|
|
|
|
ADJUSTED OPERATING INCOME (excluding special items)¹ |
$ |
565 |
|
|
$ |
568 |
|
|
(1 |
)% |
ADJUSTED INCOME FROM CONTINUING OPERATIONS (excluding special items)¹ |
$ |
347 |
|
|
$ |
365 |
|
|
(5 |
)% |
ADJUSTED INCOME FROM DISCONTINUED OPERATIONS (excluding special items)1 |
$ |
71 |
|
|
$ |
52 |
|
|
37 |
% |
ADJUSTED NET INCOME ATTRIBUTABLE TO BAXTER STOCKHOLDERS (excluding special items)¹ |
$ |
415 |
|
|
$ |
414 |
|
|
0 |
% |
ADJUSTED DILUTED EPS FROM CONTINUING OPERATIONS (excluding special items)¹ |
$ |
0.68 |
|
|
$ |
0.71 |
|
|
(4 |
)% |
ADJUSTED DILUTED EPS FROM DISCONTINUED OPERATIONS (excluding special items)¹ |
$ |
0.14 |
|
|
$ |
0.10 |
|
|
40 |
% |
ADJUSTED DILUTED EPS (excluding special items)¹ |
$ |
0.82 |
|
|
$ |
0.82 |
|
|
0 |
% |
1 Refer to page 11 for a description of the adjustments and a reconciliation to |
||||||||||
NM - Not Meaningful |
BAXTER INTERNATIONAL INC.
Description of Adjustments and Reconciliation of (unaudited, in millions) |
|||||||||||||||||||||||||||||||||||||||
The company’s |
|||||||||||||||||||||||||||||||||||||||
|
Gross Margin |
Selling, General and Administrative Expenses |
Research and Development Expenses |
Operating Income (Loss) |
Loss From Continuing Operations Before Income Taxes |
Income Tax Expense (Benefit) |
Income (Loss) From Continuing Operations |
Income From Discontinued Operations, Net of Tax |
Net Income (Loss) |
Net Income (Loss) Attributable to Baxter Stockholders |
Diluted Earnings Per Share from Continuing Operations |
Diluted Earnings Per Share from Discontinued Operations |
Diluted Earnings Per Share |
||||||||||||||||||||||||||
Reported |
$ |
1,117 |
|
$ |
1,002 |
|
$ |
166 |
|
$ |
(51 |
) |
$ |
(172 |
) |
$ |
(223 |
) |
$ |
51 |
|
$ |
2,460 |
|
$ |
2,511 |
|
$ |
2,508 |
|
$ |
0.09 |
|
$ |
4.83 |
|
$ |
4.93 |
|
Reported percent of net sales (or effective tax rate for income tax expense (benefit)) |
|
30.1 |
% |
|
27.0 |
% |
|
4.5 |
% |
|
(1.4 |
)% |
|
(4.6 |
)% |
|
129.7 |
% |
|
1.4 |
% |
|
66.3 |
% |
|
67.7 |
% |
|
67.6 |
% |
|
|
|
||||||
Intangible asset amortization1 |
|
111 |
|
|
(51 |
) |
|
— |
|
|
162 |
|
|
162 |
|
|
35 |
|
|
127 |
|
|
— |
|
|
127 |
|
|
127 |
|
|
0.25 |
|
|
0.00 |
|
|
0.25 |
|
Business optimization items2 |
|
26 |
|
|
(50 |
) |
|
(5 |
) |
|
81 |
|
|
81 |
|
|
19 |
|
|
62 |
|
|
1 |
|
|
63 |
|
|
63 |
|
|
0.12 |
|
|
0.00 |
|
|
0.12 |
|
Acquisition and integration items3 |
|
1 |
|
|
(1 |
) |
|
— |
|
|
2 |
|
|
2 |
|
|
1 |
|
|
1 |
|
|
— |
|
|
1 |
|
|
1 |
|
|
0.00 |
|
|
0.00 |
|
|
0.00 |
|
Separation-related costs4 |
|
10 |
|
|
(67 |
) |
|
— |
|
|
77 |
|
|
77 |
|
|
— |
|
|
77 |
|
|
4 |
|
|
81 |
|
|
81 |
|
|
0.15 |
|
|
0.01 |
|
|
0.16 |
|
European medical devices regulation5 |
|
14 |
|
|
— |
|
|
— |
|
|
14 |
|
|
14 |
|
|
4 |
|
|
10 |
|
|
— |
|
|
10 |
|
|
10 |
|
|
0.02 |
|
|
0.00 |
|
|
0.02 |
|
Legal matters6 |
|
— |
|
|
(13 |
) |
|
— |
|
|
13 |
|
|
13 |
|
|
3 |
|
|
10 |
|
|
— |
|
|
10 |
|
|
10 |
|
|
0.02 |
|
|
0.00 |
|
|
0.02 |
|
Long-lived asset impairments7 |
|
267 |
|
|
— |
|
|
— |
|
|
267 |
|
|
267 |
|
|
62 |
|
|
205 |
|
|
— |
|
|
205 |
|
|
205 |
|
|
0.40 |
|
|
0.00 |
|
|
0.40 |
|
Gain on BPS Sale8 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,603 |
) |
|
(2,603 |
) |
|
(2,603 |
) |
|
0.00 |
|
|
(5.11 |
) |
|
(5.11 |
) |
Tax matters13 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
196 |
|
|
(196 |
) |
|
209 |
|
|
13 |
|
|
13 |
|
|
(0.39 |
) |
|
0.41 |
|
|
0.03 |
|
Adjusted |
$ |
1,546 |
|
$ |
820 |
|
$ |
161 |
|
$ |
565 |
|
$ |
444 |
|
$ |
97 |
|
$ |
347 |
|
$ |
71 |
|
$ |
418 |
|
$ |
415 |
|
$ |
0.68 |
|
$ |
0.14 |
|
$ |
0.82 |
|
Adjusted percent of net sales (or effective tax rate for income tax expense (benefit)) |
|
41.7 |
% |
|
22.1 |
% |
|
4.3 |
% |
|
15.2 |
% |
|
12.0 |
% |
|
21.8 |
% |
|
9.4 |
% |
|
1.9 |
% |
|
11.3 |
% |
|
11.2 |
% |
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||
|
|
|
|
|
Reported |
Adjusted |
|
|
|
|
|
|
|
||||||||||||||||||||||||||
Income (loss) from continuing operations |
|
$ |
51 |
|
$ |
347 |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Less: Net income attributable to noncontrolling interests |
|
|
3 |
|
|
3 |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Income (loss) from continuing operations attributable to Baxter stockholders |
$ |
48 |
|
$ |
344 |
|
|
|
|
|
|
|
|
The company’s |
||||||||||||||||||||||||||||||||||||||||||||||||
|
Gross Margin |
Selling, General and Administrative Expenses |
Research and Development Expenses |
Goodwill Impairment |
Other Operating Expense, Net |
Operating Income (Loss) |
Other (Income) Expense, Net |
Income (Loss) From Continuing Operations Before Income Taxes |
Income Tax Expense (Benefit) |
Income (Loss) From Continuing Operations |
Income From Discontinued Operations |
Net Income (Loss) |
Net Income (Loss) Attributable to Baxter Stockholders |
Diluted Earnings Per Share from Continuing Operations |
Diluted Earnings Per Share from Discontinued Operations |
Diluted Earnings Per Share |
||||||||||||||||||||||||||||||||
Reported |
$ |
1,045 |
|
$ |
941 |
|
$ |
151 |
|
$ |
2,785 |
|
$ |
48 |
|
$ |
(2,880 |
) |
$ |
61 |
|
$ |
(3,045 |
) |
$ |
(54 |
) |
$ |
(2,991 |
) |
$ |
57 |
|
$ |
(2,934 |
) |
$ |
(2,937 |
) |
$ |
(5.94 |
) |
$ |
0.11 |
|
$ |
(5.83 |
) |
Reported percent of net sales (or effective tax rate for income tax expense (benefit)) |
|
29.0 |
% |
|
26.1 |
% |
|
4.2 |
% |
|
77.2 |
% |
|
1.3 |
% |
|
(79.8 |
)% |
|
1.7 |
% |
|
(84.4 |
)% |
|
1.8 |
% |
|
(82.9 |
)% |
|
1.6 |
% |
|
(81.3 |
)% |
|
(81.4 |
)% |
|
|
|
||||||
Intangible asset amortization1 |
|
110 |
|
|
(58 |
) |
|
— |
|
|
— |
|
|
— |
|
|
168 |
|
|
— |
|
|
168 |
|
|
42 |
|
|
126 |
|
|
— |
|
|
126 |
|
|
126 |
|
|
0.25 |
|
|
0.00 |
|
|
0.25 |
|
Business optimization items2 |
|
13 |
|
|
(57 |
) |
|
(3 |
) |
|
— |
|
|
— |
|
|
73 |
|
|
— |
|
|
73 |
|
|
21 |
|
|
52 |
|
|
— |
|
|
52 |
|
|
52 |
|
|
0.10 |
|
|
0.00 |
|
|
0.10 |
|
Acquisition and integration items3 |
|
(2 |
) |
|
(11 |
) |
|
(1 |
) |
|
— |
|
|
6 |
|
|
4 |
|
|
— |
|
|
4 |
|
|
2 |
|
|
2 |
|
|
— |
|
|
2 |
|
|
2 |
|
|
0.00 |
|
|
0.00 |
|
|
0.00 |
|
European medical devices regulation5 |
|
12 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
12 |
|
|
— |
|
|
12 |
|
|
3 |
|
|
9 |
|
|
— |
|
|
9 |
|
|
9 |
|
|
0.02 |
|
|
0.00 |
|
|
0.02 |
|
Product-related items9 |
|
20 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
20 |
|
|
— |
|
|
20 |
|
|
2 |
|
|
18 |
|
|
— |
|
|
18 |
|
|
18 |
|
|
0.04 |
|
|
0.00 |
|
|
0.04 |
|
Long-lived asset impairments7 |
|
332 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
332 |
|
|
— |
|
|
332 |
|
|
78 |
|
|
254 |
|
|
— |
|
|
254 |
|
|
254 |
|
|
0.50 |
|
|
0.00 |
|
|
0.50 |
|
Goodwill impairments10 |
|
— |
|
|
— |
|
|
— |
|
|
(2,785 |
) |
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
2,785 |
|
|
5.49 |
|
|
0.00 |
|
|
5.49 |
|
Loss on product divestiture arrangement11 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(54 |
) |
|
54 |
|
|
— |
|
|
54 |
|
|
14 |
|
|
40 |
|
|
— |
|
|
40 |
|
|
40 |
|
|
0.08 |
|
|
0.00 |
|
|
0.08 |
|
Reclassification of cumulative translation loss to earnings12 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(65 |
) |
|
65 |
|
|
— |
|
|
65 |
|
|
— |
|
|
65 |
|
|
65 |
|
|
0.13 |
|
|
0.00 |
|
|
0.13 |
|
Tax matters13 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(5 |
) |
|
5 |
|
|
(5 |
) |
|
— |
|
|
— |
|
|
0.01 |
|
|
(0.01 |
) |
|
0.00 |
|
Adjusted |
$ |
1,530 |
|
$ |
815 |
|
$ |
147 |
|
$ |
— |
|
$ |
— |
|
$ |
568 |
|
$ |
(4 |
) |
$ |
468 |
|
$ |
103 |
|
$ |
365 |
|
$ |
52 |
|
$ |
417 |
|
$ |
414 |
|
$ |
0.71 |
|
$ |
0.10 |
|
$ |
0.82 |
|
Adjusted percent of net sales (or effective tax rate for income tax expense) |
|
42.4 |
% |
|
22.6 |
% |
|
4.1 |
% |
|
0.0 |
% |
|
0.0 |
% |
|
15.7 |
% |
|
(0.1 |
)% |
|
13.0 |
% |
|
22.0 |
% |
|
10.1 |
% |
|
1.4 |
% |
|
11.6 |
% |
|
11.5 |
% |
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
Reported |
Adjusted |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Income (loss) from continuing operations |
$ |
(2,991 |
) |
$ |
365 |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Less: Net income attributable to noncontrolling interests |
|
3 |
|
|
3 |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Income (loss) from continuing operations attributable to Baxter stockholders |
$ |
(2,994 |
) |
$ |
362 |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Weighted-average diluted shares as reported |
|
|
|
504 |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Effect of dilutive securities that were anti-dilutive to dilutive EPS as reported |
|
3 |
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||
Weighted-average diluted shares as adjusted |
|
|
507 |
|
|
|
|
|
|
|
|
|
|
1 |
The company’s results in 2023 and 2022 included intangible asset amortization expense of |
|
2 |
The company’s results in 2023 and 2022 included charges of |
|
3 |
The company’s results in 2023 included |
|
4 |
The company's results of continuing operations in 2023 included |
|
5 |
The company’s results in 2023 and 2022 included costs of |
|
6 |
The company's results in 2023 included costs, including associated legal fees, of |
|
7 |
The company's results in 2023 included long-lived asset impairment charges of |
|
8 |
The company's results of discontinued operations in 2023 included a gain of |
|
9 |
The company's results in 2022 included charges of |
|
10 |
The company's results in 2022 included a charge of |
|
11 |
The company's results in 2022 included a loss of |
|
12 |
The company's results in 2022 included a charge of |
|
13 |
The company's results of continuing operations in 2023 included tax items totaling a |
For more information on the company's use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC. Consolidated Statements of Income (Loss) (unaudited) (in millions, except per share and percentage data) |
||||||||||
|
Nine Months Ended September 30, |
|
|
|||||||
|
|
2023 |
|
|
|
2022 |
|
|
Change |
|
NET SALES |
$ |
10,928 |
|
|
$ |
10,761 |
|
|
2 |
% |
COST OF SALES |
|
7,425 |
|
|
|
7,083 |
|
|
5 |
% |
GROSS MARGIN |
|
3,503 |
|
|
|
3,678 |
|
|
(5 |
)% |
% of Net Sales |
|
32.1 |
% |
|
|
34.2 |
% |
|
(2.1 pts) |
|
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
|
2,961 |
|
|
|
2,958 |
|
|
0 |
% |
% of Net Sales |
|
27.1 |
% |
|
|
27.5 |
% |
|
(0.4 pts) |
|
RESEARCH AND DEVELOPMENT EXPENSES |
|
495 |
|
|
|
448 |
|
|
10 |
% |
% of Net Sales |
|
4.5 |
% |
|
|
4.2 |
% |
|
0.3 pts |
|
GOODWILL IMPAIRMENTS |
|
— |
|
|
|
2,785 |
|
|
NM |
|
OTHER OPERATING INCOME, NET |
|
(14 |
) |
|
|
20 |
|
|
NM |
|
OPERATING INCOME (LOSS) |
|
61 |
|
|
|
(2,533 |
) |
|
NM |
|
% of Net Sales |
|
0.6 |
% |
|
|
(23.5 |
)% |
|
24.1 pts |
|
INTEREST EXPENSE, NET |
|
369 |
|
|
|
278 |
|
|
33 |
% |
OTHER (INCOME) EXPENSE, NET |
|
33 |
|
|
|
1 |
|
|
NM |
|
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES |
|
(341 |
) |
|
|
(2,812 |
) |
|
(88 |
)% |
INCOME TAX EXPENSE |
|
(199 |
) |
|
|
(14 |
) |
|
NM |
|
% of Income (Loss) from Continuing Operations Before Income Taxes |
|
58.4 |
% |
|
|
0.5 |
% |
|
(57.9 pts) |
|
LOSS FROM CONTINUING OPERATIONS |
|
(142 |
) |
|
|
(2,798 |
) |
|
NM |
|
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX |
|
2,559 |
|
|
|
192 |
|
|
NM |
|
NET INCOME (LOSS) |
|
2,417 |
|
|
|
(2,606 |
) |
|
NM |
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS |
|
6 |
|
|
|
8 |
|
|
(25 |
)% |
NET INCOME (LOSS) ATTRIBUTABLE TO BAXTER STOCKHOLDERS |
$ |
2,411 |
|
|
$ |
(2,614 |
) |
|
NM |
|
|
|
|
|
|
|
|||||
INCOME (LOSS) FROM CONTINUING OPERATIONS PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
(0.29 |
) |
|
$ |
(5.58 |
) |
|
(95 |
)% |
Diluted |
$ |
(0.29 |
) |
|
$ |
(5.58 |
) |
|
(95 |
)% |
INCOME FROM DISCONTINUED OPERATIONS PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
5.06 |
|
|
$ |
0.38 |
|
|
NM |
|
Diluted |
$ |
5.06 |
|
|
$ |
0.38 |
|
|
NM |
|
NET INCOME (LOSS) PER COMMON SHARE |
|
|
|
|
|
|||||
Basic |
$ |
4.76 |
|
|
$ |
(5.20 |
) |
|
NM |
|
Diluted |
$ |
4.76 |
|
|
$ |
(5.20 |
) |
|
NM |
|
WEIGHTED-AVERAGE NUMBER OF SHARES OUTSTANDING |
|
|
|
|
|
|||||
Basic |
|
506 |
|
|
|
503 |
|
|
|
|
Diluted |
|
506 |
|
|
|
503 |
|
|
|
|
ADJUSTED OPERATING INCOME (excluding special items)¹ |
$ |
1,493 |
|
|
$ |
1,683 |
|
|
(11 |
)% |
ADJUSTED INCOME (LOSS) FROM CONTINUING OPERATIONS (excluding special items)¹ |
$ |
878 |
|
|
$ |
1,149 |
|
|
(24 |
)% |
ADJUSTED INCOME FROM DISCONTINUED OPERATIONS (excluding special items)1 |
$ |
175 |
|
|
$ |
187 |
|
|
(6 |
)% |
ADJUSTED NET INCOME ATTRIBUTABLE TO BAXTER STOCKHOLDERS (excluding special items)¹ |
$ |
1,047 |
|
|
$ |
1,328 |
|
|
(21 |
)% |
ADJUSTED DILUTED EPS FROM CONTINUING OPERATIONS (excluding special items)1 |
$ |
1.72 |
|
|
$ |
2.25 |
|
|
(24 |
)% |
ADJUSTED DILUTED EPS FROM DISCONTINUED OPERATIONS (excluding special items)1 |
$ |
0.35 |
|
|
$ |
0.37 |
|
|
(5 |
)% |
ADJUSTED DILUTED EPS (excluding special items)¹ |
$ |
2.07 |
|
|
$ |
2.61 |
|
|
(21 |
)% |
1 Refer to page 13 for a description of the adjustments and a reconciliation to |
||||||||||
NM - Not Meaningful |
BAXTER INTERNATIONAL INC.
Description of Adjustments and Reconciliation of (unaudited, in millions) |
|||||||||||||||||||||||||||||||||||||||||||||
The company’s |
|||||||||||||||||||||||||||||||||||||||||||||
|
Gross Margin |
Selling, General and Administrative Expenses |
Research and Development Expenses |
Other Operating Income, Net |
Operating Income (Loss) |
Other (Income) Expense, Net |
Income (Loss) From Continuing Operations Before Income Taxes |
Income Tax Expense (Benefit) |
Income (Loss) From Continuing Operations |
Income From Discontinued Operations, Net of Tax |
Net Income (Loss) |
Net Income (Loss) Attributable to Baxter Stockholders |
Diluted Earnings Per Share From Continuing Operations |
Diluted Earnings Per Share from Discontinued Operations |
Diluted Earnings Per Share |
||||||||||||||||||||||||||||||
Reported |
$ |
3,503 |
|
$ |
2,961 |
|
$ |
495 |
|
$ |
(14 |
) |
$ |
61 |
|
$ |
33 |
|
$ |
(341 |
) |
$ |
(199 |
) |
$ |
(142 |
) |
$ |
2,559 |
|
$ |
2,417 |
|
$ |
2,411 |
|
$ |
(0.29 |
) |
$ |
5.06 |
|
$ |
4.76 |
|
Reported percent of net sales (or effective tax rate for income tax expense) |
|
32.1 |
% |
|
27.1 |
% |
|
4.5 |
% |
|
(0.1 |
)% |
|
0.6 |
% |
|
0.3 |
% |
|
(3.1 |
)% |
|
58.4 |
% |
|
(1.3 |
)% |
|
23.4 |
% |
|
22.1 |
% |
|
22.1 |
% |
|
|
|
||||||
Intangible asset amortization1 |
|
326 |
|
|
(155 |
) |
|
— |
|
|
— |
|
|
481 |
|
|
— |
|
|
481 |
|
|
106 |
|
|
375 |
|
|
— |
|
|
375 |
|
|
375 |
|
|
0.74 |
|
|
0.00 |
|
|
0.74 |
|
Business optimization items2 |
|
327 |
|
|
(169 |
) |
|
(12 |
) |
|
— |
|
|
508 |
|
|
— |
|
|
508 |
|
|
92 |
|
|
416 |
|
|
1 |
|
|
417 |
|
|
417 |
|
|
0.82 |
|
|
0.00 |
|
|
0.82 |
|
Acquisition and integration items3 |
|
1 |
|
|
(15 |
) |
|
— |
|
|
14 |
|
|
2 |
|
|
— |
|
|
2 |
|
|
1 |
|
|
1 |
|
|
— |
|
|
1 |
|
|
1 |
|
|
0.00 |
|
|
0.00 |
|
|
0.00 |
|
Separation-related costs4 |
|
15 |
|
|
(108 |
) |
|
— |
|
|
— |
|
|
123 |
|
|
— |
|
|
123 |
|
|
— |
|
|
123 |
|
|
19 |
|
|
142 |
|
|
142 |
|
|
0.24 |
|
|
0.04 |
|
|
0.28 |
|
European medical devices regulation5 |
|
38 |
|
|
— |
|
|
— |
|
|
— |
|
|
38 |
|
|
— |
|
|
38 |
|
|
11 |
|
|
27 |
|
|
— |
|
|
27 |
|
|
27 |
|
|
0.05 |
|
|
0.00 |
|
|
0.05 |
|
Investment Impairments6 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(20 |
) |
|
20 |
|
|
5 |
|
|
15 |
|
|
— |
|
|
15 |
|
|
15 |
|
|
0.03 |
|
|
0.00 |
|
|
0.03 |
|
Legal matters7 |
|
— |
|
|
(13 |
) |
|
— |
|
|
— |
|
|
13 |
|
|
— |
|
|
13 |
|
|
3 |
|
|
10 |
|
|
— |
|
|
10 |
|
|
10 |
|
|
0.02 |
|
|
0.00 |
|
|
0.02 |
|
Long-lived asset impairments8 |
|
267 |
|
|
— |
|
|
— |
|
|
— |
|
|
267 |
|
|
— |
|
|
267 |
|
|
62 |
|
|
205 |
|
|
— |
|
|
205 |
|
|
205 |
|
|
0.40 |
|
|
0.00 |
|
|
0.40 |
|
Gain on BPS Sale9 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,603 |
) |
|
(2,603 |
) |
|
(2,603 |
) |
|
0.00 |
|
|
(5.13 |
) |
|
(5.13 |
) |
Tax Matters15 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
152 |
|
|
(152 |
) |
|
199 |
|
|
47 |
|
|
47 |
|
|
(0.30 |
) |
|
0.39 |
|
|
0.09 |
|
Adjusted |
$ |
4,477 |
|
$ |
2,501 |
|
$ |
483 |
|
$ |
— |
|
$ |
1,493 |
|
$ |
13 |
|
$ |
1,111 |
|
$ |
233 |
|
$ |
878 |
|
$ |
175 |
|
$ |
1,053 |
|
$ |
1,047 |
|
$ |
1.72 |
|
$ |
0.35 |
|
$ |
2.07 |
|
Adjusted percent of net sales (or effective tax rate for income tax expense) |
|
41.0 |
% |
|
22.9 |
% |
|
4.4 |
% |
|
0.0 |
% |
|
13.7 |
% |
|
0.1 |
% |
|
10.2 |
% |
|
21.0 |
% |
|
8.0 |
% |
|
1.6 |
% |
|
9.6 |
% |
|
9.6 |
% |
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
Reported |
Adjusted |
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Income (loss) from continuing operations |
|
|
$ |
(142 |
) |
$ |
878 |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Less: Net income attributable to noncontrolling interests |
|
|
|
6 |
|
|
6 |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Income (loss) from continuing operations attributable to Baxter stockholders |
$ |
(148 |
) |
$ |
872 |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Weighted-average diluted shares as reported |
|
506 |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Effect of dilutive securities that were anti-dilutive to dilutive EPS as reported |
|
1 |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Weighted-average diluted shares as adjusted |
|
507 |
|
|
|
|
|
|
|
|
|
The company’s |
||||||||||||||||||||||||||||||||||||||||||||||||
|
Gross Margin |
Selling, General and Administrative Expenses |
Research and Development Expenses |
Goodwill Impairment |
Other Operating Expense, Net |
Operating Income (Loss) |
Other (Income) Expense, Net |
Income (Loss) From Continuing Operations Before Income Taxes |
Income Tax Expense (Benefit) |
Income (Loss) From Continuing Operations |
Income From Discontinued Operations, Net of Tax |
Net Income (Loss) |
Net Income (Loss) Attributable to Baxter Stockholders |
Diluted Earnings Per Share From Continuing Operations |
Diluted Earnings Per Share From Discontinued Operations |
Diluted Earnings Per Share |
||||||||||||||||||||||||||||||||
Reported |
$ |
3,678 |
|
$ |
2,958 |
|
$ |
448 |
|
$ |
2,785 |
|
$ |
20 |
|
$ |
(2,533 |
) |
$ |
1 |
|
$ |
(2,812 |
) |
$ |
(14 |
) |
$ |
(2,798 |
) |
$ |
192 |
|
$ |
(2,606 |
) |
$ |
(2,614 |
) |
$ |
(5.58 |
) |
$ |
0.38 |
|
$ |
(5.20 |
) |
Reported percent of net sales (or effective tax rate for income tax expense) |
|
34.2 |
% |
|
27.5 |
% |
|
4.2 |
% |
|
25.9 |
% |
|
0.2 |
% |
|
(23.5 |
)% |
|
0.0 |
% |
|
(26.1 |
)% |
|
0.5 |
% |
|
(26.0 |
)% |
|
1.8 |
% |
|
(24.2 |
)% |
|
(24.3 |
)% |
|
|
|
||||||
Intangible asset amortization1 |
|
344 |
|
|
(234 |
) |
|
— |
|
|
— |
|
|
— |
|
|
578 |
|
|
— |
|
|
578 |
|
|
137 |
|
|
441 |
|
|
— |
|
|
441 |
|
|
441 |
|
|
0.87 |
|
|
0.00 |
|
|
0.87 |
|
Business optimization items2 |
|
21 |
|
|
(171 |
) |
|
(4 |
) |
|
— |
|
|
— |
|
|
196 |
|
|
— |
|
|
196 |
|
|
52 |
|
|
144 |
|
|
— |
|
|
144 |
|
|
144 |
|
|
0.28 |
|
|
0.00 |
|
|
0.28 |
|
Acquisition and integration items3 |
|
171 |
|
|
(55 |
) |
|
(1 |
) |
|
— |
|
|
34 |
|
|
193 |
|
|
— |
|
|
193 |
|
|
36 |
|
|
157 |
|
|
— |
|
|
157 |
|
|
157 |
|
|
0.31 |
|
|
0.00 |
|
|
0.31 |
|
European medical devices regulation5 |
|
35 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
35 |
|
|
— |
|
|
35 |
|
|
8 |
|
|
27 |
|
|
— |
|
|
27 |
|
|
27 |
|
|
0.05 |
|
|
0.00 |
|
|
0.05 |
|
Product-related items10 |
|
43 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
43 |
|
|
— |
|
|
43 |
|
|
5 |
|
|
38 |
|
|
— |
|
|
38 |
|
|
38 |
|
|
0.07 |
|
|
0.00 |
|
|
0.07 |
|
Pension curtailment11 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
11 |
|
|
(11 |
) |
|
(2 |
) |
|
(9 |
) |
|
— |
|
|
(9 |
) |
|
(9 |
) |
|
(0.02 |
) |
|
0.00 |
|
|
(0.02 |
) |
Long-lived asset impairments8 |
|
332 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
332 |
|
|
— |
|
|
332 |
|
|
78 |
|
|
254 |
|
|
— |
|
|
254 |
|
|
254 |
|
|
0.50 |
|
|
0.00 |
|
|
0.50 |
|
||
Goodwill impairments11 |
|
— |
|
|
— |
|
|
— |
|
|
(2,785 |
) |
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
— |
|
|
2,785 |
|
|
2,785 |
|
|
5.48 |
|
|
0.00 |
|
|
5.48 |
|
Loss on product divestiture arrangement13 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(54 |
) |
|
54 |
|
|
— |
|
|
54 |
|
|
14 |
|
|
40 |
|
|
— |
|
|
40 |
|
|
40 |
|
|
0.08 |
|
|
0.00 |
|
|
0.08 |
|
Reclassification of cumulative translation loss to earnings14 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(65 |
) |
|
65 |
|
|
— |
|
|
65 |
|
|
— |
|
|
65 |
|
|
65 |
|
|
0.13 |
|
|
0.00 |
|
|
0.13 |
|
Tax matters15 |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(5 |
) |
|
5 |
|
|
(5 |
) |
|
— |
|
|
— |
|
|
0.01 |
|
|
(0.01 |
) |
|
0.00 |
|
Adjusted |
$ |
4,624 |
|
$ |
2,498 |
|
$ |
443 |
|
$ |
— |
|
$ |
— |
|
$ |
1,683 |
|
$ |
(53 |
) |
$ |
1,458 |
|
$ |
309 |
|
$ |
1,149 |
|
$ |
187 |
|
$ |
1,336 |
|
$ |
1,328 |
|
|
2.25 |
|
|
0.37 |
|
|
2.62 |
|
Adjusted percent of net sales (or effective tax rate for income tax expense) |
|
43.0 |
% |
|
23.2 |
% |
|
4.1 |
% |
|
0.0 |
% |
|
0.0 |
% |
|
15.6 |
% |
|
(0.5 |
)% |
|
13.5 |
% |
|
21.2 |
% |
|
10.7 |
% |
|
1.7 |
% |
|
12.4 |
% |
|
12.3 |
% |
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Reported |
Adjusted |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Income (loss) from continuing operations |
|
|
$ |
(2,798 |
) |
$ |
1,149 |
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Less: Net income attributable to noncontrolling interests |
|
|
|
8 |
|
|
8 |
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||
Income (loss) from continuing operations attributable to Baxter stockholders |
|
$ |
(2,806 |
) |
$ |
1,141 |
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Weighted-average diluted shares as reported |
|
503 |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
Effect of dilutive securities that were anti-dilutive to dilutive EPS as reported |
|
5 |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||
Weighted-average diluted shares as adjusted |
|
508 |
|
|
|
|
|
|
|
|
|
1 |
The company’s results in 2023 and 2022 included intangible asset amortization expense of |
|
2 |
The company’s results in 2023 and 2022 included charges of |
|
3 |
The company's results in 2023 included a |
|
4 |
The company's results of continuing operations in 2023 included costs of |
|
5 |
The company’s results in 2023 and 2022 included costs of |
|
6 |
The company's results in 2023 included losses of |
|
7 |
The company's results of continuing operations in 2023 included costs, including associated legal fees, of |
|
8 |
The company's results in 2023 included long-lived asset impairment charges of |
|
9 |
The company's results of discontinued operations in 2023 included a gain of |
|
10 |
The company's results in 2022 included charges of |
|
11 |
The company's results in 2022 included a curtailment gain of |
|
12 |
The company's results in 2022 included charges of |
|
13 |
The company's results in 2022 included a loss of |
|
14 |
The company's results in 2022 included a charge of |
|
15 |
The company's results of continuing operations in 2023 included tax expense items totaling |
For more information on the company's use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC.
Sales by Operating Segment
(unaudited)
($ in millions)
The Medical Products and Therapies segment includes sales of our sterile IV solutions, infusion systems, administration sets, parenteral nutrition therapies and surgical hemostat, sealant and adhesion prevention products. The Healthcare Systems and Technologies segment includes sales of our connected care solutions and collaboration tools, including smart bed systems, patient monitoring systems and diagnostic technologies, respiratory health devices and advanced equipment for the surgical space, including surgical video technologies, precision positioning devices and other accessories. The Pharmaceuticals segment includes sales of specialty injectable pharmaceuticals, inhaled anesthesia and drug compounding. The Kidney Care segment includes sales of chronic and acute dialysis therapies and services, including peritoneal dialysis, hemodialysis, continuous renal replacement therapies (CRRT) and other organ support therapies. Other sales not allocated to a segment primarily include sales of products and services provided directly through certain of our manufacturing facilities.
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
||||||||||
|
|
2023 |
|
2022 |
% Growth
|
% Growth
|
|
|
2023 |
|
2022 |
% Growth
|
% Growth
|
||||
Infusion Therapies and Technologies |
$ |
1,003 |
$ |
956 |
5 |
% |
4 |
% |
|
$ |
2,918 |
$ |
2,829 |
3 |
% |
4 |
% |
Advanced Surgery |
|
255 |
|
247 |
3 |
% |
3 |
% |
|
|
773 |
|
738 |
5 |
% |
6 |
% |
Medical Products and Therapies |
|
1,258 |
|
1,203 |
5 |
% |
4 |
% |
|
|
3,691 |
|
3,567 |
3 |
% |
4 |
% |
Care and Connectivity Solutions |
|
443 |
|
456 |
(3 |
)% |
(4 |
)% |
|
|
1,307 |
|
1,350 |
(3 |
)% |
(3 |
)% |
Front Line Care |
|
301 |
|
279 |
8 |
% |
8 |
% |
|
|
911 |
|
855 |
7 |
% |
7 |
% |
Healthcare Systems and Technologies |
|
744 |
|
735 |
1 |
% |
0 |
% |
|
|
2,218 |
|
2,205 |
1 |
% |
1 |
% |
Injectables and Anesthesia |
|
351 |
|
325 |
8 |
% |
7 |
% |
|
|
987 |
|
961 |
3 |
% |
4 |
% |
Drug Compounding |
|
229 |
|
200 |
15 |
% |
13 |
% |
|
|
665 |
|
613 |
8 |
% |
12 |
% |
Pharmaceuticals |
|
580 |
|
525 |
10 |
% |
9 |
% |
|
|
1,652 |
|
1,574 |
5 |
% |
7 |
% |
Chronic Therapies |
|
921 |
|
934 |
(1 |
)% |
(3 |
)% |
|
|
2,730 |
|
2,744 |
(1 |
)% |
1 |
% |
Acute Therapies |
|
188 |
|
166 |
13 |
% |
12 |
% |
|
|
564 |
|
542 |
4 |
% |
6 |
% |
Kidney Care |
|
1,109 |
|
1,100 |
1 |
% |
0 |
% |
|
|
3,294 |
|
3,286 |
0 |
% |
2 |
% |
Other |
|
17 |
|
46 |
(60 |
)% |
(61 |
)% |
|
|
73 |
|
129 |
(43 |
)% |
(46 |
)% |
Total - Continuing Operations |
$ |
3,708 |
$ |
3,609 |
3 |
% |
2 |
% |
|
$ |
10,928 |
$ |
10,761 |
2 |
% |
3 |
% |
In connection with our segment change in the third quarter of 2023, we made the following reclassifications of prior period sales amounts to conform to the current period presentation. We reclassified |
Constant currency growth is a non-GAAP measure. For more information on the company’s use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC. Segment Operating Income (unaudited) ($ in millions) |
|||||||||||||
|
Three months ended
|
|
Nine months ended
|
||||||||||
(in millions) |
|
2023 |
|
|
2022 |
|
|
|
2023 |
|
|
2022 |
|
Medical Products and Therapies |
$ |
245 |
|
$ |
257 |
|
|
$ |
706 |
|
$ |
703 |
|
% of Segment Net Sales |
|
19.5 |
% |
|
21.4 |
% |
|
|
19.1 |
% |
|
19.7 |
% |
Healthcare Systems and Technologies |
|
115 |
|
|
108 |
|
|
|
327 |
|
|
367 |
|
% of Segment Net Sales |
|
15.5 |
% |
|
14.7 |
% |
|
|
14.7 |
% |
|
16.6 |
% |
Pharmaceuticals |
|
108 |
|
|
82 |
|
|
|
284 |
|
|
295 |
|
% of Segment Net Sales |
|
18.6 |
% |
|
15.6 |
% |
|
|
17.2 |
% |
|
18.7 |
% |
Kidney Care |
|
96 |
|
|
103 |
|
|
|
208 |
|
|
307 |
|
% of Segment Net Sales |
|
8.7 |
% |
|
9.4 |
% |
|
|
6.3 |
% |
|
9.3 |
% |
Other |
|
6 |
|
|
17 |
|
|
|
19 |
|
|
52 |
|
Total |
|
570 |
|
|
567 |
|
|
|
1,544 |
|
|
1,724 |
|
Unallocated corporate costs |
|
(5 |
) |
|
1 |
|
|
|
(51 |
) |
|
(41 |
) |
Intangible asset amortization expense |
|
(162 |
) |
|
(168 |
) |
|
|
(481 |
) |
|
(578 |
) |
Long-lived asset impairments |
|
(267 |
) |
|
(332 |
) |
|
|
(267 |
) |
|
(332 |
) |
Legal matters |
|
(13 |
) |
|
— |
|
|
|
(13 |
) |
|
— |
|
Goodwill impairments |
|
— |
|
|
(2,785 |
) |
|
|
— |
|
|
(2,785 |
) |
Business optimization items |
|
(81 |
) |
|
(73 |
) |
|
|
(508 |
) |
|
(196 |
) |
Acquisition and integration items |
|
(2 |
) |
|
(4 |
) |
|
|
(2 |
) |
|
(193 |
) |
Loss on product divestiture arrangement |
|
— |
|
|
(54 |
) |
|
|
— |
|
|
(54 |
) |
Divestiture-related costs |
|
(77 |
) |
|
— |
|
|
|
(123 |
) |
|
— |
|
European Medical Devices Regulation |
|
(14 |
) |
|
(12 |
) |
|
|
(38 |
) |
|
(35 |
) |
Product-related items |
|
— |
|
|
(20 |
) |
|
|
— |
|
|
(43 |
) |
Total operating income (loss) |
|
(51 |
) |
|
(2,880 |
) |
|
|
61 |
|
|
(2,533 |
) |
Interest expense, net |
|
128 |
|
|
104 |
|
|
|
369 |
|
|
278 |
|
Other (income) expense, net |
|
(7 |
) |
|
61 |
|
|
|
33 |
|
|
1 |
|
Loss from continuing operations before income taxes |
$ |
(172 |
) |
$ |
(3,045 |
) |
|
$ |
(341 |
) |
$ |
(2,812 |
) |
BAXTER INTERNATIONAL INC.
Operating Segment Sales by (unaudited) ($ in millions) |
||||||||||||||||||||
|
Three Months Ended September 30, |
|
|
|
|
|||||||||||||||
|
2023 |
|
2022 |
|
% Growth |
|||||||||||||||
|
|
International |
Total |
|
|
International |
Total |
|
|
International |
Total |
|||||||||
Infusion Therapies and Technologies |
$ |
570 |
$ |
433 |
$ |
1,003 |
|
$ |
567 |
$ |
389 |
$ |
956 |
|
1 |
% |
11 |
% |
5 |
% |
Advanced Surgery |
|
139 |
|
116 |
|
255 |
|
|
141 |
|
106 |
|
247 |
|
(1 |
)% |
9 |
% |
3 |
% |
Medical Products and Therapies |
|
709 |
|
549 |
|
1,258 |
|
|
708 |
|
495 |
|
1,203 |
|
0 |
% |
11 |
% |
5 |
% |
Care and Connectivity Solutions |
|
317 |
|
126 |
|
443 |
|
|
339 |
|
117 |
|
456 |
|
(6 |
)% |
8 |
% |
(3 |
)% |
Front Line Care |
|
234 |
|
67 |
|
301 |
|
|
209 |
|
70 |
|
279 |
|
12 |
% |
(4 |
)% |
8 |
% |
Healthcare Systems and Technologies |
|
551 |
|
193 |
|
744 |
|
|
548 |
|
187 |
|
735 |
|
1 |
% |
3 |
% |
1 |
% |
Injectables and Anesthesia |
|
195 |
|
156 |
|
351 |
|
|
173 |
|
152 |
|
325 |
|
13 |
% |
3 |
% |
8 |
% |
Drug Compounding |
|
— |
|
229 |
|
229 |
|
|
— |
|
200 |
|
200 |
|
0 |
% |
15 |
% |
15 |
% |
Pharmaceuticals |
|
195 |
|
385 |
|
580 |
|
|
173 |
|
352 |
|
525 |
|
13 |
% |
9 |
% |
10 |
% |
Chronic Therapies |
|
233 |
|
688 |
|
921 |
|
|
236 |
|
698 |
|
934 |
|
(1 |
)% |
(1 |
)% |
(1 |
)% |
Acute Therapies |
|
66 |
|
122 |
|
188 |
|
|
57 |
|
109 |
|
166 |
|
16 |
% |
12 |
% |
13 |
% |
Kidney Care |
|
299 |
|
810 |
|
1,109 |
|
|
293 |
|
807 |
|
1,100 |
|
2 |
% |
0 |
% |
1 |
% |
Other |
|
12 |
|
5 |
|
17 |
|
|
36 |
|
10 |
|
46 |
|
(67 |
)% |
(50 |
)% |
(63 |
)% |
Total - Continuing Operations |
$ |
1,766 |
$ |
1,942 |
$ |
3,708 |
|
$ |
1,758 |
$ |
1,851 |
$ |
3,609 |
|
0 |
% |
5 |
% |
3 |
% |
BAXTER INTERNATIONAL INC.
Operating Segment Sales by (unaudited) ($ in millions) |
||||||||||||||||||||
|
Nine Months Ended September 30, |
|
|
|
|
|||||||||||||||
|
2023 |
|
2022 |
|
% Growth |
|||||||||||||||
|
|
International |
Total |
|
|
International |
Total |
|
|
International |
Total |
|||||||||
Infusion Therapies and Technologies |
$ |
1,654 |
$ |
1,264 |
$ |
2,918 |
|
$ |
1,672 |
$ |
1,157 |
$ |
2,829 |
|
(1 |
)% |
9 |
% |
3 |
% |
Advanced Surgery |
|
433 |
|
340 |
|
773 |
|
|
428 |
|
310 |
|
738 |
|
1 |
% |
10 |
% |
5 |
% |
Medical Products and Therapies |
|
2,087 |
|
1,604 |
|
3,691 |
|
|
2,100 |
|
1,467 |
|
3,567 |
|
(1 |
)% |
9 |
% |
3 |
% |
Care and Connectivity Solutions |
|
926 |
|
381 |
|
1,307 |
|
|
991 |
|
359 |
|
1,350 |
|
(7 |
)% |
6 |
% |
(3 |
)% |
Front Line Care |
|
681 |
|
230 |
|
911 |
|
|
618 |
|
237 |
|
855 |
|
10 |
% |
(3 |
)% |
7 |
% |
Healthcare Systems and Technologies |
|
1,607 |
|
611 |
|
2,218 |
|
|
1,609 |
|
596 |
|
2,205 |
|
(0 |
)% |
3 |
% |
1 |
% |
Injectables and Anesthesia |
|
550 |
|
437 |
|
987 |
|
|
494 |
|
467 |
|
961 |
|
11 |
% |
(6 |
)% |
3 |
% |
Drug Compounding |
|
— |
|
665 |
|
665 |
|
|
— |
|
613 |
|
613 |
|
0 |
% |
8 |
% |
8 |
% |
Pharmaceuticals |
|
550 |
|
1,102 |
|
1,652 |
|
|
494 |
|
1,080 |
|
1,574 |
|
11 |
% |
2 |
% |
5 |
% |
Chronic Therapies |
|
689 |
|
2,041 |
|
2,730 |
|
|
675 |
|
2,069 |
|
2,744 |
|
2 |
% |
(1 |
)% |
(1 |
)% |
Acute Therapies |
|
194 |
|
370 |
|
564 |
|
|
194 |
|
348 |
|
542 |
|
0 |
% |
5 |
% |
4 |
% |
Kidney Care |
|
883 |
|
2,411 |
|
3,294 |
|
|
869 |
|
2,417 |
|
3,286 |
|
2 |
% |
(0 |
)% |
0 |
% |
Other |
|
56 |
|
17 |
|
73 |
|
|
98 |
|
31 |
|
129 |
|
(43 |
)% |
(45 |
)% |
(43 |
)% |
Total - Continuing Operations |
$ |
5,183 |
$ |
5,745 |
$ |
10,928 |
|
$ |
5,170 |
$ |
5,591 |
$ |
10,761 |
|
0 |
% |
3 |
% |
2 |
% |
BAXTER INTERNATIONAL INC. Reconciliation of Non-GAAP Financial Measure Operating Cash Flow to Free Cash Flow (unaudited) ($ in millions) |
|||||||
|
Nine Months Ended September 30, |
||||||
|
|
2023 |
|
|
|
2022 |
|
Cash flows from operations – continuing operations |
$ |
1,097 |
|
|
$ |
594 |
|
Cash flows from investing activities - continuing operations |
|
(489 |
) |
|
|
(634 |
) |
Cash flows from financing activities - continuing operations |
|
(554 |
) |
|
|
(1,319 |
) |
|
|
|
|
||||
Cash flows from operations - continuing operations |
$ |
1,097 |
|
|
$ |
594 |
|
Capital expenditures - continuing operations |
|
(502 |
) |
|
|
(438 |
) |
Free cash flow - continuing operations |
$ |
595 |
|
|
$ |
156 |
|
|
Nine Months Ended September 30, |
||||||
|
|
2023 |
|
|
|
2022 |
|
Cash flows from operations – discontinued operations |
$ |
98 |
|
|
|
178 |
|
Cash flows from investing activities - discontinued operations |
|
3,932 |
|
|
|
(41 |
) |
|
|
|
|
||||
Cash flows from operations - discontinued operations |
$ |
98 |
|
|
$ |
178 |
|
Capital expenditures - discontinued operations |
|
(27 |
) |
|
|
(41 |
) |
Free cash flow - discontinued operations |
$ |
71 |
|
|
$ |
137 |
|
|
Nine Months Ended September 30, |
||||||
|
|
2023 |
|
|
|
2022 |
|
Cash flows from operations – Total Baxter |
$ |
1,195 |
|
|
$ |
772 |
|
Cash flows from investing activities - Total Baxter |
|
3,443 |
|
|
|
(675 |
) |
Cash flows from financing activities - Total Baxter |
|
(554 |
) |
|
|
(1,319 |
) |
|
|
|
|
||||
Cash flows from operations - Total Baxter |
$ |
1,195 |
|
|
$ |
772 |
|
Capital expenditures - Total Baxter |
|
(529 |
) |
|
|
(479 |
) |
Free cash flow - Total Baxter |
$ |
666 |
|
|
$ |
293 |
|
Free cash flow is a non-GAAP measure. For more information on the company’s use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC. Reconciliation of Non-GAAP Financial Measure Change in Net Sales Growth As Reported to Constant Currency Sales Growth From The Three Months Ended September 30, 2022 to The Three Months Ended September 30, 2023 (unaudited) |
||||||
|
Net Sales Growth As Reported |
FX |
Constant Currency Sales Growth* |
|||
Infusion Therapies and Technologies |
5 |
% |
(1 |
)% |
4 |
% |
Advanced Surgery |
3 |
% |
0 |
% |
3 |
% |
Medical Products and Therapies |
5 |
% |
(1 |
)% |
4 |
% |
Care and Connectivity Solutions |
(3 |
)% |
(1 |
)% |
(4 |
)% |
Front Line Care |
8 |
% |
(0 |
)% |
8 |
% |
Healthcare Systems and Technologies |
1 |
% |
(1 |
)% |
0 |
% |
Injectables and Anesthesia |
8 |
% |
(1 |
)% |
7 |
% |
Drug Compounding |
15 |
% |
(2 |
)% |
13 |
% |
Pharmaceuticals |
10 |
% |
(1 |
)% |
9 |
% |
Chronic Therapies |
(1 |
)% |
(2 |
)% |
(3 |
)% |
Acute Therapies |
13 |
% |
(1 |
)% |
12 |
% |
Kidney Care |
1 |
% |
(1 |
)% |
0 |
% |
Other |
(63 |
)% |
2 |
% |
(61 |
)% |
Total - Continuing Operations |
3 |
% |
(1 |
)% |
2 |
% |
Discontinued Operations |
16 |
% |
(5 |
)% |
11 |
% |
Total - Continuing and Discontinued Operations |
3 |
% |
(1 |
)% |
2 |
% |
|
0 |
% |
0 |
% |
0 |
% |
|
(13 |
)% |
0 |
% |
(13 |
)% |
|
0 |
% |
0 |
% |
0 |
% |
|
|
|
|
|||
International - Continuing Operations |
5 |
% |
(2 |
)% |
3 |
% |
International - Discontinued Operations |
53 |
% |
(12 |
)% |
41 |
% |
International Total - Continuing and Discontinued Operations |
7 |
% |
(3 |
)% |
4 |
% |
*Totals may not add across due to rounding |
Constant currency sales growth is a non-GAAP measure. For more information on the company’s use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC. Reconciliation of Non-GAAP Financial Measure Change in Net Sales Growth As Reported to Constant Currency Sales Growth From The Nine Months Ended September 30, 2022 to The Nine Months Ended September 30, 2023 (unaudited) |
||||||
|
Net Sales Growth As Reported |
FX |
Constant Currency Sales Growth* |
|||
Infusion Therapies and Technologies |
3 |
% |
1 |
% |
4 |
% |
Advanced Surgery |
5 |
% |
1 |
% |
6 |
% |
Medical Products and Therapies |
3 |
% |
1 |
% |
4 |
% |
Care and Connectivity Solutions |
(3 |
)% |
0 |
% |
(3 |
)% |
Front Line Care |
7 |
% |
0 |
% |
7 |
% |
Healthcare Systems and Technologies |
1 |
% |
0 |
% |
1 |
% |
Injectables and Anesthesia |
3 |
% |
1 |
% |
4 |
% |
Drug Compounding |
8 |
% |
4 |
% |
12 |
% |
Pharmaceuticals |
5 |
% |
2 |
% |
7 |
% |
Chronic Therapies |
(1 |
)% |
2 |
% |
1 |
% |
Acute Therapies |
4 |
% |
2 |
% |
6 |
% |
Kidney Care |
0 |
% |
2 |
% |
2 |
% |
Other |
(43 |
)% |
(3 |
)% |
(46 |
)% |
Total - Continuing Operations |
2 |
% |
1 |
% |
3 |
% |
Discontinued Operations |
1 |
% |
(1 |
)% |
0 |
% |
Total - Continuing and Discontinued Operations |
2 |
% |
0 |
% |
2 |
% |
|
0 |
% |
0 |
% |
0 |
% |
|
6 |
% |
0 |
% |
6 |
% |
|
0 |
% |
0 |
% |
0 |
% |
|
|
|
|
|||
International - Continuing Operations |
3 |
% |
2 |
% |
5 |
% |
International - Discontinued Operations |
(3 |
)% |
(2 |
)% |
(5 |
)% |
International Total - Continuing and Discontinued Operations |
3 |
% |
1 |
% |
4 |
% |
*Totals may not add across due to rounding |
Constant currency sales growth is a non-GAAP measure. For more information on the company’s use of non-GAAP financial measures, please see the Non-GAAP Financial Measures section of this press release.
BAXTER INTERNATIONAL INC. Reconciliation of Non-GAAP Financial Measures
Projected Fourth Quarter and Full Year 2023 Continuing Operations (unaudited) |
||
Sales Growth Guidance** |
Q4 2023 |
FY 2023* |
Continuing operations sales growth - |
1 - |
1 - |
Foreign Exchange |
~(0.5)% |
~ |
Continuing operations sales growth - Constant currency |
~ |
~ |
Adjusted Earnings Per Share Guidance |
Q4 2023 |
FY 2023 |
Adjusted diluted EPS - Continuing operations |
|
|
*Totals may not foot due to rounding |
Baxter calculates forward-looking non-GAAP financial measures based on forecasts that omit certain amounts that would be included in GAAP financial measures. For instance, forward-looking adjusted diluted EPS guidance excludes potential charges or gains that would be reflected as non-GAAP adjustments to earnings. Baxter provides forward-looking adjusted diluted EPS guidance because it believes that this measure provides useful information for the reasons noted in the accompanying release. Baxter has not provided reconciliations of forward-looking adjusted EPS guidance to forward-looking GAAP EPS guidance because the company is unable to predict with reasonable certainty the impact of legal proceedings, future business optimization actions, separation-related costs, integration-related costs, asset impairments and unusual gains and losses, and the related amounts are unavailable without unreasonable efforts (as specified in the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K). In addition, Baxter believes that such reconciliations would imply a degree of precision and certainty that could be confusing to investors. Such items could have a substantial impact on GAAP measures of financial performance.
View source version on businesswire.com: https://www.businesswire.com/news/home/20231031561228/en/
Media Contact
Steve Brett, (224) 948-5353
media@baxter.com
Investor Contact
Clare Trachtman, (224) 948-3020
Source: Baxter International Inc.
FAQ
What was Baxter International's third-quarter revenue?
What was the increase in revenue on a reported basis?
What was the increase in revenue on a constant currency basis?
What was Baxter International's adjusted EPS from continuing operations?
What is Baxter International's new operating model?
What was the purpose of the BioPharma Solutions divestiture?