Premier, Inc. Reports Fiscal-Year 2021 Second-Quarter Results
Premier, Inc. (NASDAQ: PINC) reported a 32% increase in GAAP net revenue to $422.8 million for the fiscal Q2 2021 compared to the previous year. The Supply Chain Services segment saw a 41% revenue rise, while Performance Services increased by 8%. However, GAAP net income dropped 51% to $44.9 million. Adjusted EBITDA fell 16% to $124.8 million. The Board declared a quarterly cash dividend of $0.19 per share. Despite pandemic uncertainties, management provided financial guidance for FY 2021, indicating improved visibility for the remainder of the year.
- Net revenue increased 32% year-over-year to $422.8 million.
- Supply Chain Services revenue rose 41% to $329.1 million.
- Performance Services revenue grew 8% to $93.7 million.
- Quarterly cash dividend of $0.19 per share declared.
- GAAP net income fell 51% to $44.9 million.
- Adjusted EBITDA decreased 16% to $124.8 million.
- Adjusted net income decreased 13% to $79.4 million.
- Diluted adjusted EPS fell 12% to $0.65.
Premier, Inc. (NASDAQ: PINC) today reported financial results for the fiscal year (FY) 2021 second quarter ended December 31, 2020 and announced its fiscal 2021 financial guidance.
All results presented in this press release reflect continuing operations following completion of the sale and exit of the Specialty Pharmacy business on June 7, 2019.
"Our fiscal 2021 second quarter results demonstrate solid execution across our businesses and continued demand for our unique combination of capabilities that deliver solutions to drive better health outcomes and lower costs for our members and other customers," said Susan DeVore, Premier's chief executive officer. "As we enter the second half of fiscal 2021, despite the uncertainty caused by the ongoing COVID-19 pandemic, we believe we have more visibility into our anticipated performance for the remainder of this year and therefore are issuing fiscal 2021 financial guidance."
Fiscal Second-Quarter 2021 Results and Recent Highlights:
(Financial comparisons are for fiscal second quarter of 2021 vs. fiscal second quarter of 2020)
-
GAAP net revenue increased
32% to$422.8 million from$319.6 million a year ago.-
Supply Chain Services segment revenue increased
41% to$329.1 million from$232.6 million a year ago. -
Performance Services segment revenue increased
8% to$93.7 million from$87.0 million a year ago.
-
Supply Chain Services segment revenue increased
-
GAAP net income of
$44.9 million decreased from$91.6 million a year ago primarily due to a decrease in net administrative fees revenue; a loss on certain put and call rights in the current period compared to the gain in the second quarter of fiscal 2020; and a prior period remeasurement of the Tax Receivable Agreement liability as a result of the change in North Carolina state income tax law. -
GAAP diluted earnings per share (EPS) of
$0.36 compared with loss of$6.88 per share a year ago. -
Adjusted EBITDA* of
$124.8 million decreased16% from$148.4 million a year ago primarily as a result of the impact of the recently amended GPO agreements, the impact of the COVID-19 pandemic, and the Acurity/Nexera asset acquisition. -
Adjusted net income* of
$79.4 million decreased13% from$90.8 million a year ago and adjusted EPS* decreased12% to$0.65 from$0.74 a year ago. -
On January 21, 2021, Premier's Board of Directors declared a quarterly cash dividend of
$0.19 per share, payable on March 15, 2021 to stockholders of record as of March 1, 2021.
*Descriptions of consolidated and segment adjusted (non-GAAP) financial measures and non-GAAP free cash flow are provided below under “Use and Definition of Non-GAAP Financial Measures,” and reconciliations are provided in the tables at the end of this release.
Consolidated Fiscal 2021 Second Quarter Financial Highlights
Consolidated Second-Quarter Financial Highlights |
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|
|
|||||||||||
|
Three Months Ended December 31, |
Six Months Ended December 31, |
||||||||||||||
(in thousands, except per share data) |
2020 |
2019 |
% Change |
2020 |
2019 |
% Change |
||||||||||
Net Revenue: |
|
|
|
|
|
|
||||||||||
Supply Chain Services: |
|
|
|
|
|
|
||||||||||
Net administrative fees |
$ |
145,339 |
|
$ |
172,114 |
|
(16) |
% |
$ |
277,984 |
|
$ |
344,517 |
|
(19) |
% |
Other services and support |
4,086 |
|
2,482 |
|
65 |
% |
9,677 |
|
5,043 |
|
92 |
% |
||||
Services |
149,425 |
|
174,596 |
|
(14) |
% |
287,661 |
|
349,560 |
|
(18) |
% |
||||
Products |
179,670 |
|
58,040 |
|
210 |
% |
295,085 |
|
106,161 |
|
178 |
% |
||||
Total Supply Chain Services |
329,095 |
|
232,636 |
|
41 |
% |
582,746 |
|
455,721 |
|
28 |
% |
||||
Performance Services |
93,732 |
|
86,970 |
|
8 |
% |
186,968 |
|
166,295 |
|
12 |
% |
||||
Total |
$ |
422,827 |
|
$ |
319,606 |
|
32 |
% |
$ |
769,714 |
|
$ |
622,016 |
|
24 |
% |
|
|
|
|
|
|
|
||||||||||
Net income from continuing operations |
$ |
44,904 |
|
$ |
91,575 |
|
(51) |
% |
$ |
225,589 |
|
$ |
162,514 |
|
39 |
% |
Net income from continuing operations attributable to stockholders |
$ |
43,969 |
|
$ |
(444,002) |
|
nm |
$ |
186,124 |
|
$ |
279,536 |
|
nm |
||
Adjusted net income from continuing operations |
$ |
43,969 |
|
$ |
(444,002) |
|
nm |
$ |
186,124 |
|
$ |
139,573 |
|
nm |
||
|
|
|
|
|
|
|
||||||||||
NON-GAAP FINANCIAL MEASURES*: |
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDA: |
|
|
|
|
|
|
||||||||||
Supply Chain Services |
$ |
118,939 |
|
$ |
147,959 |
|
(20) |
% |
$ |
221,590 |
|
$ |
297,870 |
|
(26) |
% |
Performance Services |
36,609 |
|
29,967 |
|
22 |
% |
73,724 |
|
50,343 |
|
46 |
% |
||||
Total segment adjusted EBITDA |
155,548 |
|
177,926 |
|
(13) |
% |
295,314 |
|
348,213 |
|
(15) |
% |
||||
Corporate |
(30,730) |
|
(29,521) |
|
4 |
% |
(59,753) |
|
(59,552) |
|
— |
% |
||||
Total |
$ |
124,818 |
|
$ |
148,405 |
|
(16) |
% |
$ |
235,561 |
|
$ |
288,661 |
|
(18) |
% |
Adjusted net income |
$ |
79,394 |
|
$ |
90,774 |
|
(13) |
% |
$ |
149,553 |
|
$ |
176,760 |
|
(15) |
% |
Earnings per share on adjusted net income - diluted |
$ |
0.65 |
|
$ |
0.74 |
|
(12) |
% |
$ |
1.22 |
|
$ |
1.42 |
|
(14) |
% |
|
|
|
|
|
|
|
||||||||||
* Refer to the supplemental financial information at the end of this release for reconciliation of reported GAAP results to non-GAAP results. |
Fiscal 2021 Outlook and Guidance
The statements in this section are forward-looking statements. For additional information regarding the use and limitations of such statements, refer to "Forward-Looking Statements" below and "Risk Factors" section of the company's most recent Form 10-K filed with the Securities and Exchange Commission ("SEC"), as updated from time to time in the company's other filings with the SEC.
Premier announced financial guidance for full fiscal year 2021. The company expects total net revenue to be in the range of
Refer to the table below for specific fiscal 2021 guidance metrics and related footnotes. In addition, refer to the "Premier's Use and Definition of Non-GAAP Numbers" and "Premier's Use of Forward-Looking Non-GAAP Measures" at the end of this release for descriptions of consolidated and adjusted (non-GAAP) financial measures.
Guidance Metric |
Fiscal 2021 Guidance Range* |
Segment Net Revenue: |
|
Supply Chain Services |
|
Performance Services |
|
Total Net Revenue |
|
Adjusted EBITDA |
|
Adjusted EPS |
|
Fiscal 2021 guidance assumes the realization of the following key assumptions:
|
*The company does not provide forward-looking guidance on a GAAP basis as certain financial information, the probable significance of which cannot be determined, is not available and cannot be reasonably estimated. Refer to "Use of Forward-Looking Non-GAAP Measures" below for additional explanation.
Results of Operations for the Three Months Ended December 31, 2020
(As compared with the three months ended December 31, 2019)
GAAP net revenue of
GAAP net income of
Adjusted EBITDA of
Adjusted net income of
Segment Results
(For the fiscal second quarter of 2021 as compared with the fiscal second quarter of 2020)
Supply Chain Services
Supply Chain Services segment net revenue of
Net administrative fees revenue of
Products revenue of
Segment adjusted EBITDA of
Performance Services
Performance Services segment net revenue of
Segment adjusted EBITDA of
Results of Operations for the Six Months Ended December 31, 2020
(As compared with the six months ended December 31, 2019)
GAAP net revenue of
GAAP net income was
After the previously mentioned non-cash adjustments, the company reported net income attributable to stockholders of
Adjusted EBITDA of
Supply Chain Services segment net revenue of
Performance Services segment net revenue of
Cash Flows and Liquidity
Net cash provided by operating activities for the six months ended December 31, 2020 was
Net cash used in investing activities and net cash provided by financing activities for the six months ended December 31, 2020 were
Free cash flow for the six months ended December 31, 2020 was
Conference Call
The conference call will be webcast live from the company's website and will be available at the following link: Premier Webcast Link. The webcast should be accessed 10 minutes prior to the conference call start time. A replay of the webcast will be available for one year following the conclusion of the live broadcast and will be accessible on the company's website at https://investors.premierinc.com.
For those parties who do not have internet access, the conference call may be accessed by calling one of the below telephone numbers and providing conference ID number 1094328:
Domestic participant dial-in number (toll-free): |
(844) 296-7719 |
International participant dial-in number: |
(574) 990-1041 |
Premier’s presentation that will accompany the conference call and webcast can be accessed via the following link: Premier Events.
About Premier, Inc.
Premier, Inc. (NASDAQ: PINC) is a leading healthcare improvement company, uniting an alliance of more than 4,100 U.S. hospitals and health systems and approximately 200,000 other providers and organizations to transform healthcare. With integrated data and analytics, collaboratives, supply chain solutions, and consulting and other services, Premier enables better care and outcomes at a lower cost. Premier plays a critical role in the rapidly evolving healthcare industry, collaborating with members to co-develop long-term innovations that reinvent and improve the way care is delivered to patients nationwide. Headquartered in Charlotte, N.C., Premier is passionate about transforming American healthcare. Please visit Premier’s news and investor sites on www.premierinc.com; as well as Twitter, Facebook, LinkedIn, YouTube and Instagram for more information about the company.
Premier’s Use and Definition of Non-GAAP Measures
Premier uses EBITDA, adjusted EBITDA, segment adjusted EBITDA, adjusted net income (historically referred to as "adjusted fully distributed net income"), adjusted earnings per share (historically referred to as "adjusted fully distributed earnings per share"), and free cash flow to facilitate a comparison of the company’s operating performance on a consistent basis from period to period and to provide measures that, when viewed in combination with its results prepared in accordance with GAAP, allow for a more complete understanding of factors and trends affecting the company’s business than GAAP measures alone. Management believes EBITDA, adjusted EBITDA and segment adjusted EBITDA assist the company’s board of directors, management and investors in comparing the company’s operating performance on a consistent basis from period to period by removing the impact of the company’s asset base (primarily depreciation and amortization) and items outside the control of management (taxes), as well as other non-cash (impairment of intangible assets and purchase accounting adjustments) and non-recurring items, from operating results. Adjusted EBITDA and segment adjusted EBITDA are supplemental financial measures used by the company and by external users of the company’s financial statements.
Management considers adjusted EBITDA an indicator of the operational strength and performance of the company’s business. Adjusted EBITDA allows management to assess performance without regard to financing methods and capital structure and without the impact of other matters that management does not consider indicative of the operating performance of the business. Segment adjusted EBITDA is the primary earnings measure used by management to evaluate the performance of the company’s business segments.
Management believes free cash flow is an important measure because it represents the cash that the company generates after payment of tax distributions to limited partners and capital investment to maintain existing products and services and ongoing business operations, as well as development of new and upgraded products and services to support future growth. Free cash flow is important because it allows the company to enhance stockholder value through acquisitions, partnerships, joint ventures, investments in related or complimentary businesses and/or debt reduction.
In addition, adjusted fully distributed net income and adjusted fully distributed earnings per share eliminate the variability of non-controlling interest as a result of member owner exchanges of Class B common units and corresponding Class B common stock into shares of Class A common stock and other potentially dilutive equity transactions which are outside of management’s control. These measures assist our board of directors, management and investors in comparing our net income and earnings per share on a consistent basis from period to period because these measures remove non-cash and non-recurring items and eliminate the variability of non-controlling interest that results from member owner exchanges of Class B common units into shares of Class A common stock.
Non-Recurring Items are items to be income or expenses and other items that have not been earned or incurred within the prior two years and are not expected to recur within the next two years. Such items include stock-based compensation, acquisition and disposition related expenses, remeasurement of TRA liabilities, loss on disposal of long-live assets, gain or loss on FFF put and call rights, income and expense that has been classified as discontinued operations and other expense.
Non-operating items include gains or losses on the disposal of assets and interest and investment income or expense.
EBITDA is defined as net income before income or loss from discontinued operations, net of tax, interest and investment income, net, income tax expense, depreciation and amortization and amortization of purchased intangible assets.
Adjusted EBITDA is defined as EBITDA before merger and acquisition related expenses and non-recurring, non-cash or non-operating items and including equity in net income of unconsolidated affiliates.
Segment adjusted EBITDA is defined as the segment’s net revenue less cost of revenue and operating expenses directly attributable to the segment excluding depreciation and amortization, amortization of purchased intangible assets, merger and acquisition related expenses and non-recurring or non-cash items and including equity in net income of unconsolidated affiliates. Operating expenses directly attributable to the segment include expenses associated with sales and marketing, general and administrative, and product development activities specific to the operation of each segment. General and administrative corporate expenses that are not specific to a particular segment are not included in the calculation of Segment Adjusted EBITDA. Segment Adjusted EBITDA also excludes any income and expense that has been classified as discontinued operations.
Adjusted Net Income is defined as net income attributable to Premier (i) excluding income or loss from discontinued operations, net, (ii) excluding income tax expense, (iii) excluding the impact of adjustment of redeemable limited partners’ capital to redemption amount, (iv) excluding the effect of non-recurring or non-cash items, including certain strategic and financial restructuring expenses, (v) assuming the exchange of all the Class B common units for shares of Class A common stock, which results in the elimination of non-controlling interest in Premier LP and (vi) reflecting an adjustment for income tax expense on Non-GAAP net income before income taxes at our estimated annual effective income tax rate, adjusted for unusual or infrequent items.
Adjusted Earnings per Share is Adjusted Net Income divided by diluted weighted average shares.
Free cash flow is defined as net cash provided by operating activities from continuing operations less distributions and TRA payments to limited partners and purchases of property and equipment. Free Cash Flow does not represent discretionary cash available for spending as it excludes certain contractual obligations such as debt repayments.
To properly and prudently evaluate our business, readers are urged to review the reconciliation of these non-GAAP financial measures, as well as the other financial tables, included at the end of this release. Readers should not rely on any single financial measure to evaluate the company’s business. In addition, the non-GAAP financial measures used in this release are susceptible to varying calculations and may differ from, and may therefore not be comparable to, similarly titled measures used by other companies.
Further information on Premier’s use of non-GAAP financial measures is available in the “Our Use of Non-GAAP Financial Measures” section of Premier’s Form 10-K for the year ended June 30, 2020 filed with the Securities and Exchange Commission ("SEC"), as may be updated in subsequent filings with the SEC.
Premier's Use of Forward-Looking Non-GAAP Measures
The company does not meaningfully reconcile guidance for non-GAAP adjusted EBITDA and non-GAAP adjusted earnings per share to net income attributable to stockholders or earnings per share attributable to stockholders because the company cannot provide guidance for the more significant reconciling items between net income attributable to stockholders and adjusted EBITDA and between earnings per share attributable to stockholders and non-GAAP adjusted earnings per share without unreasonable effort. This is due to the fact that future period non-GAAP guidance includes adjustments for items not indicative of our core operations, which may include, without limitation, items included in the supplemental financial information for reconciliation of reported GAAP results to non-GAAP results. Such items include strategic and acquisition related expenses for professional fees; mark to market adjustments for put options and contingent liabilities; gains and losses on stock based performance shares; adjustments to its income tax provision (such as valuation allowance adjustments and settlements of income tax claims); items related to corporate and facility restructurings; and certain other items the company believes to be non-indicative of its ongoing operations. Such adjustments may be affected by changes in ongoing assumptions, judgements, as well as nonrecurring, unusual or unanticipated charges, expenses or gains/losses or other items that may not directly correlate to the underlying performance of our business operations. The exact amount of these adjustments are not currently determinable but may be significant.
Forward-Looking Statements
Statements made in this release that are not statements of historical or current facts, such as those related to the timing and continuing impact of COVID-19, the statements related to fiscal 2021 outlook and guidance and the key assumptions underlying such guidance, and expected target multi-year, compound annual growth rate in the mid-to-high single digits for consolidated net revenue, adjusted EBITDA and adjusted EPS beginning in fiscal year 2022 are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Premier to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements in the conditional or future tenses or that include terms such as “believes,” “belief,” “expects,” “estimates,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. Forward-looking statements may include comments as to Premier’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside Premier’s control. More information on potential factors that could affect Premier’s financial results is included from time to time in the “Cautionary Note Regarding Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Premier’s periodic and current filings with the SEC, including those discussed under the “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” section of Premier’s Form 10-K for the year ended June 30, 2020 as well as the Form 10-Q for the quarter ended December 31, 2020, expected to be filed with the SEC shortly after the date of this release, and also made available on Premier’s website at investors.premierinc.com. Forward-looking statements speak only as of the date they are made, and Premier undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events that occur after that date, or otherwise.
Condensed Consolidated Statements of Income |
|||||||||||||
(Unaudited) |
|||||||||||||
(In thousands, except per share data) |
|||||||||||||
|
|
|
|
|
|
||||||||
|
Three Months Ended December 31, |
|
Six Months Ended December 31, |
||||||||||
|
2020 |
2019 |
|
2020 |
2019 |
||||||||
Net revenue: |
|
|
|
|
|
||||||||
Net administrative fees |
$ |
145,339 |
|
$ |
172,114 |
|
|
$ |
277,984 |
|
$ |
344,517 |
|
Other services and support |
97,818 |
|
89,452 |
|
|
196,645 |
|
171,338 |
|
||||
Services |
243,157 |
|
261,566 |
|
|
474,629 |
|
515,855 |
|
||||
Products |
179,670 |
|
58,040 |
|
|
295,085 |
|
106,161 |
|
||||
Net revenue |
422,827 |
|
319,606 |
|
|
769,714 |
|
622,016 |
|
||||
Cost of revenue: |
|
|
|
|
|
||||||||
Services |
40,122 |
|
47,422 |
|
|
78,872 |
|
94,958 |
|
||||
Products |
171,722 |
|
52,819 |
|
|
285,150 |
|
96,294 |
|
||||
Cost of revenue |
211,844 |
|
100,241 |
|
|
364,022 |
|
191,252 |
|
||||
Gross profit |
210,983 |
|
219,365 |
|
|
405,692 |
|
430,764 |
|
||||
Operating expenses: |
|
|
|
|
|
||||||||
Selling, general and administrative |
129,997 |
|
86,093 |
|
|
253,951 |
|
200,022 |
|
||||
Research and development |
722 |
|
801 |
|
|
1,298 |
|
1,180 |
|
||||
Amortization of purchased intangible assets |
10,260 |
|
11,938 |
|
|
23,464 |
|
24,982 |
|
||||
Operating expenses |
140,979 |
|
98,832 |
|
|
278,713 |
|
226,184 |
|
||||
Operating income |
70,004 |
|
120,533 |
|
|
126,979 |
|
204,580 |
|
||||
Equity in net income of unconsolidated affiliates |
4,572 |
|
2,989 |
|
|
10,499 |
|
6,596 |
|
||||
Interest and investment (loss) income, net |
(3,398) |
|
(359) |
|
|
(5,517) |
|
117 |
|
||||
(Loss) gain on FFF put and call rights |
(14,507) |
|
30,222 |
|
|
(16,426) |
|
22,383 |
|
||||
Other income |
4,890 |
|
2,747 |
|
|
8,573 |
|
3,009 |
|
||||
Other (expense) income, net |
(8,443) |
|
35,599 |
|
|
(2,871) |
|
32,105 |
|
||||
Income before income taxes |
61,561 |
|
156,132 |
|
|
124,108 |
|
236,685 |
|
||||
Income tax expense (benefit) |
16,657 |
|
64,557 |
|
|
(101,481) |
|
74,171 |
|
||||
Net income from continuing operations |
44,904 |
|
91,575 |
|
|
225,589 |
|
162,514 |
|
||||
Income from discontinued operations, net of tax |
— |
|
614 |
|
|
— |
|
1,004 |
|
||||
Net income |
44,904 |
|
92,189 |
|
|
225,589 |
|
163,518 |
|
||||
Net income from continuing operations attributable to non-controlling interest |
(935) |
|
(55,424) |
|
|
(12,780) |
|
(97,134) |
|
||||
Net income from discontinued operations attributable to non-controlling interest |
— |
|
(280) |
|
|
— |
|
(477) |
|
||||
Net income attributable to non-controlling interest |
(935) |
|
(55,704) |
|
|
(12,780) |
|
(97,611) |
|
||||
Adjustment of redeemable limited partners' capital to redemption amount |
— |
|
(480,153) |
|
|
(26,685) |
|
214,156 |
|
||||
Net income attributable to stockholders |
$ |
43,969 |
|
$ |
(443,668) |
|
|
$ |
186,124 |
|
$ |
280,063 |
|
|
|
|
|
|
|
||||||||
Calculation of GAAP Earnings per Share |
|
|
|
|
|
||||||||
|
|
|
|
|
|
||||||||
Numerator for basic earnings per share: |
|
|
|
|
|
||||||||
Net income (loss) from continuing operations attributable to stockholders |
$ |
43,969 |
|
$ |
(444,002) |
|
|
$ |
186,124 |
|
$ |
279,536 |
|
Net income from discontinued operations attributable to stockholders |
— |
|
334 |
|
|
— |
|
527 |
|
||||
Net income (loss) attributable to stockholders |
$ |
43,969 |
|
$ |
(443,668) |
|
|
$ |
186,124 |
|
$ |
280,063 |
|
|
|
|
|
|
|
||||||||
Numerator for diluted earnings per share: |
|
|
|
|
|
||||||||
Net income (loss) from continuing operations attributable to stockholders |
$ |
43,969 |
|
$ |
(444,002) |
|
|
$ |
186,124 |
|
$ |
279,536 |
|
Adjustment of redeemable limited partners' capital to redemption amount |
— |
|
— |
|
|
— |
|
(214,156) |
|
||||
Net income from continuing operations attributable to non-controlling interest |
— |
|
— |
|
|
— |
|
97,134 |
|
||||
Net income (loss) from continuing operations |
$ |
43,969 |
|
$ |
(444,002) |
|
|
$ |
186,124 |
|
$ |
162,514 |
|
Tax effect on Premier, Inc. net income |
— |
|
— |
|
|
— |
|
(22,941) |
|
||||
Adjusted net income (loss) from continuing operations |
$ |
43,969 |
|
$ |
(444,002) |
|
|
$ |
186,124 |
|
$ |
139,573 |
|
|
|
|
|
|
|
||||||||
Net income from discontinued operations attributable to stockholders |
$ |
— |
|
$ |
334 |
|
|
$ |
— |
|
$ |
527 |
|
Net income from discontinued operations attributable to non-controlling interest in Premier LP |
— |
|
— |
|
|
— |
|
477 |
|
||||
Adjusted net income from discontinued operations |
$ |
— |
|
$ |
334 |
|
|
$ |
— |
|
$ |
1,004 |
|
|
|
|
|
|
|
||||||||
Adjusted net income (loss) |
$ |
43,969 |
|
$ |
(443,668) |
|
|
$ |
186,124 |
|
$ |
140,577 |
|
|
|
|
|
|
|
||||||||
Denominator for basic earnings per share: |
|
|
|
|
|
||||||||
Weighted average shares |
122,127 |
|
64,552 |
|
|
110,851 |
|
63,668 |
|
||||
|
|
|
|
|
|
||||||||
Denominator for diluted earnings per share: |
|
|
|
|
|
||||||||
Weighted average shares |
122,127 |
|
64,552 |
|
|
110,851 |
|
63,668 |
|
||||
Effect of dilutive securities: |
|
|
|
|
|
||||||||
Stock options |
321 |
|
— |
|
|
287 |
|
420 |
|
||||
Restricted stock |
333 |
|
— |
|
|
318 |
|
250 |
|
||||
Performance share awards |
138 |
|
— |
|
|
117 |
|
— |
|
||||
Class B shares outstanding |
— |
|
— |
|
|
— |
|
60,493 |
|
||||
Weighted average shares and assumed conversions |
122,919 |
|
64,552 |
|
|
111,573 |
|
124,831 |
|
||||
|
|
|
|
|
|
||||||||
Earnings per share attributable to stockholders: |
|
|
|
|
|
||||||||
Basic earnings per share attributable to stockholders |
$ |
0.36 |
|
$ |
(6.88) |
|
|
$ |
1.68 |
|
$ |
4.39 |
|
Diluted earnings per share attributable to stockholders |
$ |
0.36 |
|
$ |
(6.88) |
|
|
$ |
1.67 |
|
$ |
1.12 |
|
Condensed Consolidated Balance Sheets |
||||||
(Unaudited) |
||||||
(In thousands, except share data) |
||||||
|
|
|
||||
|
December 31,
|
June 30,
|
||||
Assets |
|
|
||||
Cash and cash equivalents |
$ |
109,013 |
|
$ |
99,304 |
|
Accounts receivable (net of |
166,438 |
|
135,063 |
|
||
Contract assets |
239,139 |
|
215,660 |
|
||
Inventory |
178,346 |
|
70,997 |
|
||
Prepaid expenses and other current assets |
93,402 |
|
97,338 |
|
||
Total current assets |
786,338 |
|
618,362 |
|
||
Property and equipment (net of |
220,569 |
|
206,728 |
|
||
Intangible assets (net of |
395,581 |
|
417,422 |
|
||
Goodwill |
942,263 |
|
941,965 |
|
||
Deferred income tax assets |
825,668 |
|
430,025 |
|
||
Deferred compensation plan assets |
55,035 |
|
49,175 |
|
||
Investments in unconsolidated affiliates |
148,245 |
|
133,335 |
|
||
Operating lease right-of-use assets |
52,890 |
|
57,823 |
|
||
Other assets |
84,210 |
|
93,680 |
|
||
Total assets |
$ |
3,510,799 |
|
$ |
2,948,515 |
|
|
|
|
||||
Liabilities, redeemable limited partners' capital and stockholders' equity |
|
|||||
Accounts payable |
$ |
94,523 |
|
$ |
54,841 |
|
Accrued expenses |
53,176 |
|
53,500 |
|
||
Revenue share obligations |
203,763 |
|
145,777 |
|
||
Limited partners' distribution payable |
— |
|
8,012 |
|
||
Accrued compensation and benefits |
59,120 |
|
73,262 |
|
||
Deferred revenue |
32,491 |
|
35,446 |
|
||
Current portion of tax receivable agreements |
— |
|
13,689 |
|
||
Current portion of notes payable to members |
95,069 |
|
— |
|
||
Line of credit and current portion of long-term debt |
105,798 |
|
79,560 |
|
||
Other liabilities |
60,932 |
|
31,987 |
|
||
Total current liabilities |
704,872 |
|
496,074 |
|
||
Long-term debt, less current portion |
5,749 |
|
4,640 |
|
||
Tax receivable agreements, less current portion |
— |
|
279,981 |
|
||
Notes payable to members, less current portion |
347,201 |
|
— |
|
||
Deferred compensation plan obligations |
55,035 |
|
49,175 |
|
||
Deferred tax liabilities |
— |
|
17,508 |
|
||
Deferred consideration, less current portion |
83,700 |
|
112,917 |
|
||
Operating lease liabilities, less current portion |
48,151 |
|
52,990 |
|
||
Other liabilities |
93,675 |
|
75,658 |
|
||
Total liabilities |
1,338,383 |
|
1,088,943 |
|
||
|
|
|
||||
Commitments and contingencies |
|
|
||||
Redeemable limited partners' capital |
— |
|
1,720,309 |
|
||
Stockholders' equity: |
|
|
||||
Class A common stock, |
1,222 |
|
716 |
|
||
Class B common stock, |
— |
|
— |
|
||
Additional paid-in-capital |
2,029,604 |
|
138,547 |
|
||
Retained earnings |
141,590 |
|
— |
|
||
Total stockholders' equity |
2,172,416 |
|
139,263 |
|
||
Total liabilities, redeemable limited partners' capital and stockholders' equity |
$ |
3,510,799 |
|
$ |
2,948,515 |
|
Condensed Consolidated Statements of Cash Flows |
||||||
(Unaudited) |
||||||
(In thousands) |
||||||
|
|
|
||||
|
Six Months Ended December 31, |
|||||
|
2020 |
2019 |
||||
Operating activities |
|
|
||||
Net income |
$ |
225,589 |
|
$ |
163,518 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
||||
Income from discontinued operations, net of tax |
— |
|
(1,004) |
|
||
Depreciation and amortization |
60,031 |
|
74,895 |
|
||
Equity in net income of unconsolidated affiliates |
(10,499) |
|
(6,596) |
|
||
Deferred income taxes |
(127,535) |
|
53,368 |
|
||
Stock-based compensation |
14,545 |
|
11,479 |
|
||
Remeasurement of tax receivable agreement liabilities |
— |
|
(23,682) |
|
||
Loss (gain) on FFF put and call rights |
16,426 |
|
(22,383) |
|
||
Other |
323 |
|
2,971 |
|
||
Changes in operating assets and liabilities, net of the effects of acquisitions: |
|
|
||||
Accounts receivable, inventories, prepaid expenses and other assets |
(127,764) |
|
(5,752) |
|
||
Contract assets |
(23,541) |
|
(9,346) |
|
||
Accounts payable, accrued expenses, deferred revenue, revenue share obligations and other liabilities |
88,602 |
|
(20,447) |
|
||
Net cash provided by operating activities from continuing operations |
116,177 |
|
217,021 |
|
||
Net cash provided by operating activities from discontinued operations |
— |
|
10,028 |
|
||
Net cash provided by operating activities |
$ |
116,177 |
|
$ |
227,049 |
|
Investing activities |
|
|
||||
Purchases of property and equipment |
$ |
(44,864) |
|
$ |
(44,768) |
|
Acquisition of businesses, net of cash acquired |
(791) |
|
(34,727) |
|
||
Proceeds from sale of assets |
— |
|
3,632 |
|
||
Investments in unconsolidated affiliates |
— |
|
(10,165) |
|
||
Other |
(1,228) |
|
251 |
|
||
Net cash used in investing activities |
$ |
(46,883) |
|
$ |
(85,777) |
|
Financing activities |
|
|
||||
Payments made on notes payable |
$ |
(3,684) |
|
$ |
(2,045) |
|
Proceeds from credit facility |
125,000 |
|
125,000 |
|
||
Payments on credit facility |
(100,000) |
|
(100,000) |
|
||
Distributions to limited partners of Premier LP |
(9,949) |
|
(26,901) |
|
||
Payments to limited partners of Premier LP related to tax receivable agreements |
(24,218) |
|
(17,425) |
|
||
Cash dividends paid |
(46,396) |
|
— |
|
||
Repurchase of Class A common stock (held as treasury stock) |
— |
|
(148,566) |
|
||
Other |
(338) |
|
(820) |
|
||
Net cash used in financing activities |
$ |
(59,585) |
|
$ |
(170,757) |
|
Net increase (decrease) in cash and cash equivalents |
9,709 |
|
(29,485) |
|
||
Cash and cash equivalents at beginning of year |
99,304 |
|
141,055 |
|
||
Cash and cash equivalents at end of period |
$ |
109,013 |
|
$ |
111,570 |
|
Supplemental Financial Information |
||||||
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow |
||||||
(Unaudited) |
||||||
(In thousands) |
||||||
|
|
|
||||
|
Six Months Ended December 31, |
|||||
|
2020 |
2019 |
||||
Net cash provided by operating activities from continuing operations |
$ |
116,177 |
|
$ |
217,021 |
|
Purchases of property and equipment |
(44,864) |
|
(44,768) |
|
||
Distributions to limited partners of Premier LP |
(9,949) |
|
(26,901) |
|
||
Payments to limited partners of Premier LP related to tax receivable agreements |
(24,218) |
|
(17,425) |
|
||
Free Cash Flow |
$ |
37,146 |
|
$ |
127,927 |
|
|
|
|
Supplemental Financial Information |
|||||||||||||
Reconciliation of Net Income from Continuing Operations to Adjusted EBITDA |
|||||||||||||
Reconciliation of Operating Income to Segment Adjusted EBITDA |
|||||||||||||
Reconciliation of Net Income Attributable to Stockholders to Adjusted Net Income |
|||||||||||||
(Unaudited) |
|||||||||||||
(In thousands) |
|||||||||||||
|
|
|
|
|
|
||||||||
|
Three Months Ended December 31, |
|
Six Months Ended December 31, |
||||||||||
|
2020 |
2019 |
|
2020 |
2019 |
||||||||
Net income from continuing operations |
$ |
44,904 |
|
$ |
91,575 |
|
|
$ |
225,589 |
|
$ |
162,514 |
|
Interest and investment loss (income), net |
3,398 |
|
359 |
|
|
5,517 |
|
(117) |
|
||||
Income tax expense (benefit) |
16,657 |
|
64,557 |
|
|
(101,481) |
|
74,171 |
|
||||
Depreciation and amortization |
19,093 |
|
25,378 |
|
|
36,567 |
|
49,913 |
|
||||
Amortization of purchased intangible assets |
10,260 |
|
11,938 |
|
|
23,464 |
|
24,982 |
|
||||
EBITDA |
94,312 |
|
193,807 |
|
|
189,656 |
|
311,463 |
|
||||
Stock-based compensation |
7,415 |
|
7,838 |
|
|
14,790 |
|
11,690 |
|
||||
Acquisition and disposition related expenses |
7,918 |
|
2,835 |
|
|
10,763 |
|
8,976 |
|
||||
Remeasurement of tax receivable agreement liabilities |
— |
|
(28,356) |
|
|
— |
|
(23,682) |
|
||||
Loss (gain) on FFF put and call rights |
14,507 |
|
(30,222) |
|
|
16,426 |
|
(22,383) |
|
||||
Other expense |
666 |
|
2,503 |
|
|
(746) |
|
47 |
|
||||
Adjusted EBITDA |
$ |
124,818 |
|
$ |
148,405 |
|
|
$ |
235,561 |
|
$ |
288,661 |
|
|
|
|
|
|
|
||||||||
Income before income taxes |
$ |
61,561 |
|
$ |
156,132 |
|
|
$ |
124,108 |
|
$ |
236,685 |
|
Equity in net income of unconsolidated affiliates |
(4,572) |
|
(2,989) |
|
|
(10,499) |
|
(6,596) |
|
||||
Interest and investment loss (income), net |
3,398 |
|
359 |
|
|
5,517 |
|
(117) |
|
||||
Loss (gain) on FFF put and call rights |
14,507 |
|
(30,222) |
|
|
16,426 |
|
(22,383) |
|
||||
Other income |
(4,890) |
|
(2,747) |
|
|
(8,573) |
|
(3,009) |
|
||||
Operating income |
70,004 |
|
120,533 |
|
|
126,979 |
|
204,580 |
|
||||
Depreciation and amortization |
19,093 |
|
25,378 |
|
|
36,567 |
|
49,913 |
|
||||
Amortization of purchased intangible assets |
10,260 |
|
11,938 |
|
|
23,464 |
|
24,982 |
|
||||
Stock-based compensation |
7,415 |
|
7,838 |
|
|
14,790 |
|
11,690 |
|
||||
Acquisition and disposition related expenses |
7,918 |
|
2,835 |
|
|
10,763 |
|
8,976 |
|
||||
Remeasurement of tax receivable agreement liabilities |
— |
|
(28,356) |
|
|
— |
|
(23,682) |
|
||||
Equity in net income of unconsolidated affiliates |
4,572 |
|
2,989 |
|
|
10,499 |
|
6,596 |
|
||||
Deferred compensation plan income |
4,803 |
|
2,751 |
|
|
7,710 |
|
2,992 |
|
||||
Other expense |
753 |
|
2,499 |
|
|
195 |
|
64 |
|
||||
Adjusted EBITDA |
$ |
124,818 |
|
$ |
148,405 |
|
|
$ |
235,561 |
|
$ |
288,661 |
|
|
|
|
|
|
|
||||||||
SEGMENT ADJUSTED EBITDA |
|
|
|
|
|
||||||||
Supply Chain Services |
$ |
118,939 |
|
$ |
147,959 |
|
|
$ |
221,590 |
|
$ |
297,870 |
|
Performance Services |
36,609 |
|
29,967 |
|
|
73,724 |
|
50,343 |
|
||||
Corporate |
(30,730) |
|
(29,521) |
|
|
(59,753) |
|
(59,552) |
|
||||
Adjusted EBITDA |
$ |
124,818 |
|
$ |
148,405 |
|
|
$ |
235,561 |
|
$ |
288,661 |
|
|
|
|
|
|
|
||||||||
Net income attributable to stockholders |
$ |
43,969 |
|
$ |
(443,668) |
|
|
$ |
186,124 |
|
$ |
280,063 |
|
Adjustment of redeemable limited partners' capital to redemption amount |
— |
|
480,153 |
|
|
26,685 |
|
(214,156) |
|
||||
Net income attributable to non-controlling interest |
935 |
|
55,704 |
|
|
12,780 |
|
97,611 |
|
||||
Income from discontinued operations, net of tax |
— |
|
(614) |
|
|
— |
|
(1,004) |
|
||||
Income tax expense (benefit) |
16,657 |
|
64,557 |
|
|
(101,481) |
|
74,171 |
|
||||
Amortization of purchased intangible assets |
10,260 |
|
11,938 |
|
|
23,464 |
|
24,982 |
|
||||
Stock-based compensation |
7,415 |
|
7,838 |
|
|
14,790 |
|
11,690 |
|
||||
Acquisition and disposition related expenses |
7,918 |
|
2,835 |
|
|
10,763 |
|
8,976 |
|
||||
Remeasurement of tax receivable agreement liabilities |
— |
|
(28,356) |
|
|
— |
|
(23,682) |
|
||||
Loss (gain) on FFF put and call rights |
14,507 |
|
(30,222) |
|
|
16,426 |
|
(22,383) |
|
||||
Other expense |
2,805 |
|
2,503 |
|
|
7,229 |
|
47 |
|
||||
Adjusted income before income taxes |
104,466 |
|
122,668 |
|
|
196,780 |
|
238,865 |
|
||||
Income tax expense on adjusted income before income taxes |
25,072 |
|
31,894 |
|
|
47,227 |
|
62,105 |
|
||||
Adjusted Net Income |
$ |
79,394 |
|
$ |
90,774 |
|
|
$ |
149,553 |
|
$ |
176,760 |
|
Supplemental Financial Information |
|||||||||||||
Reconciliation of GAAP EPS to Adjusted EPS |
|||||||||||||
(Unaudited) |
|||||||||||||
(In thousands, except per share data) |
|||||||||||||
|
|
|
|
|
|
||||||||
|
Three Months Ended December 31, |
|
Six Months Ended December 31, |
||||||||||
|
2020 |
2019 |
|
2020 |
2019 |
||||||||
|
|
|
|
|
|
||||||||
Net income attributable to stockholders |
$ |
43,969 |
|
$ |
(443,668) |
|
|
$ |
186,124 |
|
$ |
280,063 |
|
Adjustment of redeemable limited partners' capital to redemption amount |
— |
|
480,153 |
|
|
26,685 |
|
(214,156) |
|
||||
Net income attributable to non-controlling interest |
935 |
|
55,704 |
|
|
12,780 |
|
97,611 |
|
||||
Income from discontinued operations, net of tax |
— |
|
(614) |
|
|
— |
|
(1,004) |
|
||||
Income tax expense (benefit) |
16,657 |
|
64,557 |
|
|
(101,481) |
|
74,171 |
|
||||
Amortization of purchased intangible assets |
10,260 |
|
11,938 |
|
|
23,464 |
|
24,982 |
|
||||
Stock-based compensation |
7,415 |
|
7,838 |
|
|
14,790 |
|
11,690 |
|
||||
Acquisition and disposition related expenses |
7,918 |
|
2,835 |
|
|
10,763 |
|
8,976 |
|
||||
Remeasurement of tax receivable agreement liabilities |
— |
|
(28,356) |
|
|
— |
|
(23,682) |
|
||||
Loss (gain) on FFF put and call rights |
14,507 |
|
(30,222) |
|
|
16,426 |
|
(22,383) |
|
||||
Other expense |
2,805 |
|
2,503 |
|
|
7,229 |
|
47 |
|
||||
Adjusted income before income taxes |
104,466 |
|
122,668 |
|
|
196,780 |
|
238,865 |
|
||||
Income tax expense on adjusted income before income taxes |
25,072 |
|
31,894 |
|
|
47,227 |
|
62,105 |
|
||||
Adjusted Net Income |
$ |
79,394 |
|
$ |
90,774 |
|
|
$ |
149,553 |
|
$ |
176,760 |
|
|
|
|
|
|
|
||||||||
Weighted average: |
|
|
|
|
|
||||||||
Common shares used for basic and diluted earnings per share |
122,127 |
|
64,552 |
|
|
110,851 |
|
63,668 |
|
||||
Potentially dilutive shares |
792 |
|
— |
|
|
722 |
|
670 |
|
||||
Conversion of Class B common units |
— |
|
— |
|
|
— |
|
60,493 |
|
||||
GAAP weighted average shares outstanding - diluted |
122,919 |
|
64,552 |
|
|
111,573 |
|
124,831 |
|
||||
Conversion of potentially dilutive shares |
— |
|
579 |
|
|
— |
|
— |
|
||||
Conversion of Class B common units |
— |
|
57,898 |
|
|
11,185 |
|
— |
|
||||
Weighted average shares outstanding - diluted |
122,919 |
|
123,029 |
|
|
122,758 |
|
124,831 |
|
||||
|
|
|
|
|
|
||||||||
GAAP earnings per share |
$ |
0.36 |
|
$ |
(6.87) |
|
|
$ |
1.68 |
|
$ |
4.40 |
|
Adjustment of redeemable limited partners' capital to redemption amount |
— |
|
7.44 |
|
|
0.24 |
|
(3.36) |
|
||||
Net income attributable to non-controlling interest |
0.01 |
|
0.86 |
|
|
0.12 |
|
1.53 |
|
||||
Income from discontinued operations, net of tax |
— |
|
(0.01) |
|
|
— |
|
(0.02) |
|
||||
Income tax expense (benefit) |
0.14 |
|
1.00 |
|
|
(0.92) |
|
1.16 |
|
||||
Amortization of purchased intangible assets |
0.08 |
|
0.18 |
|
|
0.21 |
|
0.39 |
|
||||
Stock-based compensation |
0.06 |
|
0.12 |
|
|
0.13 |
|
0.18 |
|
||||
Acquisition and disposition related expenses |
0.06 |
|
0.04 |
|
|
0.10 |
|
0.14 |
|
||||
Remeasurement of tax receivable agreement liabilities |
— |
|
(0.44) |
|
|
— |
|
(0.37) |
|
||||
Loss (gain) on FFF put and call rights |
0.12 |
|
(0.47) |
|
|
0.15 |
|
(0.35) |
|
||||
Other expense |
0.02 |
|
0.04 |
|
|
0.07 |
|
0.04 |
|
||||
Impact of corporation taxes |
(0.20) |
|
(0.49) |
|
|
(0.43) |
|
(0.98) |
|
||||
Impact of dilutive shares |
— |
|
(0.66) |
|
|
(0.13) |
|
(1.34) |
|
||||
Adjusted EPS |
$ |
0.65 |
|
$ |
0.74 |
|
|
$ |
1.22 |
|
$ |
1.42 |
|
View source version on businesswire.com: https://www.businesswire.com/news/home/20210202005290/en/
FAQ
What were Premier's earnings results for fiscal Q2 2021?
What guidance did Premier provide for FY 2021?
What was the quarterly dividend announced by Premier?
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