6.30.2019 Earnings Release 8-K Shell


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________
FORM 8-K
_______________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): August 5, 2019
_______________________________
Endo International plc
(Exact Name of Registrant as Specified in Its Charter)
_______________________________
Ireland
001-36326
68-0683755
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
First Floor, Minerva House, Simmonscourt Road
 
Ballsbridge, Dublin 4,
Ireland
Not Applicable
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code 011-353-1-268-2000
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Ordinary shares, nominal value $0.0001 per share
ENDP
The NASDAQ Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
o    Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 2.02.    Results of Operations and Financial Condition.
On August 5, 2019, Endo International plc (the “Company,” “Endo,” or “we”) issued an earnings release announcing its financial results for the three and six months ended June 30, 2019 (the “Earnings Release”). A copy of the Earnings Release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
The Company utilizes certain financial measures that are not prescribed by or prepared in accordance with accounting principles generally accepted in the U.S. ("GAAP"). The Company utilizes these financial measures, commonly referred to as “non-GAAP,” because (i) they are used by the Company, along with financial measures in accordance with GAAP, to evaluate the Company's operating performance; (ii) the Company believes that they will be used by certain investors to measure the Company’s operating results; (iii) the Compensation Committee of the Company's Board of Directors uses adjusted diluted EPS and Adjusted EBITDA, or measures derived from such, in assessing the performance and compensation of substantially all of the Company's employees, including executive officers and (iv) the Company’s leverage ratio, as defined by the Company’s credit agreement, is calculated based on non-GAAP financial measures. The Company believes that presenting these non-GAAP measures provides useful information about the Company's performance across reporting periods on a consistent basis by excluding certain items, which may be favorable or unfavorable, pursuant to the procedure as described in the succeeding paragraph.
The initial identification and review of the non-GAAP adjustments necessary to arrive at these non-GAAP financial measures are performed by a team of finance professionals that include the Chief Accounting Officer and segment finance leaders in accordance with the Company’s Adjusted Income Statement Policy, which is reviewed and approved by the Company’s Audit Committee. Company tax professionals, including the Senior Vice President of Tax, review and determine the tax effect of adjusted pre-tax income at applicable tax rates and other tax adjustments as described below. Proposed adjustments, along with any items considered but excluded, are presented to the Chief Accounting Officer, Chief Executive Officer and/or the Chief Financial Officer for their consideration. In turn, the non-GAAP adjustments are presented to the Audit Committee on a quarterly basis as part of the Company’s standard procedures for preparation and review of the earnings release and other quarterly materials.
These non-GAAP measures should be considered supplemental to and not a substitute for financial information prepared in accordance with GAAP. The Company's definition of these non-GAAP measures may differ from similarly titled measures used by others. The definitions of the most commonly used non-GAAP financial measures are presented below:
Adjusted income from continuing operations
Adjusted income from continuing operations represents income (loss) from continuing operations, prepared in accordance with GAAP, adjusted for certain items. Adjustments to GAAP amounts may include, but are not limited to, certain upfront and milestone payments to partners; acquisition-related and integration items, including transaction costs and changes in the fair value of contingent consideration; cost reduction and integration-related initiatives such as separation benefits, retention payments, other exit costs and certain costs associated with integrating an acquired company’s operations; asset impairment charges; amortization of intangible assets; inventory step-up recorded as part of our acquisitions; litigation-related and other contingent matters; gains or losses from early termination of debt; gains or losses from the sales of businesses and other assets; foreign currency gains or losses on intercompany financing arrangements; and certain other items; further adjusted for the tax effect of adjusted pre-tax income at applicable tax rates and other tax adjustments as described below.
Adjusted diluted earnings per share from continuing operations and adjusted diluted weighted average shares
Adjusted diluted earnings per share from continuing operations represent adjusted income from continuing operations divided by the number of adjusted diluted weighted average shares.
Both GAAP and non-GAAP diluted per share data is computed based on weighted average shares outstanding and, if there is net income from continuing operations (rather than net loss) during the period, the dilutive impact of share equivalents outstanding during the period. Diluted weighted average shares outstanding and adjusted diluted weighted average shares outstanding are calculated on the same basis except for the net income or loss figure used in determining whether to include such dilutive impact.
Adjusted gross margin
Adjusted gross margin represents total revenues less cost of revenues, prepared in accordance with GAAP, adjusted for the items enumerated above under the heading "Adjusted income from continuing operations," to the extent such items relate to cost of revenues. Such items may include, but are not limited to, amortization of intangible assets and inventory step-up recorded as part of our acquisitions, certain excess inventory reserves resulting from restructuring initiatives and separation benefits.





Adjusted operating expenses
Adjusted operating expenses represent operating expenses, prepared in accordance with GAAP, adjusted for the items enumerated above under the heading "Adjusted income from continuing operations," to the extent such items relate to operating expenses. Such items may include, but are not limited to, certain upfront and milestone payments to partners; acquisition-related and integration items, including transaction costs and changes in the fair value of contingent consideration; cost reduction and integration-related initiatives such as separation benefits, retention payments, other exit costs and certain costs associated with integrating an acquired company’s operations; asset impairment charges; amortization of intangible assets; litigation-related and other contingent matters; and certain other items.
Adjusted interest expense
Adjusted interest expense represents interest expense, net, prepared in accordance with GAAP, adjusted for certain non-cash interest expense and penalty interest.
Adjusted income taxes
Adjusted income taxes are calculated by tax effecting adjusted pre-tax income and permanent book-tax differences at the applicable effective tax rate that will be determined by reference to statutory tax rates in the relevant jurisdictions in which the Company operates. Adjusted income taxes include current and deferred income tax expense commensurate with the non-GAAP measure of profitability. Adjustments are then made for certain items relating to prior years and for tax planning actions that are expected to be distortive to the underlying effective tax rate and trend in the effective tax rate. The most directly comparable GAAP financial measure for Adjusted income taxes is income tax expense (benefit), prepared in accordance with GAAP. The adjusted effective tax rate represents the rate generated when dividing adjusted income tax expense or benefit by the amount of adjusted pre-tax income.
EBITDA and Adjusted EBITDA
EBITDA represents net income (loss) before interest expense, net; income tax; depreciation; and amortization, each prepared in accordance with GAAP. Adjusted EBITDA further adjusts EBITDA by excluding other (income) expense, net; share-based compensation; certain upfront and milestone payments to partners; acquisition-related and integration items, including transaction costs and changes in the fair value of contingent consideration; cost reduction and integration-related initiatives such as separation benefits, retention payments, excess inventory reserves, other exit costs and certain costs associated with integrating an acquired company’s operations; asset impairment charges; inventory step-up recorded as part of our acquisitions; litigation-related and other contingent matters; gains or losses from early termination of debt; gains or losses from the sales of businesses and other assets; discontinued operations, net of tax; and certain other items.
Net Debt and Net Debt Leverage Ratio
Net debt is calculated as the aggregate carrying amount of debt outstanding less unrestricted cash and cash equivalents.
The net debt leverage ratio is calculated as net debt divided by adjusted EBITDA for the trailing twelve-month period.
Because adjusted financial measures exclude the effect of items that will increase or decrease the Company's reported results of operations, the Company strongly encourages investors to review the Company's consolidated financial statements and publicly filed reports in their entirety. Investors are also encouraged to review the reconciliation of the non-GAAP financial measures used in the Earnings Release to their most directly comparable GAAP financial measures as included in the Earnings Release. However, the Company does not provide reconciliations of projected non-GAAP financial measures to GAAP financial measures, nor does it provide comparable projected GAAP financial measures for such projected non-GAAP financial measures. The Company is unable to provide such reconciliations without unreasonable efforts due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations, including adjustments that could be made for asset impairments, contingent consideration adjustments, legal settlements, gain or loss on extinguishment of debt, adjustments to inventory and other charges reflected in the reconciliation of historic numbers, the amount of which could be significant.
The information in this Item 2.02 and in Exhibit 99.1 attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in this Item 2.02 and in Exhibit 99.1 attached hereto shall not be incorporated into any registration statement or other document filed by the Registrant with the U.S. Securities and Exchange Commission under the Securities Act of 1933, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.





Item 9.01.    Financial Statements and Exhibits.
(d)
Exhibits.
Number
Description
99.1





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 
 
ENDO INTERNATIONAL PLC
 
 
By:
/s/ Matthew J. Maletta
Name:
Matthew J. Maletta
Title:
Executive Vice President,
Chief Legal Officer
Dated: August 5, 2019


Ex 99.1 - 6.30.2019-Earnings Release

Exhibit 99.1
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=13042601&doc=3
ENDO REPORTS SECOND-QUARTER 2019 FINANCIAL RESULTS

— Operating Performance Led by Year-over-Year Double-Digit-Percentage Growth in Revenues of Sterile Injectables Segment and Specialty Products Portfolio of Branded Pharmaceuticals Segment —

— Endo Reaffirms Full-Year 2019 Financial Guidance —
DUBLIN, August 5, 2019 -- Endo International plc (NASDAQ: ENDP) today reported second-quarter 2019 financial results, including:
Revenues of $700 million, a decrease of 2 percent compared to second-quarter 2018 revenues of $715 million.
Branded Pharmaceuticals - Specialty Products revenues increased 17 percent to $124 million compared to second-quarter 2018 revenues of $106 million.
Sterile Injectables revenues increased 12 percent to $244 million compared to second-quarter 2018 revenues of $218 million.
Reported net loss from continuing operations of $98 million compared to second-quarter 2018 reported net loss from continuing operations of $52 million.
Reported diluted loss per share from continuing operations of $0.43 compared to second-quarter 2018 reported diluted loss per share from continuing operations of $0.23.
Adjusted income from continuing operations of $120 million compared to second-quarter 2018 adjusted income from continuing operations of $172 million.
Adjusted diluted earnings per share from continuing operations of $0.52 compared to second-quarter 2018 adjusted diluted earnings per share from continuing operations of $0.76.
Adjusted EBITDA of $307 million compared to second-quarter 2018 adjusted EBITDA of $351 million.

1


"I am pleased with our second-quarter 2019 operating performance, led by continued year-over-year double-digit percentage growth in revenues of our Sterile Injectables segment and in the Specialty Products portfolio of our Branded Pharmaceuticals segment. XIAFLEX® grew 18 percent in the quarter, reflecting continued demand growth as a result of successful commercial execution and promotional investment," said Paul Campanelli, President and Chief Executive Officer of Endo. "We are on target to meet our previously provided full-year financial guidance and remain highly focused on the continued execution of our multiyear turnaround plan in a challenging external environment."
FINANCIAL PERFORMANCE
(in thousands, except per share amounts)
 
Three Months Ended June 30,
 
 
 
Six Months Ended June 30,
 
 
 
2019
 
2018
 
Change
 
2019
 
2018
 
Change
Total Revenues, Net
$
699,727

 
$
714,696

 
(2
)%
 
$
1,420,138

 
$
1,415,223

 
 %
Reported Loss from Continuing Operations
$
(98,052
)
 
$
(52,479
)
 
87
 %
 
$
(110,664
)
 
$
(550,217
)
 
(80
)%
Reported Diluted Weighted Average Shares
226,221

 
223,834

 
1
 %
 
225,408

 
223,677

 
1
 %
Reported Diluted Loss per Share from Continuing Operations
$
(0.43
)
 
$
(0.23
)
 
87
 %
 
$
(0.49
)
 
$
(2.46
)
 
(80
)%
Adjusted Income from Continuing Operations
$
120,405

 
$
172,195

 
(30
)%
 
$
242,488

 
$
322,978

 
(25
)%
Adjusted Diluted Weighted Average Shares1
232,713

 
227,273

 
2
 %
 
232,174

 
226,114

 
3
 %
Adjusted Diluted Income per Share from Continuing Operations
$
0.52

 
$
0.76

 
(32
)%
 
$
1.04

 
$
1.43

 
(27
)%
__________
(1)
Diluted per share data is computed based on weighted average shares outstanding and, if there is income from continuing operations during the period, the dilutive impact of ordinary share equivalents outstanding during the period. In the case of Adjusted Diluted Weighted Average Shares, Adjusted Income from Continuing Operations is used in determining whether to include such dilutive impact.
CONSOLIDATED RESULTS
Total revenues were $700 million in second-quarter 2019 compared to $715 million during the same period in 2018. This decrease was primarily attributable to competitive pressures in the Generic Pharmaceuticals segment, the Established Products portfolio of the Branded Pharmaceuticals segment, and the International segment, partially offset by continued strong growth in the Sterile Injectables segment and the Specialty Products portfolio of the Branded Pharmaceuticals segment.

2


GAAP net loss from continuing operations in second-quarter 2019 was $98 million compared to GAAP net loss from continuing operations of $52 million during the same period in 2018. This result was primarily attributable to an increase in asset impairment charges and a decrease in gains on the sale of certain assets, partially offset by a decrease in research and development spending. GAAP diluted net loss per share from continuing operations in second-quarter 2019 was $0.43 compared to GAAP diluted net loss per share from continuing operations of $0.23 in second-quarter 2018.
Adjusted income from continuing operations in second-quarter 2019 was $120 million compared to $172 million in second-quarter 2018. This decrease was primarily attributable to lower adjusted gross margin in our Generic Pharmaceuticals segment due to a decline in revenue and an unfavorable change in product mix. Adjusted diluted income per share from continuing operations in second-quarter 2019 was $0.52 compared to $0.76 in second-quarter 2018.
BRANDED PHARMACEUTICALS
Second-quarter 2019 Branded Pharmaceuticals revenues were $209 million compared to $213 million in second-quarter 2018. This decrease was primarily attributable to ongoing generic competition in our Established Products portfolio, offset by continued strong growth of our Specialty Products portfolio.
Specialty Products revenues increased 17 percent to $124 million in second-quarter 2019 compared to second-quarter 2018, primarily driven by the continued strong performance of XIAFLEX®. Sales of XIAFLEX® increased 18 percent to $75 million compared to second-quarter 2018, primarily attributable to demand growth in both the Peyronie’s Disease and Dupuytren’s Contracture indications driven by continued commercial execution and investment in promotional activities.
With regards to Collagenase Clostridium Histolyticum (CCH) for the treatment of cellulite, Phase 3 data was presented in May at the American Society for Aesthetic Plastic Surgery Hot Topics session by clinical investigator Dr. Lawrence Bass. Additionally, Phase 2 and Phase 3 data was presented by multiple physicians, including clinical investigator Dr. Michael Gold, throughout the Vegas Cosmetic Surgery meeting held in June.

3


STERILE INJECTABLES
Second-quarter 2019 Sterile Injectables revenues were $244 million, an increase of 12 percent compared to second-quarter 2018. This increase reflects the third-quarter 2018 launch of ertapenem for injection, the authorized generic of INVANZ®, as well as the continued strong growth of VASOSTRICT® and ADRENALIN®. As anticipated, second-quarter 2019 Sterile Injectables revenue declined versus first-quarter 2019 primarily as a result of the non-recurrence of the first-quarter stocking benefit and the expected destocking in the second quarter.
GENERIC PHARMACEUTICALS
Second-quarter 2019 Generic Pharmaceuticals revenues were $218 million compared to $241 million in second-quarter 2018. This performance was primarily attributable to increased competitive pressure on certain generic products. Partially offsetting the decrease was the impact of certain 2018 product launches including, among others, colchicine tablets, the authorized generic of Colcrys®. During second-quarter 2019, the Generic Pharmaceuticals segment launched three products.
INTERNATIONAL PHARMACEUTICALS
Second-quarter 2019 International Pharmaceuticals revenues were $29 million, compared to $43 million in the same period in 2018.
2019 FINANCIAL GUIDANCE
For the twelve months ending December 31, 2019, at current exchange rates, Endo is reaffirming its previously provided guidance on revenue, adjusted diluted earnings per share from continuing operations and adjusted EBITDA from continuing operations. The Company estimates:
Total revenues to be between $2.76 billion and $2.96 billion;
Adjusted diluted earnings per share from continuing operations to be between $2.00 and $2.25; and
Adjusted EBITDA from continuing operations to be between $1.24 billion and $1.34 billion.
The Company’s 2019 non-GAAP financial guidance is based on the following assumptions:
Adjusted gross margin of approximately 65.0% to 66.0%;
Adjusted operating expenses as a percentage of revenues of approximately 24.5% to 25.0%;
Adjusted interest expense of approximately $550 million to $560 million;
Adjusted effective tax rate of approximately 17.5% to 18.5%; and
Adjusted diluted weighted average shares outstanding of approximately 234 million.

4


BALANCE SHEET, LIQUIDITY AND OTHER UPDATES
In June 2019, the Company borrowed $300.0 million under its existing $1,000.0 million revolving credit facility. The Company expects to use the proceeds from this borrowing for purposes consistent with the Company’s previously stated capital allocation priorities, including for general corporate purposes.
As of June 30, 2019, the Company had approximately $1.4 billion in unrestricted cash; debt of $8.4 billion; net debt of approximately $7.0 billion and a net debt to adjusted EBITDA ratio of 5.3.
Second-quarter 2019 cash provided by operating activities was $177 million, compared to $170 million of net cash provided by operating activities during second-quarter 2018.
CONFERENCE CALL INFORMATION
Endo will conduct a conference call with financial analysts to discuss this press release tomorrow at 7:30 a.m. ET. The dial-in number to access the call is U.S./Canada (866) 497-0462, International (678) 509-7598, and the passcode is 4344119. Please dial in 10 minutes prior to the scheduled start time.
A replay of the call will be available from August 6, 2019 at 10:30 a.m. ET until 10:30 a.m. ET on August 13, 2019 by dialing U.S./Canada (855) 859-2056, International (404) 537-3406, and entering the passcode 4344119.
A simultaneous webcast of the call can be accessed by visiting http://investor.endo.com/events-and-presentations. In addition, a replay of the webcast will be available on the Company website for one year following the event.

5


FINANCIAL SCHEDULES
The following table presents Endo's unaudited Total revenues, net for the three and six months ended June 30, 2019 and 2018 (dollars in thousands):
 
Three Months Ended June 30,
 
Percent Growth
 
Six Months Ended June 30,
 
Percent Growth
 
2019
 
2018
 
 
2019
 
2018
 
Branded Pharmaceuticals:
 
 
 
 
 
 
 
 
 
 
 
Specialty Products:


 


 


 
 
 
 
 
 
XIAFLEX®
$
74,855

 
$
63,500

 
18
 %
 
$
143,362

 
$
120,641

 
19
 %
SUPPRELIN® LA
23,714

 
19,963

 
19
 %
 
45,770

 
40,540

 
13
 %
Other Specialty (1)
25,524

 
22,585

 
13
 %
 
49,927

 
41,612

 
20
 %
Total Specialty Products
$
124,093

 
$
106,048

 
17
 %
 
$
239,059

 
$
202,793

 
18
 %
Established Products:


 


 


 
 
 
 
 
 
PERCOCET®
$
28,878

 
$
30,833

 
(6
)%
 
$
59,638

 
$
62,809

 
(5
)%
TESTOPEL®
11,780

 
13,844

 
(15
)%
 
27,594

 
29,014

 
(5
)%
Other Established (2)
44,262

 
61,912

 
(29
)%
 
86,247

 
118,256

 
(27
)%
Total Established Products
$
84,920

 
$
106,589

 
(20
)%
 
$
173,479

 
$
210,079

 
(17
)%
Total Branded Pharmaceuticals (3)
$
209,013

 
$
212,637

 
(2
)%
 
$
412,538

 
$
412,872

 
 %
Sterile Injectables:
 
 
 
 
 
 
 
 
 
 
 
VASOSTRICT®
$
116,026

 
$
106,329

 
9
 %
 
$
255,163

 
$
220,054

 
16
 %
ADRENALIN®
45,835

 
36,658

 
25
 %
 
93,157

 
66,398

 
40
 %
Ertapenem for injection
25,547

 

 
NM

 
57,766

 

 
NM

Other Sterile Injectables (4)
56,872

 
74,856

 
(24
)%
 
108,242

 
147,245

 
(26
)%
Total Sterile Injectables (3)
$
244,280

 
$
217,843

 
12
 %
 
$
514,328

 
$
433,697

 
19
 %
Total Generic Pharmaceuticals
$
217,784

 
$
241,236

 
(10
)%
 
$
436,310

 
$
490,476

 
(11
)%
Total International Pharmaceuticals
$
28,650

 
$
42,980

 
(33
)%
 
$
56,962

 
$
78,178

 
(27
)%
Total revenues, net
$
699,727

 
$
714,696

 
(2
)%
 
$
1,420,138

 
$
1,415,223

 
 %
__________
(1)
Products included within Other Specialty are NASCOBAL® Nasal Spray and AVEED®. Beginning with our first-quarter 2019 reporting, TESTOPEL®, which was previously included in Other Specialty, has been reclassified and is now included in the Established Products portfolio for all periods presented.
(2)
Products included within Other Established include, but are not limited to, LIDODERM®, VOLTAREN® Gel, EDEX®, FORTESTA® Gel, and TESTIM®, including the authorized generics of TESTIM® and FORTESTA® Gel.
(3)
Individual products presented above represent the top two performing products in each product category for either the three or six months ended June 30, 2019 and/or any product having revenues in excess of $25 million during any quarterly period in 2019 or 2018.
(4)
Products included within Other Sterile Injectables include, but are not limited to, APLISOL® and ephedrine sulfate injection.

6


The following table presents unaudited Condensed Consolidated Statement of Operations data for the three and six months ended June 30, 2019 and 2018 (in thousands, except per share data):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
TOTAL REVENUES, NET
$
699,727

 
$
714,696

 
$
1,420,138

 
$
1,415,223

COSTS AND EXPENSES:
 
 
 
 
 
 
 
Cost of revenues
388,208

 
381,905

 
780,117

 
785,503

Selling, general and administrative
152,297

 
148,157

 
303,420

 
314,824

Research and development
26,348

 
82,102

 
59,834

 
120,748

Litigation-related and other contingencies, net
10,315

 
19,620

 
10,321

 
17,120

Asset impairment charges
88,438

 
22,767

 
253,886

 
471,183

Acquisition-related and integration items
(5,507
)
 
5,161

 
(43,008
)
 
11,996

Interest expense, net
134,809

 
130,059

 
267,484

 
254,049

Gain on extinguishment of debt

 

 
(119,828
)
 

Other (income) expense, net
(597
)
 
(28,831
)
 
4,205

 
(31,709
)
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAX
$
(94,584
)
 
$
(46,244
)
 
$
(96,293
)
 
$
(528,491
)
INCOME TAX EXPENSE
3,468

 
6,235

 
14,371

 
21,726

LOSS FROM CONTINUING OPERATIONS
$
(98,052
)
 
$
(52,479
)
 
$
(110,664
)
 
$
(550,217
)
DISCONTINUED OPERATIONS, NET OF TAX
(7,953
)
 
(8,388
)
 
(13,914
)
 
(16,139
)
NET LOSS
$
(106,005
)
 
$
(60,867
)
 
$
(124,578
)
 
$
(566,356
)
NET LOSS PER SHARE—BASIC:
 
 
 
 
 
 
 
Continuing operations
$
(0.43
)
 
$
(0.23
)
 
$
(0.49
)
 
$
(2.46
)
Discontinued operations
(0.04
)
 
(0.04
)
 
(0.06
)
 
(0.07
)
Basic
$
(0.47
)
 
$
(0.27
)
 
$
(0.55
)
 
$
(2.53
)
NET LOSS PER SHARE—DILUTED:
 
 
 
 
 
 
 
Continuing operations
$
(0.43
)
 
$
(0.23
)
 
$
(0.49
)
 
$
(2.46
)
Discontinued operations
(0.04
)
 
(0.04
)
 
(0.06
)
 
(0.07
)
Diluted
$
(0.47
)
 
$
(0.27
)
 
$
(0.55
)
 
$
(2.53
)
WEIGHTED AVERAGE SHARES:
 
 
 
 
 
 
 
Basic
226,221

 
223,834

 
225,408

 
223,677

Diluted
226,221

 
223,834

 
225,408

 
223,677


7


The following table presents unaudited Condensed Consolidated Balance Sheet data at June 30, 2019 and December 31, 2018 (in thousands):
 
June 30, 2019
 
December 31, 2018
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash and cash equivalents
$
1,446,949

 
$
1,149,113

Restricted cash and cash equivalents
307,587

 
305,368

Accounts receivable
442,078

 
470,570

Inventories, net
335,890

 
322,179

Other current assets
222,548

 
95,920

Total current assets
$
2,755,052

 
$
2,343,150

TOTAL NON-CURRENT ASSETS
7,319,237

 
7,789,243

TOTAL ASSETS
$
10,074,289

 
$
10,132,393

LIABILITIES AND SHAREHOLDERS' DEFICIT
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable and accrued expenses, including legal settlement accruals
$
1,786,054

 
$
1,914,285

Other current liabilities
49,766

 
35,811

Total current liabilities
$
1,835,820

 
$
1,950,096

LONG-TERM DEBT, LESS CURRENT PORTION, NET
8,369,972

 
8,224,269

OTHER LIABILITIES
458,969

 
456,311

SHAREHOLDERS' DEFICIT
(590,472
)
 
(498,283
)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT
$
10,074,289

 
$
10,132,393


8


The following table presents unaudited Condensed Consolidated Statement of Cash Flow data for the six months ended June 30, 2019 and 2018 (in thousands):
 
Six Months Ended June 30,
 
2019

2018
OPERATING ACTIVITIES:
 
 
 
Net loss
$
(124,578
)
 
$
(566,356
)
Adjustments to reconcile Net loss to Net cash provided by operating activities:
 
 
 
Depreciation and amortization
320,788

 
379,646

Asset impairment charges
253,886

 
471,183

Other, including cash payments to claimants from Qualified Settlement Funds
(363,494
)
 
(65,341
)
Net cash provided by operating activities
$
86,602

 
$
219,132

INVESTING ACTIVITIES:
 
 
 
Purchases of property, plant and equipment, excluding capitalized interest
$
(23,632
)
 
$
(41,960
)
Proceeds from sale of business and other assets, net
2,594

 
37,971

Other
(1,278
)
 
(4,999
)
Net cash used in investing activities
$
(22,316
)
 
$
(8,988
)
FINANCING ACTIVITIES:
 
 
 
Proceeds from (payments on) borrowings, net
$
257,605

 
$
(19,650
)
Other
(22,676
)
 
(21,143
)
Net cash provided by (used in) financing activities
$
234,929

 
$
(40,793
)
Effect of foreign exchange rate
841

 
(1,010
)
NET INCREASE IN CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS
$
300,056

 
$
168,341

CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS, BEGINNING OF PERIOD
1,476,837

 
1,311,014

CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS, END OF PERIOD
$
1,776,893

 
$
1,479,355


9


SUPPLEMENTAL FINANCIAL INFORMATION
To supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses certain non-GAAP financial measures. For additional information on the Company's use of such non-GAAP financial measures, refer to Endo’s Current Report on Form 8-K furnished today to the U.S. Securities and Exchange Commission, which includes an explanation of the Company's reasons for using non-GAAP measures.
The tables below provide reconciliations of certain of our non-GAAP financial measures to their most directly comparable GAAP amounts. Refer to the "Notes to the Reconciliations of GAAP and Non-GAAP Financial Measures" section below for additional details regarding the adjustments to the non-GAAP financial measures detailed throughout this Supplemental Financial Information section.
Reconciliation of EBITDA and Adjusted EBITDA (non-GAAP)
The following table provides a reconciliation of Net loss (GAAP) to Adjusted EBITDA (non-GAAP) for the three and six months ended June 30, 2019 and 2018 (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019

2018
 
2019
 
2018
Net loss (GAAP)
$
(106,005
)
 
$
(60,867
)
 
$
(124,578
)
 
$
(566,356
)
Income tax expense
3,468

 
6,235

 
14,371

 
21,726

Interest expense, net
134,809

 
130,059

 
267,484

 
254,049

Depreciation and amortization (15)
158,055

 
170,011

 
320,788

 
344,469

EBITDA (non-GAAP)
$
190,327

 
$
245,438

 
$
478,065

 
$
53,888

 


 


 
 
 
 
Inventory step-up and other cost savings (2)
$

 
$
124

 
$

 
$
190

Upfront and milestone-related payments (3)
1,444

 
36,964

 
2,383

 
38,296

Inventory reserve increase from restructuring (4)

 
202

 

 
2,590

Separation benefits and other restructuring (5)
2,124

 
28,951

 
4,149

 
75,550

Certain litigation-related and other contingencies, net (6)
10,315

 
19,620

 
10,321

 
17,120

Asset impairment charges (7)
88,438

 
22,767

 
253,886

 
471,183

Acquisition-related and integration costs (8)

 
1,034

 

 
1,034

Fair value of contingent consideration (9)
(5,507
)
 
4,127

 
(43,008
)
 
10,962

Gain on extinguishment of debt (10)

 

 
(119,828
)
 

Share-based compensation
12,600

 
12,096

 
37,333

 
29,986

Other (income) expense, net (16)
(597
)
 
(28,831
)
 
4,205

 
(31,709
)
Other adjustments
3

 
(10
)
 
87

 
(708
)
Discontinued operations, net of tax (13)
7,953

 
8,388

 
13,914

 
16,139

Adjusted EBITDA (non-GAAP)
$
307,100

 
$
350,870

 
$
641,507

 
$
684,521


10


Reconciliation of Adjusted Income from Continuing Operations (non-GAAP)
The following table provides a reconciliation of our Loss from continuing operations (GAAP) to our Adjusted income from continuing operations (non-GAAP) for the three and six months ended June 30, 2019 and 2018 (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2019
 
2018
 
2019
 
2018
Loss from continuing operations (GAAP)
$
(98,052
)
 
$
(52,479
)
 
$
(110,664
)
 
$
(550,217
)
Non-GAAP adjustments:


 


 


 


Amortization of intangible assets (1)
140,418

 
153,215

 
286,017

 
310,387

Inventory step-up and other cost savings (2)

 
124

 

 
190

Upfront and milestone-related payments (3)
1,444

 
36,964

 
2,383

 
38,296

Inventory reserve increase from restructuring (4)

 
202

 

 
2,590

Separation benefits and other restructuring (5)
2,124

 
28,951

 
4,149

 
75,550

Certain litigation-related and other contingencies, net (6)
10,315

 
19,620

 
10,321

 
17,120

Asset impairment charges (7)
88,438

 
22,767

 
253,886

 
471,183

Acquisition-related and integration costs (8)

 
1,034

 

 
1,034

Fair value of contingent consideration (9)
(5,507
)
 
4,127

 
(43,008
)
 
10,962

Gain on extinguishment of debt (10)

 

 
(119,828
)
 

Other (11)
86

 
(28,007
)
 
1,620

 
(31,261
)
Tax adjustments (12)
(18,861
)
 
(14,323
)
 
(42,388
)
 
(22,856
)
Adjusted income from continuing operations (non-GAAP)
$
120,405

 
$
172,195

 
$
242,488

 
$
322,978


11


Reconciliation of Other Adjusted Income Statement Data (non-GAAP)
The following tables provide detailed reconciliations of various other income statement data between the GAAP and non-GAAP amounts for the three and six months ended June 30, 2019 and 2018 (in thousands, except per share data):
Three Months Ended June 30, 2019
 
Total revenues, net
 
Cost of revenues
 
Gross margin
 
Gross margin %
 
Total operating expenses
 
Operating expense to revenue %
 
Operating income from continuing operations
 
Operating margin %
 
Other non-operating expense, net
 
(Loss) income from continuing operations before income tax
 
Income tax expense
 
Effective tax rate
 
(Loss) income from continuing operations
 
Discontinued operations, net of tax
 
Net (loss) income
 
Diluted (loss) income per share from continuing operations (14)
Reported (GAAP)
$
699,727

 
$
388,208

 
$
311,519

 
44.5
%
 
$
271,891

 
38.9
%
 
$
39,628

 
5.7
%
 
$
134,212

 
$
(94,584
)
 
$
3,468

 
(3.7
)%
 
$
(98,052
)
 
$
(7,953
)
 
$
(106,005
)
 
$
(0.43
)
Items impacting comparability:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets (1)

 
(140,418
)
 
140,418

 
 
 

 
 
 
140,418

 
 
 

 
140,418

 

 
 
 
140,418

 

 
140,418

 


Upfront and milestone-related payments (3)

 
(739
)
 
739

 
 
 
(705
)
 
 
 
1,444

 
 
 

 
1,444

 

 
 
 
1,444

 

 
1,444

 


Separation benefits and other restructuring (5)

 

 

 
 
 
(2,124
)
 
 
 
2,124

 
 
 

 
2,124

 

 
 
 
2,124

 

 
2,124

 


Certain litigation-related and other contingencies, net (6)

 

 

 
 
 
(10,315
)
 
 
 
10,315

 
 
 

 
10,315

 

 
 
 
10,315

 

 
10,315

 


Asset impairment charges (7)

 

 

 
 
 
(88,438
)
 
 
 
88,438

 
 
 

 
88,438

 

 
 
 
88,438

 

 
88,438

 


Fair value of contingent consideration (9)

 

 

 
 
 
5,507

 
 
 
(5,507
)
 
 
 

 
(5,507
)
 

 
 
 
(5,507
)
 

 
(5,507
)
 


Other (11)

 

 

 
 
 
175

 
 
 
(175
)
 
 
 
(261
)
 
86

 

 
 
 
86

 

 
86

 


Tax adjustments (12)

 

 

 
 
 

 
 
 

 
 
 

 

 
18,861

 
 
 
(18,861
)
 

 
(18,861
)
 


Exclude discontinued operations, net of tax (13)

 

 

 
 
 

 
 
 

 
 
 

 

 

 
 
 

 
7,953

 
7,953

 


After considering items (non-GAAP)
$
699,727

 
$
247,051

 
$
452,676

 
64.7
%
 
$
175,991

 
25.2
%
 
$
276,685

 
39.5
%
 
$
133,951

 
$
142,734

 
$
22,329

 
15.6
 %
 
$
120,405

 
$

 
$
120,405

 
$
0.52

Three Months Ended June 30, 2018
 
Total revenues, net
 
Cost of revenues
 
Gross margin
 
Gross margin %
 
Total operating expenses
 
Operating expense to revenue %
 
Operating income from continuing operations
 
Operating margin %
 
Other non-operating expense, net
 
(Loss) income from continuing operations before income tax
 
Income tax expense
 
Effective tax rate
 
(Loss) income from continuing operations
 
Discontinued operations, net of tax
 
Net (loss) income
 
Diluted (loss) income per share from continuing operations (14)
Reported (GAAP)
$
714,696

 
$
381,905

 
$
332,791

 
46.6
%
 
$
277,807

 
38.9
%
 
$
54,984

 
7.7
%
 
$
101,228

 
$
(46,244
)
 
$
6,235

 
(13.5
)%
 
$
(52,479
)
 
$
(8,388
)
 
$
(60,867
)
 
$
(0.23
)
Items impacting comparability:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets (1)

 
(153,215
)
 
153,215

 
 
 

 
 
 
153,215

 
 
 

 
153,215

 

 
 
 
153,215

 

 
153,215

 


Inventory step-up and other cost savings (2)

 
(124
)
 
124

 
 
 

 
 
 
124

 
 
 

 
124

 

 
 
 
124

 

 
124

 


Upfront and milestone-related payments (3)

 
(694
)
 
694

 
 
 
(36,270
)
 
 
 
36,964

 
 
 

 
36,964

 

 
 
 
36,964

 

 
36,964

 


Inventory reserve increase from restructuring (4)

 
(202
)
 
202

 
 
 

 
 
 
202

 
 
 

 
202

 

 
 
 
202

 

 
202

 


Separation benefits and other restructuring (5)

 
(26,613
)
 
26,613

 
 
 
(2,338
)
 
 
 
28,951

 
 
 

 
28,951

 

 
 
 
28,951

 

 
28,951

 


Certain litigation-related and other contingencies, net (6)

 

 

 
 
 
(19,620
)
 
 
 
19,620

 
 
 

 
19,620

 

 
 
 
19,620

 

 
19,620

 


Asset impairment charges (7)

 

 

 
 
 
(22,767
)
 
 
 
22,767

 
 
 

 
22,767

 

 
 
 
22,767

 

 
22,767

 


Acquisition-related and integration costs (8)

 

 

 
 
 
(1,034
)
 
 
 
1,034

 
 
 

 
1,034

 

 
 
 
1,034

 

 
1,034

 


Fair value of contingent consideration (9)

 

 

 
 
 
(4,127
)
 
 
 
4,127

 
 
 

 
4,127

 

 
 
 
4,127

 

 
4,127

 


Other (11)

 

 

 
 
 

 
 
 

 
 
 
28,007

 
(28,007
)
 

 
 
 
(28,007
)
 

 
(28,007
)
 


Tax adjustments (12)

 

 

 
 
 

 
 
 

 
 
 

 

 
14,323

 
 
 
(14,323
)
 

 
(14,323
)
 


Exclude discontinued operations, net of tax (13)

 

 

 
 
 

 
 
 

 
 
 

 

 

 
 
 

 
8,388

 
8,388

 


After considering items (non-GAAP)
$
714,696

 
$
201,057

 
$
513,639

 
71.9
%
 
$
191,651

 
26.8
%
 
$
321,988

 
45.1
%
 
$
129,235

 
$
192,753

 
$
20,558

 
10.7
 %
 
$
172,195

 
$

 
$
172,195

 
$
0.76


12


Six Months Ended June 30, 2019
 
Total revenues, net
 
Cost of revenues
 
Gross margin
 
Gross margin %
 
Total operating expenses
 
Operating expense to revenue %
 
Operating income from continuing operations
 
Operating margin %
 
Other non-operating expense, net
 
(Loss) income from continuing operations before income tax
 
Income tax expense
 
Effective tax rate
 
(Loss) income from continuing operations
 
Discontinued operations, net of tax
 
Net (loss) income
 
Diluted (loss) income per share from continuing operations (14)
Reported (GAAP)
$
1,420,138

 
$
780,117

 
$
640,021

 
45.1
%
 
$
584,453

 
41.2
%
 
$
55,568

 
3.9
%
 
$
151,861

 
$
(96,293
)
 
$
14,371

 
(14.9
)%
 
$
(110,664
)
 
$
(13,914
)
 
$
(124,578
)
 
$
(0.49
)
Items impacting comparability:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets (1)

 
(286,017
)
 
286,017

 
 
 

 
 
 
286,017

 
 
 

 
286,017

 

 
 
 
286,017

 

 
286,017

 


Upfront and milestone-related payments (3)

 
(1,400
)
 
1,400

 
 
 
(983
)
 
 
 
2,383

 
 
 

 
2,383

 

 
 
 
2,383

 

 
2,383

 


Separation benefits and other restructuring (5)

 

 

 
 
 
(4,149
)
 
 
 
4,149

 
 
 

 
4,149

 

 
 
 
4,149

 

 
4,149

 


Certain litigation-related and other contingencies, net (6)

 

 

 
 
 
(10,321
)
 
 
 
10,321

 
 
 

 
10,321

 

 
 
 
10,321

 

 
10,321

 


Asset impairment charges (7)

 

 

 
 
 
(253,886
)
 
 
 
253,886

 
 
 

 
253,886

 

 
 
 
253,886

 

 
253,886

 


Fair value of contingent consideration (9)

 

 

 
 
 
43,008

 
 
 
(43,008
)
 
 
 

 
(43,008
)
 

 
 
 
(43,008
)
 

 
(43,008
)
 


Gain on extinguishment of debt (10)

 

 

 
 
 

 
 
 

 
 
 
119,828

 
(119,828
)
 

 
 
 
(119,828
)
 

 
(119,828
)
 


Other (11)

 

 

 
 
 
175

 
 
 
(175
)
 
 
 
(1,795
)
 
1,620

 

 
 
 
1,620

 

 
1,620

 


Tax adjustments (12)

 

 

 
 
 

 
 
 

 
 
 

 

 
42,388

 
 
 
(42,388
)
 

 
(42,388
)
 


Exclude discontinued operations, net of tax (13)

 

 

 
 
 

 
 
 

 
 
 

 

 

 
 
 

 
13,914

 
13,914

 


After considering items (non-GAAP)
$
1,420,138

 
$
492,700

 
$
927,438

 
65.3
%
 
$
358,297

 
25.2
%
 
$
569,141

 
40.1
%
 
$
269,894

 
$
299,247

 
$
56,759

 
19.0
 %
 
$
242,488

 
$

 
$
242,488

 
$
1.04

Six Months Ended June 30, 2018
 
Total revenues, net
 
Cost of revenues
 
Gross margin
 
Gross margin %
 
Total operating expenses
 
Operating expense to revenue %
 
Operating (loss) income from continuing operations
 
Operating margin %
 
Other non-operating expense, net
 
(Loss) income from continuing operations before income tax
 
Income tax expense
 
Effective tax rate
 
(Loss) income from continuing operations
 
Discontinued operations, net of tax
 
Net (loss) income
 
Diluted (loss) income per share from continuing operations (14)
Reported (GAAP)
$
1,415,223

 
$
785,503

 
$
629,720

 
44.5
%
 
$
935,871

 
66.1
%
 
$
(306,151
)
 
(21.6
)%
 
$
222,340

 
$
(528,491
)
 
$
21,726

 
(4.1
)%
 
$
(550,217
)
 
$
(16,139
)
 
$
(566,356
)
 
$
(2.46
)
Items impacting comparability:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets (1)

 
(310,387
)
 
310,387

 
 
 

 
 
 
310,387

 
 
 

 
310,387

 

 
 
 
310,387

 

 
310,387

 


Inventory step-up and other cost savings (2)

 
(190
)
 
190

 
 
 

 
 
 
190

 
 
 

 
190

 

 
 
 
190

 

 
190

 


Upfront and milestone-related payments (3)

 
(1,350
)
 
1,350

 
 
 
(36,946
)
 
 
 
38,296

 
 
 

 
38,296

 

 
 
 
38,296

 

 
38,296

 


Inventory reserve increase from restructuring (4)

 
(2,590
)
 
2,590

 
 
 

 
 
 
2,590

 
 
 

 
2,590

 

 
 
 
2,590

 

 
2,590

 


Separation benefits and other restructuring (5)

 
(53,831
)
 
53,831

 
 
 
(21,719
)
 
 
 
75,550

 
 
 

 
75,550

 

 
 
 
75,550

 

 
75,550

 


Certain litigation-related and other contingencies, net (6)

 

 

 
 
 
(17,120
)
 
 
 
17,120

 
 
 

 
17,120

 

 
 
 
17,120

 

 
17,120

 


Asset impairment charges (7)

 

 

 
 
 
(471,183
)