Henry Schein Reports Solid Second-Quarter 2023 Financial Results and Affirms Full-year Guidance
- Achieved internal sales growth of 3.3% in local currencies, excluding sales of PPE products and COVID-19 test kits, driven by strength in the North American dental businesses
- Second-quarter financial results with GAAP diluted EPS of
$1.06 , and non-GAAP diluted EPS of$1.31 , reflecting solid core business growth offset by continued lower contributions from PPE products and COVID-19 test kit sales - Affirms 2023 non-GAAP diluted EPS guidance of
$5.18 to$5.35
“Today we are reporting solid results for the second quarter driven by our
Second-Quarter Financial Results
- Total net sales for the quarter were
$3.1 billion , an increase of 2.3% compared with the second quarter of 2022. The 2.3% increase included a 0.2% decrease in local currencies excluding acquisitions, 2.9% growth from acquisitions, and a 0.4% decrease related to foreign currency exchange1. Sales of PPE products and COVID-19 test kits in the quarter were$163 million , a decrease of$96 million versus the prior-year period. When excluding sales of PPE products and COVID-19 test kits, second-quarter internal sales growth in local currencies was 3.3% compared with the prior-year period. - GAAP net income for the quarter was
$140 million , or$1.06 per diluted share, compared with second-quarter 2022 GAAP net income of$160 million , or$1.16 per diluted share. - Non-GAAP net income for the quarter was
$173 million , or$1.31 per diluted share, compared with second-quarter 2022 non-GAAP net income of$179 million , or$1.30 per diluted share2,4 and excludes restructuring expenses of$18 million , or$0.10 per diluted share, and amortization expense of acquired intangible assets of$34 million , or$0.15 per diluted share.- Second-quarter 2023 GAAP and non-GAAP diluted EPS was impacted by a decreased contribution from lower PPE and COVID-19 test kit sales estimated to be
$0.08 per diluted share relative to the prior-year period. - The Company’s accelerated progress in implementing the 2022-2024 BOLD+1 Strategic Plan, including increased capital deployment for acquisitions, has affected quarterly financial results more than in previous years. The second quarter 2023 GAAP and non-GAAP diluted EPS included high acquisition activity that resulted in high acquisition expenses, which were offset by acquisition-related fair value adjustments, including a related remeasurement gain resulting from the purchase of a controlling interest of a previously held equity investment, as illustrated in Exhibit C3.
- Second-quarter 2023 GAAP and non-GAAP diluted EPS was impacted by a decreased contribution from lower PPE and COVID-19 test kit sales estimated to be
- Global Dental sales were
$2.0 billion for the quarter, an increase of 5.6% compared with the prior-year period, driven by theNorth America dental businesses, reflecting increasing patient traffic, and dental practitioners’ continued investment in technology and equipment. Internally generated sales increased 2.0% in local currencies and acquisitions contributed 4.2% growth. This growth was offset by a 0.6% decrease related to foreign currency exchange1. The 2.0% internal sales increase in local currencies reflects a 2.1% increase inNorth America and 1.8% growth internationally.- Global Dental consumable merchandise internal sales increased by 0.7% in local currencies. Excluding sales of PPE products, internal sales growth increased 2.8% in local currencies.
- Global Dental equipment internal sales increased by 6.4% in local currencies, with continued strong growth in traditional equipment sales and digital equipment sales returning to growth.
- Global Medical sales were
$1.0 billion for the quarter, a decrease of 4.6% compared with the prior-year period. Internally generated sales decreased 5.3% in local currencies, acquisitions contributed 0.8% growth, and foreign currency exchange resulted in a decrease of 0.1%1. Internal sales increased 2.0% in local currencies when excluding sales of PPE products and COVID-19 test kits and were impacted by lower flu cases versus the prior year which resulted in lower point-of-care diagnostic test and related product sales. - Global Technology and Value-Added Services sales were
$193 million for the quarter, an increase of 6.7% compared with the prior-year period, driven by the strength ofHenry Schein One . This included 5.5% internal sales growth in local currencies and 1.5% growth from acquisitions, offset by a 0.3% decrease related to foreign currency exchange1. Growth continued to be driven by Dentrix Ascend and Dentally cloud-based solutions, and by revenue cycle management solutions driven by a higher volume of e-claims.
Year-to-Date Financial Results
- Total net sales for the first half of 2023 were
$6.2 billion , a decrease of 0.8% compared with the first half of 2022. The 0.8% decrease included a 2.0% internal decrease in local currencies, 2.2% growth from acquisitions, and a 1.0% decrease related to foreign currency exchange. First-half internal sales growth in local currencies excluding sales of PPE and COVID-19 related products was 4.8% compared with the prior year. - GAAP net income for the first half of 2023 was
$261 million , or$1.97 per diluted share, compared with first half 2022 GAAP net income of$341 million , or$2.46 per diluted share. - Non-GAAP net income for the first half of 2023 was
$334 million , or$2.52 per diluted share, compared with first half 2022 non-GAAP net income of$380 million , or$2.74 per diluted share2,4.- Year-to-date 2023 GAAP and non-GAAP diluted EPS included high acquisition expenses, which were offset by acquisition-related fair value adjustments, including a related remeasurement gain resulting from the purchase of a controlling interest of a previously held equity investment, as illustrated in Exhibit C3.
Capital Deployment
To accelerate the implementation of its 2022-2024 BOLD+1 Strategic Plan, the Company invested
Also, during the second quarter of 2023 the Company repurchased approximately 638,000 shares of its common stock at an average price of
In
2023 Financial Guidance
Guidance for 2023 is for current continuing operations as well as announced acquisitions and does not include the impact of future share repurchases, potential future acquisitions, restructuring and integration expenses, and amortization expense of acquired intangible assets. This guidance also assumes that foreign currency exchange rates remain generally consistent with current levels and that end markets remain consistent with current market conditions.
- 2023 sales growth is expected to be approximately 1% to 3% over 2022, unchanged from prior guidance.
- 2023 sales of PPE products are now expected to decrease about 25% to 30%, versus prior guidance of a decrease of approximately 20% to 25%.
- 2023 sales of COVID-19 test kits are now expected to decrease by approximately 70% to 80%, versus prior guidance of a decrease of approximately 65% to 70%.
- 2023 non-GAAP operating margin is expected to be 10 to 15 basis points below 2022 non-GAAP operating margin of 8.2%, largely a result of lower PPE products and COVID-19 test kit sales and profits. 2023 guidance reflects high single-digit to low double-digit growth in non-GAAP operating income over 2022 when excluding the contribution from PPE products and COVID-19 test kits.
- 2023 non-GAAP diluted EPS3:
- Remains unchanged at
$5.18 to$5.35 , which is -4% to -1% compared with 2022 non-GAAP diluted EPS of$5.38 , and includes the previously announced$0.05 to$0.10 dilution from 2023 acquisitions, which is consistent with our prior guidance, and has been updated to include second quarter results and the impact of all acquisitions that have been announced so far this year. The net impact of acquisition expenses and acquisition-related fair value adjustments, including a related remeasurement gain resulting from the purchase of a controlling interest of a previously held equity investment, is expected to be insignificant for 2023, and has also been included in this guidance. - The impact on 2023 non-GAAP diluted EPS from lower contributions to earnings from sales of PPE products and COVID-19 test kits is estimated to be
$0.35 to$0.40 , unchanged from prior guidance.
- Remains unchanged at
- The Company expects year-over-year growth in diluted EPS to be higher in the fourth quarter than in the third quarter.
Adjustments to 2023 GAAP Diluted EPS
The Company is providing guidance for 2023 diluted EPS on a non-GAAP basis, as noted above. The Company is not providing a reconciliation of its 2023 non-GAAP guidance to its projected 2023 diluted EPS prepared on a GAAP basis. This is because the Company is unable to provide without unreasonable effort an estimate of integration and restructuring costs related to an ongoing initiative to drive operating efficiencies, including the corresponding tax effect that will be included in the Company’s 2023 diluted EPS prepared on a GAAP basis. The inability to provide this reconciliation is due to the uncertainty and inherent difficulty of predicting the occurrence, magnitude, financial impact and timing of related costs.
Management does not believe these items are representative of the Company’s underlying business performance. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results.
1 See Exhibit A for details of sales growth. |
2 See Exhibit B for a reconciliation of GAAP net income and diluted EPS to non-GAAP net income and diluted EPS. |
3 See Exhibit C for details of acquisition expense and acquisition-related adjustments. |
4 Reference to diluted EPS refers to diluted EPS attributable to |
Second-Quarter 2023 Conference Call Webcast
The Company will hold a conference call to discuss second-quarter 2023 financial results today, beginning at
The Company will be posting slides that provide a summary of its second-quarter 2023 financial results on its website at https://www.henryschein.com/us-en/Corporate/investor-presentations.aspx
About
Henry Schein operates through a centralized and automated distribution network, with a selection of more than 300,000 branded products and Henry Schein corporate brand products in our distribution centers.
A FORTUNE 500 Company and a member of the S&P 500® index, Henry Schein is headquartered in
For more information, visit Henry Schein at www.henryschein.com, Facebook.com/HenrySchein, Instagram.com/HenrySchein, and Twitter.com/HenrySchein.
Cautionary Note Regarding Forward-Looking Statements and Use of Non-GAAP Financial Information
In accordance with the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995, we provide the following cautionary remarks regarding important factors that, among others, could cause future results to differ materially from the forward-looking statements, expectations and assumptions expressed or implied herein. All forward-looking statements made by us are subject to risks and uncertainties and are not guarantees of future performance. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These statements include EPS guidance and are generally identified by the use of such terms as “may,” “could,” “expect,” “intend,” “believe,” “plan,” “estimate,” “forecast,” “project,” “anticipate,” “to be,” “to make” or other comparable terms. A fuller discussion of our operations, financial condition and status of litigation matters, including factors that may affect our business and future prospects, is contained in documents we have filed with the
Risk factors and uncertainties that could cause actual results to differ materially from current and historical results include, but are not limited to: risks associated with COVID-19 and any variants thereof, as well as other disease outbreaks, epidemics, pandemics, or similar wide-spread public health concerns and other natural disasters; our dependence on third parties for the manufacture and supply of our products; our ability to develop or acquire and maintain and protect new products (particularly technology products) and technologies that achieve market acceptance with acceptable margins; transitional challenges associated with acquisitions, dispositions and joint ventures, including the failure to achieve anticipated synergies/benefits; legal, regulatory, compliance, cybersecurity, financial and tax risks associated with acquisitions, dispositions and joint ventures; certain provisions in our governing documents that may discourage third-party acquisitions of us; adverse changes in supplier rebates or other purchasing incentives; risks related to the sale of corporate brand products; effects of a highly competitive (including, without limitation, competition from third-party online commerce sites) and consolidating market; the repeal or judicial prohibition on implementation of the Affordable Care Act; changes in the health care industry; risks from expansion of customer purchasing power and multi-tiered costing structures; increases in shipping costs for our products or other service issues with our third-party shippers; general global and domestic macroeconomic and political conditions, including inflation, deflation, recession, fluctuations in energy pricing and the value of the
We caution that these factors may not be exhaustive and that many of these factors are beyond our ability to control or predict. Accordingly, any forward-looking statements contained herein should not be relied upon as a prediction of actual results. We undertake no duty and have no obligation to update forward-looking statements except as required by law.
Included within the press release are non-GAAP financial measures that supplement the Company’s Consolidated Statements of Income prepared under generally accepted accounting principles (GAAP). These non-GAAP financial measures adjust the Company’s actual results prepared under GAAP to exclude certain items. In the schedules attached to the press release, the non-GAAP measures have been reconciled to and should be considered together with the Consolidated Statements of Income. Management believes that non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance and allow for greater transparency with respect to key metrics used by management in operating our business. The impact of certain items that are excluded include integration and restructuring costs, and amortization of acquisition-related assets, because the amount and timing of such charges are significantly impacted by the timing, size, number and nature of the acquisitions we consummate and occur on an unpredictable basis. These non-GAAP financial measures are presented solely for informational and comparative purposes and should not be regarded as a replacement for corresponding, similarly captioned, GAAP measures.
(TABLES TO FOLLOW)
|
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME |
|||||||||||||||||
(in millions, except share and per share data) |
|||||||||||||||||
(unaudited) |
|||||||||||||||||
|
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net sales |
|
|
$ |
3,100 |
|
|
$ |
3,030 |
|
|
$ |
6,160 |
|
|
$ |
6,209 |
|
Cost of sales |
|
|
|
2,125 |
|
|
|
2,085 |
|
|
|
4,219 |
|
|
|
4,291 |
|
Gross profit |
|
|
|
975 |
|
|
|
945 |
|
|
|
1,941 |
|
|
|
1,918 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative |
|
|
|
707 |
|
|
|
680 |
|
|
|
1,424 |
|
|
|
1,362 |
|
Depreciation and amortization |
|
|
|
49 |
|
|
|
45 |
|
|
|
93 |
|
|
|
92 |
|
Restructuring costs |
|
|
|
18 |
|
|
|
- |
|
|
|
48 |
|
|
|
- |
|
Operating income |
|
|
|
201 |
|
|
|
220 |
|
|
|
376 |
|
|
|
464 |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
||||||||
Interest income |
|
|
|
3 |
|
|
|
2 |
|
|
|
6 |
|
|
|
4 |
|
Interest expense |
|
|
|
(19 |
) |
|
|
(8 |
) |
|
|
(33 |
) |
|
|
(15 |
) |
Other, net |
|
|
|
1 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Income before taxes, equity in earnings of affiliates and noncontrolling interests |
|
|
|
186 |
|
|
|
214 |
|
|
|
349 |
|
|
|
453 |
|
Income taxes |
|
|
|
(41 |
) |
|
|
(52 |
) |
|
|
(80 |
) |
|
|
(109 |
) |
Equity in earnings of affiliates |
|
|
|
3 |
|
|
|
5 |
|
|
|
7 |
|
|
|
9 |
|
Net income |
|
|
|
148 |
|
|
|
167 |
|
|
|
276 |
|
|
|
353 |
|
Less: Net income attributable to noncontrolling interests |
|
|
|
(8 |
) |
|
|
(7 |
) |
|
|
(15 |
) |
|
|
(12 |
) |
Net income attributable to |
|
|
$ |
140 |
|
|
$ |
160 |
|
|
$ |
261 |
|
|
$ |
341 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share attributable to |
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
$ |
1.07 |
|
|
$ |
1.17 |
|
|
$ |
1.99 |
|
|
$ |
2.49 |
|
Diluted |
|
|
$ |
1.06 |
|
|
$ |
1.16 |
|
|
$ |
1.97 |
|
|
$ |
2.46 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding: |
|
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
|
130,905,899 |
|
|
|
137,350,488 |
|
|
|
131,136,450 |
|
|
|
137,323,076 |
|
Diluted |
|
|
|
131,873,174 |
|
|
|
138,869,064 |
|
|
|
132,465,749 |
|
|
|
139,055,205 |
|
|
|
|
|
|
|
|
|
|
|
||||||||
Note: Certain prior period amounts have been reclassified to conform to the current period presentation. |
CONDENSED CONSOLIDATED BALANCE SHEETS (in millions, except share data) |
||||||||
|
|
|
||||||
|
|
|
|
|
||||
|
|
2023 |
|
|
2022 |
|
||
|
|
(unaudited) |
|
|
|
|||
ASSETS |
|
|
|
|
|
|
||
Current assets: |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
137 |
|
|
$ |
117 |
|
Accounts receivable, net of allowance for credit losses of |
|
|
1,468 |
|
|
|
1,442 |
|
Inventories, net |
|
|
1,843 |
|
|
|
1,963 |
|
Prepaid expenses and other |
|
|
463 |
|
|
|
466 |
|
Total current assets |
|
|
3,911 |
|
|
|
3,988 |
|
Property and equipment, net |
|
|
439 |
|
|
|
383 |
|
Operating lease right-of-use assets |
|
|
290 |
|
|
|
284 |
|
|
|
|
3,335 |
|
|
|
2,893 |
|
Other intangibles, net |
|
|
678 |
|
|
|
587 |
|
Investments and other |
|
|
493 |
|
|
|
472 |
|
Total assets |
|
$ |
9,146 |
|
|
$ |
8,607 |
|
|
|
|
|
|
|
|
||
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
817 |
|
|
$ |
1,004 |
|
Bank credit lines |
|
|
325 |
|
|
|
103 |
|
Current maturities of long-term debt |
|
|
66 |
|
|
|
6 |
|
Operating lease liabilities |
|
|
74 |
|
|
|
73 |
|
Accrued expenses: |
|
|
|
|
|
|
||
Payroll and related |
|
|
275 |
|
|
|
314 |
|
Taxes |
|
|
129 |
|
|
|
132 |
|
Other |
|
|
590 |
|
|
|
592 |
|
Total current liabilities |
|
|
2,276 |
|
|
|
2,224 |
|
Long-term debt |
|
|
1,133 |
|
|
|
1,040 |
|
Deferred income taxes |
|
|
50 |
|
|
|
36 |
|
Operating lease liabilities |
|
|
284 |
|
|
|
275 |
|
Other liabilities |
|
|
397 |
|
|
|
361 |
|
Total liabilities |
|
|
4,140 |
|
|
|
3,936 |
|
|
|
|
|
|
|
|
||
Redeemable noncontrolling interests |
|
|
820 |
|
|
|
576 |
|
Commitments and contingencies |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Stockholders' equity: |
|
|
|
|
|
|
||
Preferred stock, |
|
|
- |
|
|
|
- |
|
Common stock, |
|
|
1 |
|
|
|
1 |
|
Additional paid-in capital |
|
|
- |
|
|
|
- |
|
Retained earnings |
|
|
3,769 |
|
|
|
3,678 |
|
Accumulated other comprehensive loss |
|
|
(210 |
) |
|
|
(233 |
) |
|
|
|
3,560 |
|
|
|
3,446 |
|
Noncontrolling interests |
|
|
626 |
|
|
|
649 |
|
Total stockholders' equity |
|
|
4,186 |
|
|
|
4,095 |
|
Total liabilities, redeemable noncontrolling interests and stockholders' equity |
|
$ |
9,146 |
|
|
$ |
8,607 |
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in millions) (unaudited) |
||||||||||||||||
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
148 |
|
|
$ |
167 |
|
|
$ |
276 |
|
|
$ |
353 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization |
|
|
59 |
|
|
|
53 |
|
|
|
111 |
|
|
|
108 |
|
Non-cash restructuring charges |
|
|
3 |
|
|
|
- |
|
|
|
10 |
|
|
|
- |
|
Stock-based compensation expense |
|
|
14 |
|
|
|
15 |
|
|
|
24 |
|
|
|
27 |
|
Provision for (benefit from) losses on trade and other accounts receivable |
|
|
1 |
|
|
|
(1 |
) |
|
|
2 |
|
|
|
- |
|
Benefit from deferred income taxes |
|
|
(5 |
) |
|
|
(12 |
) |
|
|
(3 |
) |
|
|
(15 |
) |
Equity in earnings of affiliates |
|
|
(3 |
) |
|
|
(5 |
) |
|
|
(7 |
) |
|
|
(9 |
) |
Distributions from equity affiliates |
|
|
7 |
|
|
|
6 |
|
|
|
9 |
|
|
|
10 |
|
Changes in unrecognized tax benefits |
|
|
2 |
|
|
|
(5 |
) |
|
|
3 |
|
|
|
(1 |
) |
Other |
|
|
(8 |
) |
|
|
(6 |
) |
|
|
(9 |
) |
|
|
(13 |
) |
Changes in operating assets and liabilities, net of acquisitions: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Accounts receivable |
|
|
38 |
|
|
|
5 |
|
|
|
18 |
|
|
|
21 |
|
Inventories |
|
|
100 |
|
|
|
13 |
|
|
|
163 |
|
|
|
4 |
|
Other current assets |
|
|
(30 |
) |
|
|
(63 |
) |
|
|
(1 |
) |
|
|
(37 |
) |
Accounts payable and accrued expenses |
|
|
(52 |
) |
|
|
(10 |
) |
|
|
(295 |
) |
|
|
(198 |
) |
Net cash provided by operating activities |
|
|
274 |
|
|
|
157 |
|
|
|
301 |
|
|
|
250 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Purchases of fixed assets |
|
|
(37 |
) |
|
|
(24 |
) |
|
|
(68 |
) |
|
|
(43 |
) |
Payments related to equity investments and business acquisitions, net of cash acquired |
|
|
(250 |
) |
|
|
(2 |
) |
|
|
(251 |
) |
|
|
(7 |
) |
Proceeds from loan to affiliate |
|
|
1 |
|
|
|
2 |
|
|
|
3 |
|
|
|
6 |
|
Other |
|
|
(15 |
) |
|
|
(8 |
) |
|
|
(24 |
) |
|
|
(15 |
) |
Net cash used in investing activities |
|
|
(301 |
) |
|
|
(32 |
) |
|
|
(340 |
) |
|
|
(59 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net change in bank borrowings |
|
|
86 |
|
|
|
- |
|
|
|
218 |
|
|
|
30 |
|
Proceeds from issuance of long-term debt |
|
|
377 |
|
|
|
- |
|
|
|
408 |
|
|
|
- |
|
Principal payments for long-term debt |
|
|
(365 |
) |
|
|
(4 |
) |
|
|
(366 |
) |
|
|
(57 |
) |
Proceeds from issuance of stock upon exercise of stock options |
|
|
- |
|
|
|
- |
|
|
|
1 |
|
|
|
2 |
|
Payments for repurchases and retirement of common stock |
|
|
(50 |
) |
|
|
(110 |
) |
|
|
(150 |
) |
|
|
(110 |
) |
Payments for taxes related to shares withheld for employee taxes |
|
|
(3 |
) |
|
|
(3 |
) |
|
|
(33 |
) |
|
|
(29 |
) |
Distributions to noncontrolling shareholders |
|
|
(2 |
) |
|
|
(7 |
) |
|
|
(6 |
) |
|
|
(12 |
) |
Acquisitions of noncontrolling interests in subsidiaries |
|
|
(5 |
) |
|
|
(9 |
) |
|
|
(13 |
) |
|
|
(19 |
) |
Net cash provided by (used in) financing activities |
|
|
38 |
|
|
|
(133 |
) |
|
|
59 |
|
|
|
(195 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of exchange rate changes on cash and cash equivalents |
|
|
- |
|
|
|
(10 |
) |
|
|
- |
|
|
|
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net change in cash and cash equivalents |
|
|
11 |
|
|
|
(18 |
) |
|
|
20 |
|
|
|
(10 |
) |
Cash and cash equivalents, beginning of period |
|
|
126 |
|
|
|
126 |
|
|
|
117 |
|
|
|
118 |
|
Cash and cash equivalents, end of period |
|
$ |
137 |
|
|
$ |
108 |
|
|
$ |
137 |
|
|
$ |
108 |
|
Exhibit A – Second Quarter Sales | ||||||||||||||||||||
|
||||||||||||||||||||
2023 Second Quarter |
||||||||||||||||||||
Sales Summary |
||||||||||||||||||||
(in millions) |
||||||||||||||||||||
(unaudited) |
||||||||||||||||||||
Q2 2023 over Q2 2022 |
||||||||||||||||||||
|
||||||||||||||||||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
Global |
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
Dental Merchandise |
$ |
1,514 |
|
$ |
1,442 |
|
0.7 |
% |
|
4.8 |
% |
|
5.5 |
% |
|
-0.6 |
% |
|
4.9 |
% |
Dental Equipment |
|
443 |
|
|
411 |
|
6.4 |
% |
|
2.0 |
% |
|
8.4 |
% |
|
-0.4 |
% |
|
8.0 |
% |
Total Dental |
|
1,957 |
|
|
1,853 |
|
2.0 |
% |
|
4.2 |
% |
|
6.2 |
% |
|
-0.6 |
% |
|
5.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
950 |
|
|
996 |
|
-5.3 |
% |
|
0.8 |
% |
|
-4.5 |
% |
|
-0.1 |
% |
|
-4.6 |
% |
Total Health Care Distribution |
|
2,907 |
|
|
2,849 |
|
-0.6 |
% |
|
3.0 |
% |
|
2.4 |
% |
|
-0.3 |
% |
|
2.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
193 |
|
|
181 |
|
5.5 |
% |
|
1.5 |
% |
|
7.0 |
% |
|
-0.3 |
% |
|
6.7 |
% |
Total Global |
$ |
3,100 |
|
$ |
3,030 |
|
-0.2 |
% |
|
2.9 |
% |
|
2.7 |
% |
|
-0.4 |
% |
|
2.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
|
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dental Merchandise |
$ |
897 |
|
$ |
881 |
|
0.0 |
% |
|
2.3 |
% |
|
2.3 |
% |
|
-0.5 |
% |
|
1.8 |
% |
Dental Equipment |
|
272 |
|
|
243 |
|
9.8 |
% |
|
3.3 |
% |
|
13.1 |
% |
|
-0.8 |
% |
|
12.3 |
% |
Total Dental |
|
1,169 |
|
|
1,124 |
|
2.1 |
% |
|
2.5 |
% |
|
4.6 |
% |
|
-0.5 |
% |
|
4.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
925 |
|
|
977 |
|
-5.3 |
% |
|
0.0 |
% |
|
-5.3 |
% |
|
0.0 |
% |
|
-5.3 |
% |
Total Health Care Distribution |
|
2,094 |
|
|
2,101 |
|
-1.4 |
% |
|
1.4 |
% |
|
0.0 |
% |
|
-0.3 |
% |
|
-0.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
168 |
|
|
158 |
|
4.5 |
% |
|
1.7 |
% |
|
6.2 |
% |
|
-0.2 |
% |
|
6.0 |
% |
|
$ |
2,262 |
|
$ |
2,259 |
|
-0.9 |
% |
|
1.3 |
% |
|
0.4 |
% |
|
-0.2 |
% |
|
0.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
International |
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dental Merchandise |
$ |
617 |
|
$ |
561 |
|
1.9 |
% |
|
8.7 |
% |
|
10.6 |
% |
|
-0.7 |
% |
|
9.9 |
% |
Dental Equipment |
|
171 |
|
|
168 |
|
1.6 |
% |
|
0.0 |
% |
|
1.6 |
% |
|
0.1 |
% |
|
1.7 |
% |
Total Dental |
|
788 |
|
|
729 |
|
1.8 |
% |
|
6.7 |
% |
|
8.5 |
% |
|
-0.5 |
% |
|
8.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
25 |
|
|
19 |
|
-5.4 |
% |
|
40.6 |
% |
|
35.2 |
% |
|
-1.5 |
% |
|
33.7 |
% |
Total Health Care Distribution |
|
813 |
|
|
748 |
|
1.7 |
% |
|
7.5 |
% |
|
9.2 |
% |
|
-0.6 |
% |
|
8.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
25 |
|
|
23 |
|
12.7 |
% |
|
0.0 |
% |
|
12.7 |
% |
|
-1.7 |
% |
|
11.0 |
% |
|
$ |
838 |
|
$ |
771 |
|
2.0 |
% |
|
7.3 |
% |
|
9.3 |
% |
|
-0.6 |
% |
|
8.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Note: Certain prior period amounts have been reclassified to conform to the current period presentation. |
Exhibit A – Year-to-Date Sales |
||||||||||||||||||||
|
||||||||||||||||||||
2023 Second Quarter Year-to-Date |
||||||||||||||||||||
Sales Summary |
||||||||||||||||||||
(in millions) |
||||||||||||||||||||
(unaudited) |
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Q2 2023 Year-to Date over Q2 2022 Year-to-Date |
||||||||||||||||||||
|
||||||||||||||||||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
Global |
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dental Merchandise |
$ |
3,001 |
|
$ |
2,870 |
|
2.4 |
% |
|
3.6 |
% |
|
6.0 |
% |
|
-1.5 |
% |
|
4.5 |
% |
Dental Equipment |
|
854 |
|
|
811 |
|
5.2 |
% |
|
1.7 |
% |
|
6.9 |
% |
|
-1.5 |
% |
|
5.4 |
% |
Total Dental |
|
3,855 |
|
|
3,681 |
|
3.0 |
% |
|
3.2 |
% |
|
6.2 |
% |
|
-1.5 |
% |
|
4.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
1,921 |
|
|
2,168 |
|
-11.7 |
% |
|
0.4 |
% |
|
-11.3 |
% |
|
-0.1 |
% |
|
-11.4 |
% |
Total Health Care Distribution |
|
5,776 |
|
|
5,849 |
|
-2.5 |
% |
|
2.2 |
% |
|
-0.3 |
% |
|
-0.9 |
% |
|
-1.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
384 |
|
|
360 |
|
6.0 |
% |
|
1.5 |
% |
|
7.5 |
% |
|
-0.8 |
% |
|
6.7 |
% |
Total Global |
$ |
6,160 |
|
$ |
6,209 |
|
-2.0 |
% |
|
2.2 |
% |
|
0.2 |
% |
|
-1.0 |
% |
|
-0.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
|
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dental Merchandise |
$ |
1,793 |
|
$ |
1,749 |
|
0.6 |
% |
|
2.5 |
% |
|
3.1 |
% |
|
-0.6 |
% |
|
2.5 |
% |
Dental Equipment |
|
520 |
|
|
480 |
|
6.2 |
% |
|
3.0 |
% |
|
9.2 |
% |
|
-0.9 |
% |
|
8.3 |
% |
Total Dental |
|
2,313 |
|
|
2,229 |
|
1.8 |
% |
|
2.6 |
% |
|
4.4 |
% |
|
-0.6 |
% |
|
3.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
1,876 |
|
|
2,127 |
|
-11.8 |
% |
|
0.0 |
% |
|
-11.8 |
% |
|
0.0 |
% |
|
-11.8 |
% |
Total Health Care Distribution |
|
4,189 |
|
|
4,356 |
|
-4.8 |
% |
|
1.3 |
% |
|
-3.5 |
% |
|
-0.3 |
% |
|
-3.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
334 |
|
|
314 |
|
5.0 |
% |
|
1.7 |
% |
|
6.7 |
% |
|
-0.1 |
% |
|
6.6 |
% |
|
$ |
4,523 |
|
$ |
4,670 |
|
-4.2 |
% |
|
1.4 |
% |
|
-2.8 |
% |
|
-0.3 |
% |
|
-3.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
Local Currency Growth |
|
Total Local |
|
Foreign |
|
Total Sales |
|||||||
International |
Q2 2023 |
|
Q2 2022 |
|
Local Internal |
|
Acquisition |
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dental Merchandise |
$ |
1,208 |
|
$ |
1,121 |
|
5.0 |
% |
|
5.6 |
% |
|
10.6 |
% |
|
-2.9 |
% |
|
7.7 |
% |
Dental Equipment |
|
334 |
|
|
331 |
|
3.7 |
% |
|
0.0 |
% |
|
3.7 |
% |
|
-2.5 |
% |
|
1.2 |
% |
Total Dental |
|
1,542 |
|
|
1,452 |
|
4.7 |
% |
|
4.3 |
% |
|
9.0 |
% |
|
-2.8 |
% |
|
6.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Medical |
|
45 |
|
|
41 |
|
-5.9 |
% |
|
18.7 |
% |
|
12.8 |
% |
|
-3.6 |
% |
|
9.2 |
% |
Total Health Care Distribution |
|
1,587 |
|
|
1,493 |
|
4.4 |
% |
|
4.7 |
% |
|
9.1 |
% |
|
-2.8 |
% |
|
6.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Technology and Value-Added Services |
|
50 |
|
|
46 |
|
13.1 |
% |
|
0.0 |
% |
|
13.1 |
% |
|
-5.1 |
% |
|
8.0 |
% |
|
$ |
1,637 |
|
$ |
1,539 |
|
4.7 |
% |
|
4.6 |
% |
|
9.3 |
% |
|
-3.0 |
% |
|
6.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Note: Certain prior period amounts have been reclassified to conform to the current period presentation. |
Exhibit B |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|||||||||||||||||||||||||
2023 Second Quarter |
|||||||||||||||||||||||||
Reconciliation of reported GAAP net income and diluted EPS attributable to |
|||||||||||||||||||||||||
to non-GAAP net income and diluted EPS attributable to |
|||||||||||||||||||||||||
(in millions, except per share data) |
|||||||||||||||||||||||||
(unaudited) |
|||||||||||||||||||||||||
|
|
Second Quarter |
|
|
|
Year-to-Date |
|
|
|||||||||||||||||
|
|
|
|
|
|
|
% |
|
|
|
|
|
|
% |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
Growth |
|
|
2023 |
|
|
2022 |
Growth |
|
||||||||||
Net income attributable to |
$ |
140 |
|
$ |
160 |
|
(13.3 |
)% |
|
$ |
261 |
|
$ |
341 |
(23.6 |
)% |
|
||||||||
Diluted EPS attributable to |
$ |
1.06 |
|
$ |
1.16 |
|
(8.6 |
)% |
|
$ |
1.97 |
|
$ |
2.46 |
(19.9 |
)% |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-GAAP Adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Restructuring costs, net of tax (1) |
$ |
13 |
|
$ |
- |
|
|
|
$ |
34 |
|
$ |
- |
|
|
||||||||||
Acquisition intangible amortization, net of tax (2) |
|
20 |
|
|
19 |
|
|
|
|
39 |
|
|
39 |
|
|
||||||||||
Non-GAAP adjustments to net income |
$ |
33 |
|
$ |
19 |
|
|
|
$ |
73 |
|
$ |
39 |
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-GAAP adjustments to diluted EPS |
|
0.25 |
|
|
0.14 |
|
|
|
|
0.55 |
|
|
0.28 |
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-GAAP net income attributable to |
$ |
173 |
|
$ |
179 |
|
(4.1 |
)% |
|
$ |
334 |
|
$ |
380 |
(12.3 |
)% |
|
||||||||
Non-GAAP diluted EPS attributable to |
$ |
1.31 |
|
$ |
1.30 |
|
0.8 |
% |
|
$ |
2.52 |
|
$ |
2.74 |
(8.0 |
)% |
|
||||||||
Management believes that non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance and allow for greater transparency with respect to key metrics used by management in operating our business. These non-GAAP financial measures are presented solely for informational and comparative purposes and should not be regarded as a replacement for corresponding, similarly captioned, GAAP measures. Net income growth rates are based on actual values and may not recalculate due to rounding. Amounts may not sum due to rounding.
Management believes that non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance and allow for greater transparency with respect to key metrics used by management in operating our business. These non-GAAP financial measures are presented solely for informational and comparative purposes and should not be regarded as a replacement for corresponding, similarly captioned, GAAP measures. Net income growth rates are based on actual values and may not recalculate due to rounding. Amounts may not sum due to rounding.
(1) |
Restructuring Costs |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
The following table presents details of our restructuring costs: |
|||||||||||||||||
|
Second Quarter |
|
|
Year-to-Date |
|||||||||||||
|
2023 |
|
2022 |
|
|
2023 |
|
|
2022 |
||||||||
Restructuring costs - pre-tax, as reported |
$ |
18 |
|
|
$ |
- |
|
|
$ |
48 |
|
|
$ |
- |
|||
Income tax benefit |
|
(4 |
) |
|
|
- |
|
|
|
(12 |
) |
|
|
- |
|||
Amount attributable to noncontrolling interests |
|
(1 |
) |
|
|
- |
|
|
|
(2 |
) |
|
|
- |
|||
Restructuring costs, net |
$ |
13 |
|
|
$ |
- |
|
|
$ |
34 |
|
|
$ |
- |
Q2 2023 restructuring costs primarily consisted of employee severance and costs related to the exit of facilities.
(2) |
Acquisition Intangible Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
The following table presents details of amortization of acquired intangible assets: |
|||||||||||||||||
|
|
Second Quarter |
|
|
|
Year-to-Date |
|||||||||||
|
2023 |
|
2022 |
|
|
2023 |
|
2022 |
|||||||||
Acquisition intangible amortization - pre-tax, as reported |
$ |
34 |
|
|
$ |
31 |
|
|
|
$ |
64 |
|
|
$ |
63 |
|
|
Income tax benefit |
|
(9 |
) |
|
|
(8 |
) |
|
|
|
(16 |
) |
|
|
(16 |
) |
|
Amount attributable to noncontrolling interests |
|
(5 |
) |
|
|
(4 |
) |
|
|
|
(9 |
) |
|
|
(8 |
) |
|
Acquisition intangible amortization, net |
$ |
20 |
|
|
$ |
19 |
|
|
|
$ |
39 |
|
|
$ |
39 |
|
Exhibit C |
||||||||||||||||
|
||||||||||||||||
2023 Second Quarter |
||||||||||||||||
Acquisition Expenses and Acquisition-Related Adjustments |
||||||||||||||||
(in millions, except per share data) |
||||||||||||||||
(unaudited) |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Q2 2023 |
|
YTD 2023 |
|
|||||||||||
|
|
Operating Income |
|
|
EPS |
|
|
Operating Income |
|
|
EPS |
|
||||
Acquisition Expenses* |
$ |
(6 |
) |
|
$ |
(0.04 |
) |
|
$ |
(13 |
) |
|
$ |
(0.08 |
) |
|
Acquisition-Related Fair Value Adjustments** |
|
16 |
|
|
|
0.09 |
|
|
|
16 |
|
|
|
0.09 |
|
|
|
$ |
10 |
|
|
$ |
0.05 |
|
|
$ |
3 |
|
|
$ |
0.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Q2 2022 |
|
YTD 2022 |
|
|||||||||||
|
|
Operating Income |
|
|
EPS |
|
|
Operating Income |
|
|
EPS |
|
||||
Acquisition Expenses* |
$ |
(2 |
) |
|
$ |
(0.01 |
) |
|
$ |
(3 |
) |
|
$ |
(0.02 |
) |
|
Acquisition-Related Fair Value Adjustments** |
|
2 |
|
|
|
0.01 |
|
|
|
3 |
|
|
|
0.02 |
|
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* Acquisition expenses include direct costs of acquisitions (primarily third-party professional fees). |
|
** Net acquisition-related fair value adjustments include remeasurement gain resulting from the purchase of a controlling interest of a previously held equity investment, impact from non-cash step-up inventory adjustments and fair value adjustments to contingent considerations. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230805459746/en/
Investors
Ronald N. South
Senior Vice President and Chief Financial Officer
ronald.south@henryschein.com
(631) 843-5500
Vice President, Investor Relations and Strategic Financial Project Officer
graham.stanley@henryschein.com
(631) 843-5500
Media
Vice President, Global Corporate Media Relations
annmarie.gothard@henryschein.com
(631) 390-8169
Source: