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hsicform8k20210504
false 0001000228 NASDAQ 0001000228 2021-05-04 2021-05-04
 
 
 
 
 
 
 
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):
May 4, 2021
 
 
 
Henry Schein, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
(State or other jurisdiction
of incorporation)
 
0-27078
(Commission
File Number)
 
11-3136595
(IRS Employer
Identification No.)
 
 
 
 
 
135 Duryea Road
,
Melville
,
New York
(Address of principal executive offices)
11747
(Zip Code)
Registrant’s telephone number, including area code: (
631
)
843-5500
 
 
(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:
 
Written communications pursuant
 
to Rule 425
 
under the Securities
 
Act (17 CFR 230.425)
 
Soliciting material pursuant to
 
Rule 14a-12 under
 
the Exchange Act (17
 
CFR 240.14a-12)
 
Pre-commencement communications pursuant to
 
Rule 14d-2(b) under
 
the Exchange Act
 
(17 CFR 240.14d-2(b))
 
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
Common Stock, par value $.01 per share
 
HSIC
 
The Nasdaq Global Select 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).
 
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.
 
 
 
Item 2.02.
 
Results of Operations and Financial Condition.
 
On May 4, 2021, Henry Schein, Inc. issued a press release reporting the financial results for
 
the three months ended March 27,
2021.
 
The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated
 
herein by reference.
 
The information in this Item 2.02 and the press release attached as Exhibit 99.1 are
 
considered furnished to the Securities and
Exchange Commission and are not deemed filed for purposes of Section
 
18 of the Securities Exchange Act of 1934, as amended.
 
Item 9.01.
 
Financial Statements and Exhibits
 
(a)
 
Not applicable.
 
(b)
 
Not applicable.
 
(c)
 
Not applicable.
 
(d)
 
Exhibit 99.1 – Press Release dated May 4, 2021.
 
Exhibit 104 - Cover Page Interactive Data File (embedded within the Inline
 
XBRL document)
 
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.
 
HENRY SCHEIN, INC.
By:
/s/ Steven Paladino
Steven Paladino
Executive Vice President
 
and
Chief Financial Officer
(principal financial and accounting
 
officer)
 
May 4, 2021
 
 
exhibit991
https://cdn.kscope.io/5f1d7f1d158fc2bd66ac1c72c712ef97-exhibit991p1i1.gif
 
 
https://cdn.kscope.io/5f1d7f1d158fc2bd66ac1c72c712ef97-exhibit991p1i0.gif
 
 
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FOR IMMEDIATE RELEASE
 
 
HENRY SCHEIN REPORTS RECORD FIRST-QUARTER 2021 FINANCIAL RESULTS
 
FROM CONTINUING OPERATIONS
 
 
Total
 
net sales of $2.9 billion up 20.4% versus prior year
 
GAAP diluted EPS from continuing operations of $1.16 versus prior-year
 
GAAP diluted EPS from continuing
operations of $0.91
 
 
Non-GAAP diluted EPS from continuing operations of $1.24 versus prior-year
 
non-GAAP diluted EPS from
continuing operations of $0.94
 
Reflecting strong first-quarter results, the Company raises guidance for 2021 non-GAAP diluted
 
EPS from
continuing operations to be at or above $3.70
 
 
MELVILLE, N.Y.,
 
May 4,
 
2021 –
Henry Schein, Inc. (Nasdaq: HSIC), the world’s largest provider of health care solutions
to office-based dental and medical practitioners, today reported record first-quarter financial
 
results from continuing
operations. Results from continuing operations exclude contributions
 
from Henry Schein’s former Animal Health business,
which was spun off in February 2019 to form a new publicly traded company, Covetrus (Nasdaq: CVET).
Total net sales for the quarter ended March 27, 2021, were $2.9 billion, up 20.4%
 
compared with the first quarter of
2020. The 20.4%
 
increase included 14.9% internal growth in local currencies, 3.3%
 
growth from acquisitions,
 
and 2.2%
growth related to foreign currency exchange.
 
(See Exhibit A for details of sales growth).
GAAP net income attributable to Henry Schein, Inc. from continuing operations
 
for the first quarter of 2021 was
$166.0 million, or $1.16 per diluted share, compared with prior-year GAAP net income from
 
continuing operations of $130.5
million, or $0.91 per diluted share. Non-GAAP net income from continuing
 
operations for the first quarter of 2021 was
$177.7 million, or $1.24 per diluted share, compared with prior-year non-GAAP net income
 
from continuing operations of
$134.1 million, or $0.94 per diluted share. Exhibit B provides a reconciliation
 
of GAAP net income and diluted EPS from
continuing operations to non-GAAP net income and diluted EPS from continuing
 
operations.
 
“We are pleased with exceptional first-quarter global financial performance versus the comparable prior-year period,
and also compared to the first quarter of 2019, which is the result of planning
 
and excellent execution across all of our
businesses. We also delivered a very strong operating margin for the quarter. While end markets in most geographies still
face challenges due to the ongoing pandemic, the overall market recovery and
 
our improving financial results have continued.
Our positive momentum reflects the adaptiveness of our business
 
model as well as the commitment of Team Schein Members
to our customers and our communities,” said Stanley M. Bergman, Chairman of
 
the Board and Chief Executive Officer of
Henry Schein. “Throughout these unprecedented times, Henry Schein has
 
remained focused on the safety of our team and on
NEWS
 
RELEASE
 
 
 
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responding to our customers’ needs, as well as on driving innovation, gaining
 
market share, enhancing our margin profile,
and optimizing our cost structure.
 
We believe all of this positions us well to continue to drive earnings growth and create
value over the long-term.”
 
Global Dental sales for the first quarter of 2021 of $1.8 billion increased
 
21.3% versus the prior-year period. In local
currencies, internally generated sales increased 13.7% with 4.2% growth
 
from acquisitions and 3.4% growth related to
foreign currency exchange. The 13.7% internal growth in local currencies
 
included an increase of 10.9% in North America
and an increase of 17.9% internationally.
 
Global Dental consumable merchandise internal sales increased by 13.2%
 
in local currencies. Excluding sales of
personal protective equipment (PPE) and COVID-19 related products, growth
 
was 10.9%. In North America, dental
consumable merchandise internal sales in local currencies increased 9.3%,
 
or 6.9%
 
excluding sales of PPE and COVID-19
related products, and dental equipment internal sales in local currencies
 
increased 17.4%. Internationally, dental consumable
merchandise internal sales in local currencies increased 19.2%, or 16.7%
 
excluding sales of PPE and COVID-19 related
products, and dental equipment internal sales in local currencies increased
 
12.9%.
“For the first quarter, our dental sales in both North America and international markets were strong,
 
including
significant growth in North America dental equipment sales versus the fourth
 
quarter of 2020,” noted Mr. Bergman. “Global
Dental Specialty sales were also strong with year-over-year internal growth of
 
18.3%
 
in local currencies. We remain
optimistic about the stability and health of the global dental markets we serve,
 
despite rising COVID-19 cases in certain
geographies, as patient traffic and practice spending have steadily improved since
 
the first few months of the pandemic.”
 
Global Medical sales for the first quarter of 2021
 
of $993.0 million increased 24.0%
 
versus the comparable period
last year, consisting of 22.1%
 
internal growth in local currencies,
 
1.6% growth from acquisitions and 0.3%
 
growth related to
foreign currency exchange.
 
Excluding sales of PPE and COVID-19 related products, internal sales
 
in local currencies
decreased 6.8%, in part resulting from an extremely mild influenza season
 
that impacted diagnostic and consumable
merchandise sales,
 
as well as from lower pharmaceutical sales related to fewer patient
 
office visits due to COVID-19.
“We are pleased to report strong double-digit global Medical sales growth during the first quarter. We expect the
physician, ambulatory surgery center, alternate care and home health markets to improve over time as infection
 
levels abate
and patient volumes normalize. That said, we expect COVID-19
 
test sales to decline, primarily as a result of unit price
erosion,” remarked Mr. Bergman.
“While sales of PPE products have begun to moderate from recent quarterly
 
growth rates in both our Dental and
Medical businesses,
 
we expect PPE sales will remain at elevated levels as dentists
 
and physicians implement new standard-
of-care best practices,”
 
said Mr. Bergman.
Global Technology and Value
 
-Added Services sales of $143.0 million increased 8.4% versus the prior-year quarter
and included 3.6% internal sales growth in local currencies,
 
3.4%
 
growth from acquisitions and 1.4% growth related to
foreign currency exchange.
 
“Global Technology and Value
 
-Added Services sales have steadily improved over the last several
 
quarters, with
Henry Schein One internal sales in local currencies increasing by 2.6%
 
in the first quarter, representing continued sequential-
 
 
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quarter growth. In addition, financial services internal sales in local
 
currencies increased by 22.5%, in part driven by higher
sales of dental equipment,” noted Mr. Bergman.
 
 
Stock Repurchase Plan
During the first quarter of 2021, the Company repurchased approximately
 
1.3 million shares of its common stock at
an average price of $66.90 per share, for a total of approximately $88.7 million.
 
The impact of the repurchase of shares on
first-quarter diluted EPS was immaterial. At the end of the first
 
quarter, Henry Schein had approximately $112.6 million
authorized and available for future stock repurchases.
 
Financial Guidance
 
Henry Schein today raised guidance for 2021 non-GAAP diluted EPS
 
from continuing operations.
 
At this time, the
Company is not providing guidance for 2021 GAAP diluted EPS from
 
continuing operations as it is unable to provide an
accurate estimate of expenses related to the ongoing restructuring initiative.
 
Financial guidance is as follows:
 
 
2021 non-GAAP diluted EPS from continuing operations attributable
 
to Henry Schein, Inc. is expected to be at or
above $3.70, representing a floor for fiscal 2021.
 
 
 
Guidance for 2021 non-GAAP diluted EPS attributable to Henry Schein, Inc.
 
is for current continuing operations as
well as completed or previously announced acquisitions, and does not
 
include the impact of future share repurchases,
potential future acquisitions, if any, or restructuring expenses. Guidance also assumes foreign exchange rates
 
that are
generally consistent with current levels, and that end markets remain
 
stable and are consistent with current market
conditions. Guidance does not assume any material adverse market changes
 
associated with COVID-19.
 
Adjustments to Projected 2021 Non-GAAP Diluted EPS
The Company has provided guidance for 2021 non-GAAP diluted EPS
 
from continuing operations,
 
as noted above.
A reconciliation to the Company’s projected 2021 diluted EPS from continuing operations prepared on a GAAP
 
basis is not
provided because the Company is unable to provide without unreasonable
 
effort an estimate of costs related to an ongoing
restructuring program to mitigate stranded costs and drive additional operating
 
efficiencies, including the corresponding tax
effect that will be included in the Company’s 2021 diluted EPS from continuing operations prepared on a GAAP basis. The
inability to provide these reconciliations is due to the uncertainty and
 
inherent difficulty of predicting the occurrence,
magnitude, financial impact and the 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.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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First Quarter 2021 Conference Call Webcast
 
The Company will hold a conference call to discuss first-quarter 2021 financial
 
results today, beginning at 10:00 a.m.
Eastern time. Individual investors are invited to listen to the conference
 
call through Henry Schein’s website by visiting
www.henryschein.com/IRwebcasts
. In addition, a replay will be available beginning shortly
 
after the call has ended for a
period of one week.
 
 
About Henry Schein, Inc.
 
Henry Schein, Inc. (Nasdaq: HSIC) is a solutions company for health care
 
professionals powered by a network of
people and technology. With more than 20,000
 
Team Schein Members
 
worldwide, the Company's network of trusted
advisors provides more than 1 million customers globally with more
 
than 300 valued solutions that help improve operational
success and clinical outcomes. Our Business, Clinical, Technology, and Supply Chain solutions help office-based
dental
 
and
medical
 
practitioners work more efficiently so they can provide quality care more effectively. These solutions also
support
dental laboratories
,
 
government and institutional health care clinics
, as well as other alternate care sites.
 
Henry Schein operates through a centralized and automated distribution
 
network, with a selection of more than
120,000 branded products and Henry Schein private-brand products
 
in stock, as well as more than 180,000 additional
products available as special-order items.
 
A FORTUNE 500 Company and a member of the S&P 500® index, Henry Schein is headquartered in Melville,
N.Y.,
 
and has operations or affiliates in 31 countries and territories. The Company's sales reached
 
$10.1 billion in 2020, and
have grown at a compound annual rate of approximately 12 percent since Henry
 
Schein became a public company in 1995.
 
For more information, visit Henry Schein at
 
www.henryschein.com
,
 
Facebook.com/HenrySchein
,
 
and
 
@HenrySchein on Twitter
.
 
 
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 United States Securities and Exchange
 
Commission, or SEC, including our Annual Report
on Form 10-K, and will be contained in all subsequent periodic filings
 
we make with the SEC. These documents identify in
detail important risk factors that could cause our actual performance to
 
differ materially from current expectations.
 
Forward
looking statements include the overall impact of the Novel Coronavirus Disease
 
2019 (COVID-19) on the Company, its
results of operations, liquidity, and financial condition (including any estimates of the impact on these items),
 
the rate and
consistency with which dental and other practices resume or maintain
 
normal operations in the United States and
internationally, expectations regarding personal protective equipment (“PPE”) and COVID-19 related product sales and
inventory levels and whether additional resurgences of the virus will adversely
 
impact the resumption of normal operations,
 
 
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the impact of restructuring programs as well as of any future acquisitions,
 
and more generally current expectations regarding
performance in current and future periods.
 
Forward looking statements also include the (i) ability of the Company
 
to make
additional testing available, the nature of those tests and the number of
 
tests intended to be made available and the timing for
availability, the nature of the target market, as well as the efficacy or relative efficacy of the test results given that the test
efficacy has not been, or will not have been, independently verified under normal FDA
 
procedures and (ii) potential for the
Company to distribute the COVID-19 vaccines and ancillary supplies.
 
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,
 
as well as other disease outbreaks, epidemics, pandemics, or
similar wide spread public health concerns and other natural disasters or
 
acts of terrorism; 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; 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; effects of a highly competitive (including,
without limitation, competition from third-party online commerce sites) and consolidating
 
market; the potential 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 macro-economic and political conditions, including
 
international
trade agreements and potential trade barriers; failure to comply with
 
existing and future regulatory requirements; risks
associated with the EU Medical Device Regulation; failure to comply with
 
laws and regulations relating to health care fraud
or other laws and regulations; failure to comply with laws and regulations relating
 
to the confidentiality of sensitive personal
information or standards in electronic health records or transmissions;
 
changes in tax legislation; litigation risks; new or
unanticipated litigation developments and the status of litigation
 
matters; cyberattacks or other privacy or data security
breaches; risks associated with our global operations; our dependence on
 
our senior management, as well as employee hiring
and retention; and disruptions in financial markets. The order in which these
 
factors appear should not be construed to
indicate their relative importance or priority.
 
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.
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
this 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. 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.
 
 
 
 
 
 
 
 
 
 
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CONTACTS:
 
Investors
 
Steven Paladino
Executive Vice President and Chief Financial Officer
steven.paladino@henryschein.com
 
(631) 843-5500
 
Carolynne Borders
Vice President, Investor Relations
 
carolynne.borders@henryschein.com
 
(631) 390-8105
 
 
Media
Ann Marie Gothard
Vice President, Corporate Media Relations
annmarie.gothard@henryschein.com
 
(631) 390-8169
 
(TABLES TO FOLLOW)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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HENRY SCHEIN, INC.
CONSOLIDATED STATEMENTS
 
OF INCOME
 
(in thousands, except per share data)
 
(unaudited)
 
 
Three Months Ended
March 27,
March 28,
2021
2020
Net sales
$
2,924,961
$
2,428,871
Cost of sales
2,034,110
1,682,857
Gross profit
 
890,851
746,014
Operating expenses:
Selling, general and administrative
 
657,992
567,362
Restructuring costs
2,931
4,787
Operating income
 
229,928
173,865
Other income (expense):
Interest income
 
1,983
3,190
Interest expense
 
(6,485)
(7,812)
Other, net
 
309
(220)
Income from continuing operations before taxes, equity in
 
earnings of affiliates and noncontrolling interests
225,735
169,023
Income taxes
 
(56,685)
(37,910)
Equity in earnings of affiliates
 
5,878
2,734
Net income from continuing operations
174,928
133,847
Loss from discontinued operations
-
(282)
Net Income
174,928
133,565
Less: Net income attributable to noncontrolling interests
(8,931)
(3,304)
Net income attributable to Henry Schein, Inc.
 
$
165,997
$
130,261
Amounts attributable to Henry Schein, Inc.:
Continuing operations
$
165,997
$
130,543
Discontinued operations
-
(282)
Net income attributable to Henry Schein, Inc.
$
165,997
$
130,261
Earnings per share from continuing operations attributable to Henry Schein, Inc.:
Basic
 
$
1.17
$
0.91
Diluted
 
$
1.16
$
0.91
Loss per share from discontinued operations attributable to Henry Schein, Inc.:
Basic
 
$
-
$
0.00
Diluted
 
$
-
$
0.00
Earnings per share attributable to Henry Schein, Inc.:
Basic
 
$
1.17
$
0.91
Diluted
 
$
1.16
$
0.91
Weighted
 
-average common shares outstanding:
Basic
 
142,298
142,967
Diluted
 
143,398
143,095
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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HENRY SCHEIN, INC.
CONSOLIDATED
 
BALANCE SHEETS
(in thousands, except share and per share data)
 
 
March 27,
December 26,
2021
2020
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents
 
$
144,538
$
421,185
Accounts receivable, net of reserves of $79,936 and $88,030
1,317,546
1,424,787
Inventories, net
1,626,185
1,512,499
Prepaid expenses and other
 
482,356
432,944
Total current assets
 
3,570,625
3,791,415
Property and equipment, net
 
353,248
342,004
Operating lease right-of-use assets
301,759
288,847
Goodwill
 
2,587,438
2,504,392
Other intangibles, net
 
597,619
479,429
Investments and other
369,231
366,445
Total assets
 
$
7,779,920
$
7,772,532
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable
 
$
909,575
$
1,005,655
Bank credit lines
 
67,415
73,366
Current maturities of long-term debt
 
111,176
109,836
Operating lease liabilities
68,580
64,716
Accrued expenses:
Payroll and related
 
286,106
295,329
Taxes
 
146,755
138,671
Other
 
533,161
595,529
Total current liabilities
 
2,122,768
2,283,102
Long-term debt
 
506,461
515,773
Deferred income taxes
 
42,254
30,065
Operating lease liabilities
248,624
238,727
Other liabilities
 
410,184
392,781
Total liabilities
 
3,330,291
3,460,448
Redeemable noncontrolling interests
 
452,899
327,699
Commitments and contingencies
 
Stockholders' equity:
Preferred stock, $.01 par value, 1,000,000 shares authorized,
none outstanding
-
-
Common stock, $.01 par value, 480,000,000 shares authorized,
141,310,113 outstanding on March 27, 2021 and
142,462,571 outstanding on December 26, 2020
1,413
1,425
Additional paid-in capital
-
-
Retained earnings
 
3,493,060
3,454,831
Accumulated other comprehensive loss
 
(136,305)
(108,084)
Total Henry Schein, Inc. stockholders' equity
3,358,168
3,348,172
Noncontrolling interests
638,562
636,213
Total stockholders' equity
 
3,996,730
3,984,385
Total liabilities, redeemable noncontrolling
 
interests and stockholders' equity
$
7,779,920
$
7,772,532
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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HENRY SCHEIN, INC.
CONSOLIDATED STATEMENTS
 
OF CASH FLOWS
 
(in thousands, unaudited)
 
 
Three Months Ended
March 27,
March 28,
2021
2020
Cash flows from operating activities:
Net income
 
$
174,928
$
133,565
Loss from discontinued operations
-
(282)
Income from continuing operations
174,928
133,847
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
 
49,363
46,983
Impairment charge on intangible assets
-
2,000
Stock-based compensation (credit) expense
 
12,790
(17,514)
Provision for (benefit from) losses on trade and other accounts receivable
 
(2,696)
14,543
Provision for deferred income taxes
11,171
2,645
Equity in earnings of affiliates
 
(5,878)
(2,734)
Distributions from equity affiliates
 
5,139
2,413
Changes in unrecognized tax benefits
 
2,804
(1,575)
Other
 
35
(13,924)
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable
 
118,795
(1,283)
Inventories
 
(78,085)
73,038
Other current assets
 
(45,310)
(22,002)
Accounts payable and accrued expenses
 
(179,725)
(137,680)
Net cash provided by operating activities from continuing operations
63,331
78,757
Net cash used in operating activities from discontinued operations
-
(282)
Net cash provided by operating activities
 
63,331
78,475
Cash flows from investing activities:
Purchases of fixed assets
 
(13,843)
(23,008)
Payments related to equity investments and business
acquisitions, net of cash acquired
 
(204,027)
(37,947)
Proceeds from sale of equity investment
-
12,000
Repayments from loan to affiliate
139
1,137
Other
 
(5,513)
(5,787)
Net cash used in investing activities from continuing operations
(223,244)
(53,605)
Net cash used in investing activities from discontinued operations
-
-
Net cash used in investing activities
 
(223,244)
(53,605)
Cash flows from financing activities:
Net change in bank borrowings
 
(241)
358,639
Proceeds from issuance of long-term debt
 
-
250,000
Principal payments for long-term debt
 
(17,781)
(8,478)
Debt issuance costs
(85)
(58)
Payments for repurchases of common stock
 
(88,659)
(73,789)
Payments for taxes related to shares withheld for employee taxes
(6,158)
(13,155)
Distributions to noncontrolling shareholders
(6,520)
(3,664)
Acquisitions of noncontrolling interests in subsidiaries
 
-
(14,925)
Payments to Henry Schein Animal Health Business
-
(2,962)
Net cash provided by (used in) financing activities from continuing operations
(119,444)
491,608
Net cash provided by financing activities from discontinued operations
-
282
Net cash provided by (used in) financing activities
(119,444)
491,890
Effect of exchange rate changes on cash and cash equivalents from continuing operations
2,710
(5,489)
Effect of exchange rate changes on cash and cash equivalents from discontinued operations
-
-
Net change in cash and cash equivalents from continuing operations
(276,647)
511,271
Net change in cash and cash equivalents from discontinued operations
-
-
Cash and cash equivalents, beginning of period
 
421,185
106,097
Cash and cash equivalents, end of period
 
$
144,538
$
617,368
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
-10-
more
Exhibit A - First Quarter Sales
Henry Schein, Inc.
2021 First Quarter
Sales Summary
(in thousands)
(unaudited)
Q1 2021 over Q1 2020
Global
Q1 2021
Q1 2020
Total Sales
Growth
Foreign
Exchange
Growth
Local
Currency
Growth
Acquisition
Growth
Local
Internal
Growth
 
Dental
$
1,788,928
$
1,475,076
21.3%
3.4%
17.9%
4.2%
13.7%
 
Medical
993,037
800,688
24.0%
0.3%
23.7%
1.6%
22.1%
Total Health Care Distribution
2,781,965
2,275,764
22.2%
2.3%
19.9%
3.3%
16.6%
Technology and value-added services
142,996
131,965
8.4%
1.4%
7.0%
3.4%
3.6%
Total excluding Corporate TSA Revenue
 
2,924,961
2,407,729
21.5%
2.3%
19.2%
3.3%
15.9%
Corporate TSA revenues (1)
-
21,142
n/a
n/a
n/a
n/a
n/a
Total Global
$
2,924,961
$
2,428,871
20.4%
2.2%
18.2%
3.3%
14.9%
North America
Q1 2021
Q1 2020
Total Sales
Growth
Foreign
Exchange
Growth
Local
Currency
Growth
Acquisition
Growth
Local
Internal
Growth
 
Dental
$
1,044,783
$
888,372
17.6%
0.6%
17.0%
6.1%
10.9%
 
Medical
965,127
778,028
24.0%
0.0%
24.0%
1.6%
22.4%
Total Health Care Distribution
2,009,910
1,666,400
20.6%
0.3%
20.3%
4.0%
16.3%
Technology and value-added services
121,937
113,498
7.4%
0.1%
7.3%
3.3%
4.0%
Total excluding Corporate TSA Revenue
2,131,847
1,779,898
19.8%
0.3%
19.5%
4.0%
15.5%
Corporate TSA revenues (1)
-
-
n/a
n/a
n/a
n/a
n/a
Total North America
$
2,131,847
$
1,779,898
19.8%
0.3%
19.5%
4.0%
15.5%
International
Q1 2021
Q1 2020
Total Sales
Growth
Foreign
Exchange
Growth
Local
Currency
Growth
Acquisition
Growth
Local
Internal
Growth
 
Dental
$
744,145
$
586,704
26.8%
7.7%
19.1%
1.2%
17.9%
 
Medical
27,910
22,660
23.2%
10.6%
12.6%
0.0%
12.6%
Total Health Care Distribution
772,055
609,364
26.7%
7.8%
18.9%
1.2%
17.7%
Technology and value-added services
21,059
18,467
14.0%
8.8%
5.2%
4.1%
1.1%
Total excluding Corporate TSA Revenue
793,114
627,831
26.3%
7.8%
18.5%
1.3%
17.2%
Corporate TSA revenues (1)
-
21,142
n/a
n/a
n/a
n/a
n/a
Total International
$
793,114
$
648,973
22.2%
7.6%
14.6%
1.2%
13.4%
(1)
 
Corporate TSA revenues represents sales of certain
 
animal health products to Covetrus under the transition services
 
agreement entered into in connection
with the Animal Health Spin-off, which ended in December 2020.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
-11-
###
Exhibit B
Henry Schein, Inc.
2021 First Quarter
Reconciliation of reported GAAP net income from continuing operations and
 
diluted EPS from continuing operations attributable to Henry Schein, Inc.
to non-GAAP net income from continuing operations and
 
diluted EPS from continuing operations attributable to Henry Schein, Inc.
(in thousands, except per share data)
(unaudited)
First Quarter
%
2021
2020
Growth
Net Income from continuing operations attributable
to Henry Schein, Inc.
$
165,997
$
130,543
27.2
%
Diluted EPS from continuing operations attributable
to Henry Schein, Inc.
$
1.16
$
0.91
27.5
%
Non-GAAP Adjustments
Restructuring costs - Pre-tax (1)
$
2,931
$
4,787
Income tax benefit for restructuring costs (1)
(733)
(1,197)
Settlement and litigation costs - Pre-tax (2)
12,750
-
Income tax benefit for settlement and litigation costs
 
(2)
(3,202)
-
Total
 
non-GAAP adjustments to Net Income from
continuing operations
 
$
11,746
$
3,590
Non-GAAP adjustments to diluted EPS from
continuing operations
 
$
0.08
$
0.03
Non-GAAP Net Income from continuing operations
attributable to Henry Schein, Inc.
$
177,743
$
134,133
32.5
%
Non-GAAP diluted EPS from continuing operations
attributable to Henry Schein, Inc.
$
1.24
$
0.94
31.9
%
 
 
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.
 
Earnings per share numbers may not
 
sum due to rounding.
 
(1)
 
Represents Q1 2021
 
restructuring costs of $2,931,
 
net of $733 tax benefit, resulting in an after-tax effect
 
of $2,198, Q1 2020
restructuring costs of $4,787, net of $1,197 tax benefit,
 
resulting in an after-tax effect of $3,590.
(2)
 
Represents a Q1 2021 pre-tax charge of $12,750 related to
 
settlement and litigation costs, net of a tax benefit of $3,202, resulting in a
net after-tax charge of $9,548.