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4Q16 Earnings Conference Call
February 27, 2017
Presentation of Financial Information &
Forward Looking Statements
Historical financial and operating data in this presentation reflect the consolidated results of Integer for the periods
indicated.
This presentation includes financial information prepared in accordance with accounting principles generally accepted in
the United States, or GAAP, as well as other financial measures referred to as non-GAAP. The non-GAAP financial
measures in this presentation, which include Adjusted Net Income, Adjusted Diluted EPS, Earnings Before Interest Taxes
Depreciation and Amortization (EBITDA), and Adjusted EBITDA, should be considered in addition to, but not as
substitutes for, the information prepared in accordance with GAAP. For reconciliations of these non-GAAP financial
measures to the most comparable GAAP measures, please refer to the appendix to this presentation and the earnings
release associated with this quarterly period which can be found in the investor relations section of our corporate website
(www.integer.net).
Statements made in this presentation whether written or oral may be “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of Securities Exchange Act of 1934, as
amended, and involve a number of risks and uncertainties. These statements can be identified by terminology such as
“may,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or
“continue” or “variations” or the negative of these terms or other comparable terminology. These statements are based on
the company’s current expectations and speak only as of February 27, 2017. The Company’s actual results could differ
materially from those stated or implied by such forward-looking statements. The Company assumes no obligation to
update forward-looking information, including information in this presentation, to reflect changed assumptions, the
occurrence of unanticipated events or changes in future operating results, financial conditions or prospects.
Integer Confidential / February 27, 2017 / Page 2
Agenda
• Opening Comments
• Financial Results
• Product Line Review
• Strategic / Growth Initiatives
• Closing Comments
• Question & Answer Period
Integer Confidential / February 27, 2017 / Page 3
Thomas J. Hook
President & CEO
Michael Dinkins
Executive Vice President
& Chief Financial Officer
Opening Comments
Quarterly Results Reflect Continued Progress
• Business stabilization continues, returning to a growth
trajectory
• New COO structure strategically aligns integrated
capabilities more effectively
• Building momentum and focused on winning new
opportunities
• Operational results
• Demonstrating fiscal discipline
• Working capital initiatives driving results
• Financial results
• 4Q16 revenue flat YoY and up $13M QoQ
• Generating increased cash flow from operations
• Accelerating debt repayment
• Business well positioned for incremental growth in 2017
Integer Confidential / February 27, 2017 / Page 5
“We had solid
performance in the
fourth quarter and
are pleased with the
continued operational
and financial
stabilization of the
business.”
Financial Results
4Q16 Financial Results(1)
Integer Confidential / February 27, 2017 / Page 7
($ in millions, except per share amounts)
(1) 4Q16 Key Financial Results provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on
March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information,
which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts.
(2) Includes $23M of inventory step-up amortization associated with the acquisition and integration of Lake Region Medical. Excluding this amount, gross margin for 4Q15 and FY15
would have been 27.9% for both periods
4Q15 3Q16 4Q16 FY15 FY16
Sales 360$ 347$ 360$ 1,443$ 1,386$
Gross Margin 21.5% 28.3% 25.8% 26.4% 27.2%
Operating Expenses 89$ 61$ 62$ 302$ 270$
% of Sales 24.7% 17.6% 17.2% 20.9% 19.5%
GAAP Net Income (47)$ 11$ 8$ (39)$ 6$
Adjusted Net Income 28$ 26$ 27$ 98$ 84$
EBITDA (7)$ 59$ 56$ 161$ 203$
Adjusted EBITDA 79$ 75$ 71$ 304$ 280$
% of Sales 21.9% 21.6% 19.6% 21.1% 20.2%
GAAP Diluted EPS (1.54)$ 0.37$ 0.25$ (1.27)$ 0.19$
Adjusted Diluted EPS 0.87$ 0.83$ 0.87$ 3.11$ 2.68$
Cash Flow from Operations -- 38$ 34$ -- 106$
(2) (2)
$138 $145 $147 $133 $134 $144 $148 $142
$99
$109 $94 $111 $96 $92 $96 $105
$106
$109
$99 $105
$91
$104 $95 $102
$18
$17
$12
$13
$12
$10 $9
$11
1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16
Continued Revenue Stabilization
Integer Confidential / February 27, 2017 / Page 8
$358
Non-Medical
Cardiac & Neuro
Cardio & Vascular
Adv. Surgical, Ortho &
Portable Medical
$377 $348 $360 $331 $348 $347
Quarterly Sales(1)
4Q16 Sales
QoQ YoY YTD
3.8% (0.5%) (4.0%)
28% (14%) (30%)
7% (3%) (6%)
10% (5%) (6%)
(4%) 7% 1%
Total Sales(2)
(1) Sales information provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14,
2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was
filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts.
(2) Total sales includes the sum of sales for each of ITGR’s product lines, as detailed on this slide and the elimination of Interproduct Line Sales, for which amounts are not included on
this slide.
($ in millions)
$360
$79
$65
$69
$75
$71
4Q15 1Q16 2Q16 3Q16 4Q16
Adjusted EBITDA
Integer Confidential / February 27, 2017 / Page 9
Adjusted EBITDA(1)
$0
($ in millions) • Continued focus on improving business
performance to generate cash
• Ongoing pricing pressure reinforces
focus on quality to drive volume
increases and efficiency
• Improve customer satisfaction
• Reduce costs and expand share of
wallet with customers
• Cumulative synergies of $34M
• Realized benefits offset by sales mix,
pricing pressure, salary increases,
and warranty / inventory reserve
charges
• Excludes $12.1M of OOE and IP related
litigation expenses in 4Q16(2)
(1) Adjusted EBITDA provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14,
2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was
filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts.
(2) See APPENDIX for additional information regarding Other Operating Expenses (OOE), including historical data.
22%
% of
Sales 20% 20% 20%22%
Debt
Payments
Strong Cash Flow Generation
Integer Confidential / February 27, 2017 / Page 10
• Generating significant cash flow to
meet current debt obligations and
accelerate debt repayment
• FY17 Cash Flow of $106M
• Paid down $17M of debt in 4Q16;
$46M YTD
• Focused on reducing total leverage as
quickly as possible
• Total long-term debt of $1.8B as of
YE 2016
• No significant maturities until 2020
• Mitigating exposure to interest rate
volatility
• Well within covenant compliance
requirements(2)
• Successfully amended credit
agreement in 4Q16
($ in millions)
(1) Free Cash Flow defined as Cash from Operations less Capital
Expenditures
(2) See the APPENDIX to this presentation for further discussion regarding
financial covenant calculations
($ in millions)
$31 $41 $48
$88
$240
$964
$360
2017 2018 2019 2020 2021 2022 2023
$11
$(8)
$21 $22
1Q16 2Q16 3Q16 4Q16
$30
$4
$38
$34
1Q16 2Q16 3Q16 4Q16
Cash Flow From Operations Free Cash Flow
($ in millions)
FY16
Debt Repayment Schedule
($ in millions)
$29
$17
$46
Accelerated Repayment
Required Repayment
$361
$318 $317 $325 $332
4Q15 1Q16 2Q16 3Q16 4Q16
4Q15 1Q16 2Q16 3Q16 4Q16
Inventory $252 $267 $276 $262 $225
Inventory Turns 4 4 4 4 5
Capital Expenditures $13 $19 $12 $17 $12
Working Capital
Integer Confidential / February 27, 2017 / Page 11
Working Capital
$0
($ in millions)
• Targeting continued reduction in
inventory levels through FY17
• Enhanced Sales & Operating
Plan (S&OP) process showing
improved results and more
accurate forecasting
• Rationalizing vendor partners to
drive synergies and extend
payment terms
• On-going process improvement
programs to reduce direct
materials spend and indirect
expenses
($ in millions)
FY16
Actual
FY17
Outlook
Revenue $1,386 $1,390 - $1,430
Adjusted Diluted EPS $2.68 $2.70 - $3.10
FY 2017 Outlook
Integer Confidential / February 27, 2017 / Page 12
• Working Capital expected to improve
$10M - $20M by YE2017
• FY17 Adjusted Effective Tax Rate
expected to be ~25%.
• Cash Taxes expected to be
~$10M
• Other Operating Expense expected to
be in the range of $18M - $22M
• Capital Expenditures expected to be
in the range of $50M - $60M per year
• Depreciation & Amortization expected
to be in the range of $95M - $100M
Stock
• Stock-based compensation Expense
expected to be ~$15M
($ in millions, except per share amounts)
Product Line Review
Advanced Surgical, Orthopedics & Portable Medical
Integer Confidential / February 27, 2017 / Page 14
Providing a wide range of technologies and solutions to the
Advanced Surgical and Orthopedic markets
Implants Delivery Systems Reamers Laparoscopic Devices Arthroscopy Products
• Revenue remains a solid contributor to total Company results, down YOY driven by lower
product launches during current quarter and accelerated demand in the prior year quarter
• Shipped wireless prototype to first customer; making good progress with additional customers
• Steady operational performance driven by improvements in customer relationships
• Multiple continuous improvement initiatives in place across our operations – early results are
positive
• Expect incremental revenue growth in 2017 driven by new product launches and acceleration
in targeted areas.
Cardio & Vascular
Integer Confidential / February 27, 2017 / Page 15
Offering a full-range of products and services for catheter-based interventional
vascular devices and a suite of supply chain solutions to support the
development and manufacturing of complex components, sub-assemblies and finished devices
Steerable Sheaths Catheters & Sheaths Guidewires, Stylets &
Accessories
Introducers
• 4Q16 Revenue increased 7% YoY – strong demand for precious metal machining
components and OEM product lines
• Operational performance backed by strong customer relationships enabling deeper
penetration and increased customer opportunities
• First commercial shipment late in 4Q16 of previously delayed key customer program, will
ramp throughout 2017
• Positive outlook for 2017 – several new opportunities, well-positioned in sales process
Cardiac & Neuromodulation
Integer Confidential / February 27, 2017 / Page 16
Batteries Feedthroughs Enclosures Coated Electrodes
• Continued positive quarterly momentum and sequential revenue improvement
• Incremental growth opportunities within the market as OEM partners and customers seek
value-added solutions as well as supply chain efficiencies
• Leading position in the rapidly growing Neuromodulation market
• Solid pipeline in various stages of development (generally a 2 to 5 year process)
• Signed several new customer development agreements and manufacturing programs
Providing technology solutions for the active implantable medical device industry by
partnering with customers to bring quality products to established and
emerging markets - from initial concept through to high volume manufacturing
Full System Solutions
Electrochem
Integer Confidential / February 27, 2017 / Page 17
Enhancing lives worldwide by providing superior power solutions that
enable the success and advancement of our customers’ critical applications
Battery Cells
Battery Packs
Battery Chargers
• Revenues continue to trend with Oil & Gas market
• Oil prices begun to stabilize in 4Q16
• North American energy customer activity coming back online
• Military and Environmental customer volumes remain steady
• Engaging with customers across all market segments – actively
pursuing new customer and market opportunities
• Growing market share within the space, new opportunities driven
by long history of operational and quality performance
• Advancing competitive position through multi-year supply
agreements
Strategic / Growth Initiatives
Key Strategic Focus Areas
• Laser focused on achieving strategic objectives
• Invest to drive growth with customers across full spectrum of
product and systems capabilities
• Deliver shareholder returns through growth in profitability and
cash generation to drive accelerate debt repayment
• Optimize the commitment and contribution of our Associates by
cultivating an ethical, values-driven culture
• Current integration efforts remain on track
• Formal activities complete mid-2017
• Expect to achieve total synergies of $60M by YE2018
• Creating an optimized manufacturing footprint
• Continuous improvement and productivity initiatives
• Direct material and indirect expense savings
• Centers of excellence around the world
• No further plans to close or consolidate locations at this time
Integer Confidential / February 27, 2017 / Page 19
“Our vision is to
enhance the lives of
patients worldwide
by being our
customers’ partner of
choice for innovative
technologies and
services.”
Closing Comments
Well-Positioned for Future Growth
Integer Confidential / February 27, 2017 / Page 21
Operating &
Manufacturing
Scalability
Strong Customer
Relationships
Business
Optimization
Driving Strong
Cash Generation
Innovation
Pipeline to Enable
Customer
Success
Engineered
Medical
Components
Engineered
Medical Sub
Assemblies
Differentiated
Medical
Components &
Subassemblies
Transfer
Devices
Co-
Developed
Devices
Integer
Designed
Devices
Fully
Branded
Solutions
Medical
Device
Systems
Product Solutions
(More IP Focused)
Technical Solutions
(Traditional CMO)
80% 20%
Broad Product Continuum
Question & Answer Period
APPENDIX
Other Operating Expenses
Integer Confidential / February 27, 2017 / Page 24
(1) Details of Other Operating Expenses (OOE) provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its
spin-off on March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma
information, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts.
1/1/16 12/30/16 1/1/16 12/30/16 NOTES:
2014 Investments in
Capacity and Capabilities
$5.2 $3.3 $23.0 $17.2
Portable Medical and
Vascular product line
transfers
Orthopedic Facilities Optimization $0.0 $0.1 $1.4 $0.7
Lake Region Medical Consolidation
and Optimization
$2.0 $1.2 $2.0 $8.6
Acquisition and Integration Costs $28.1 $5.2 $33.5 $28.3
Lake Region Medical and
CCC Medical Devices
Asset Dispositions,
Severance, and Other
$1.7 $1.9 $6.6 $6.9 Nuvectra spin-off
Comparable Basis Adjustments, net(1)
$3.5 $0.0 $18.2 ($1.1)
TOTAL OOE $40.5 $11.7 $84.7 $60.6
Three Months Ended Twelve Months Ended
Debt – Financial Covenant Calculations
Integer Confidential / February 27, 2017 / Page 25
(1) Financial Covenant ratios adjust in future reporting periods. Details are available in ITGR’s publicly filed credit agreements
(2) R12 = Rolling 12 months
(3) R12 Cash Interest Expense excludes debt related amortization amounts included in Interest Expense
(4) Future Synergies and Cost Savings
• At the end of each fiscal quarter, Integer can add the planned impact of synergies and cost savings initiatives connected to the Lake Region
acquisition for the next twelve months.
• These are calculated on a pro forma basis assuming they had been in effect at the beginning of the test period.
• Synergies may include the incremental Adjusted EBITDA impact of revenue synergies. These would be new revenue initiatives that are
specifically enabled by the merger.
• Synergies are limited to a maximum of $35 million. The allowable adjustment changes over time beginning in 2017
Financial Covenant Calculations(1)(2)
Leverage Ratio (< 6.25 @ 4Q16)
Leverage Ratio = Net Debt / R12 Bank EBITDA
Interest Coverage Ratio (> 2.50 @ 4Q16)
Interest Coverage Ratio = R12 Bank EBITDA / R12 Cash Interest Expense(3)
Net Debt
Net DEBT = Total Debt - Cash & Cash Equivalents (not to exceed $50M)
Bank EBITDA
R12 Bank EBITDA = R12 Adjusted EBITDA + Future Synergies and Cost Savings
(4)
Integer Confidential / February 27, 2017 / Page 26
Non-GAAP Reconciliation
Net Income and Diluted EPS Reconciliation – QTD
See the Footnotes to this table on Slide 28 of this presentation
Three Months Ended
December 30, 2016 January 1, 2016
(in thousands except per share amounts) Pre-Tax
Net
Income
Per
Diluted
Share Pre-Tax
Net
Income
(Loss)
Per
Diluted
Share
As reported (GAAP) $ 4,543 $ 7,933 0.25 $
(37,46
1) $ (24,907) (0.85)
Adjustments:
Amortization of intangibles(a) 9,411 6,646 0.21 7,488 5,277 0.18
Inventory step-up amortization (COS)(a) — — — 22,986 15,605 0.52
IP related litigation (SG&A)(a)(b) 349 227 0.01 1,131 735 0.02
Consolidation and optimization expenses (OOE)(a)(c) 4,686 3,884 0.12 7,191 5,736 0.19
Acquisition and integration expenses (OOE)(a)(d) 5,173 3,406 0.11 28,083 20,924 0.69
Asset dispositions, severance and other (OOE)(a)(e) 1,874 1,301 0.04 1,741 1,499 0.05
Lake Region Medical transaction costs (interest
expense)(a)(f) — — — 4,675 3,039 0.10
Loss on cost and equity method investments, net(a) 1,765 1,147 0.04 1,769 1,150 0.04
Tax adjustments(g) — 2,630 0.08 — (1,200) (0.04)
Taxes(a) (627) — — (9,745) — —
As reported adjusted (Non-GAAP)(h) 27,174 0.87 27,858 0.92
Comparable basis adjustments, net(i) — — (71) (0.05)
Comparable basis adjusted (Non-GAAP)(h) $ 27,174 $ 0.87 $ 27,787 $ 0.87
As reported adjusted diluted weighted average
shares(j) 31,254 30,125
Comparable basis adjusted diluted weighted average
shares(j)(k) 31,254 31,805
Non-GAAP Reconciliation
Net Income and Diluted EPS Reconciliation – YTD
Integer Confidential / February 27, 2017 / Page 27
See the Footnotes to this table on Slide 28 of this presentation
Year Ended
December 30, 2016 January 1, 2016
(in thousands except per share amounts) Pre-Tax
Net
Income
Per
Diluted
Share Pre-Tax
Net
Income
(Loss)
Per
Diluted
Share
As reported (GAAP) $ 1,185 $ 5,961 $ 0.19 $
(15,70
0) $ (7,594) (0.29)
Adjustments:
Amortization of intangibles(a) 37,862 26,771 0.86 17,496 12,273 0.45
Inventory step-up amortization (COS)(a) — — — 22,986 15,605 0.57
IP related litigation (SG&A)(a)(b) 3,040 1,976 0.06 4,417 2,871 0.11
Consolidation and optimization expenses (OOE)(a)(c) 26,490 21,582 0.69 26,393 21,158 0.77
Acquisition and integration expenses (OOE)(a)(d) 28,316 18,554 0.59 33,449 25,885 0.95
Asset dispositions, severance and other (OOE)(a)(e) 6,931 5,760 0.18 6,622 5,099 0.19
Lake Region Medical transaction costs (interest
expense)(a)(f) — — — 9,463 6,151 0.23
(Gain) loss on cost and equity method investments,
net(a) 833 541 0.02 (3,350) (2,177) (0.08)
Tax adjustments(g) — (154) — — — —
Taxes(a) (23,666) — — (22,505) — —
As reported adjusted (Non-GAAP)(h) 80,991 2.59 79,271 2.90
Comparable basis adjustments, net(i) 2,624 0.08 18,833 0.21
Comparable basis adjusted (Non-GAAP)(h) $ 83,615 $ 2.68 $ 98,104 $ 3.11
As reported adjusted diluted weighted average
shares(j) 31,222 27,304
Comparable basis adjusted diluted weighted average
shares(j)(k) 31,222 31,504
Non-GAAP Reconciliations
Footnotes to “Net Income and Diluted EPS Reconciliation”
Integer Confidential / February 27, 2017 / Page 28
a) The difference between pre-tax and net income (loss) amounts is the estimated tax impact related to the respective adjustment. Net income amounts are
computed using a 35% U.S., Mexico, Germany, and France statutory tax rate, a 0% Swiss tax rate, a 20% Netherlands statutory tax rate, a 25% Uruguay
statutory tax rate, and a 12.5% Ireland statutory tax rate. Expenses that are not deductible for tax purposes (i.e. permanent tax differences) are added back at
100%.
b) In 2013, we filed suit against AVX Corporation alleging they were infringing our intellectual property. Given the complexity and significant costs incurred
pursuing this litigation, we are excluding these litigation expenses from adjusted amounts. This matter proceeded to trial during the first quarter of 2016 and a
federal jury awarded the Company $37.5 million in damages. To date, no gains have been recognized in connection with this litigation.
c) During 2016 and 2015, we incurred costs primarily related to the transfer of our Beaverton, OR portable medical and Plymouth, MN vascular manufacturing
operations to Tijuana, Mexico. Additionally, with the acquisition of Lake Region Medical, 2016 costs also include expenses incurred in connection with the
closure of Lake Region Medical’s Arvada, CO, site and the consolidation of its two Galway, Ireland sites, which was initiated by Lake Region Medical in 2014.
d) During 2016 and 2015, we incurred acquisition and integration costs related to the acquisition of Lake Region Medical, which was acquired in October 2015.
During 2015, we incurred costs related to the integration of CCC Medical Devices, which was acquired in August 2014.
e) Costs primarily include legal and professional fees incurred in connection with the spin-off of Nuvectra, which was completed in March 2016, as well as various
asset disposition charges.
f) During the third and fourth quarters of 2015 we recorded transaction costs (i.e. debt commitment fees, interest rate swap termination costs, debt
extinguishment charges) in connection with our acquisition of Lake Region Medical.
g) Tax adjustments for the 2016 periods include a discrete tax benefit related to certain transaction costs of the Lake Region Medical acquisition and the spin-off
of Nuvectra recorded in the third quarter and a tax charge recorded in the fourth quarter in connection with the enactment of regulations under §987 of the
Internal Revenue Code, which resulted in an adjustment to our deferred tax assets. For the 2015 fourth quarter, tax adjustments consist of the 2015 Federal
R&D tax credit, which was enacted during that period and was permanently reinstated.
h) The per share data in this table has been rounded to the nearest $0.01 and therefore may not sum to the total.
i) Comparable basis adjustments for 2016 represent the exclusion of the results of Nuvectra prior to its spin-off on March 14, 2016. Nuvectra’s 2016 revenue, tax
benefit, adjusted net loss, and adjusted diluted EPS prior to its spin-off was $1.2 million, $1.8 million, $2.6 million, and a loss of $0.08 per share, respectively.
Comparable basis adjustments for the 2015 periods represent the exclusion of the Nuvectra results and the inclusion of the former Lake Region Medical results
prior to its acquisition on October 27, 2015. Our historical pro forma information presentation, which was filed with the SEC on Form 8-K on February 29, 2016,
contains a reconciliation of 2015 comparable basis amounts to as reported amounts.
j) The as reported and comparable basis adjusted diluted weighted average shares for full year 2016 includes 249,000 potentially dilutive shares not included in
the computation of diluted weighted average common shares for GAAP diluted EPS purposes because their effect would have been anti-dilutive given the
Company’s net loss in the first and second quarters. Fourth quarter and full year 2015 as reported and comparable basis adjusted diluted weighted average
shares include 947,000 and 941,000 additional shares, respectively, related to outstanding equity awards that were not dilutive for GAAP EPS purposes.
k) Comparable basis diluted weighted average shares for the 2015 periods include the pro forma impact of shares issued in conjunction with the acquisition of
Lake Region Medical as if the acquisition occurred at the beginning of the period. No adjustment is necessary for the 2016 periods, as shares issued for the
acquisition are included in the Company’s outstanding shares in accordance with GAAP.
Non-GAAP Reconciliations
Adjusted EBITDA Reconciliation
Integer Confidential / February 27, 2017 / Page 29
a) Comparable basis adjustments for 2016 represent the exclusion of the results of Nuvectra prior to its spin-off on March 14, 2016. Nuvectra’s 2016 GAAP net loss, EBITDA and adjusted
EBITDA prior to its spin-off was $3.4 million, $4.9 million, and $3.7 million, respectively. Comparable basis adjustments for the 2015 periods represent the exclusion of the Nuvectra results
for the entire period and the inclusion of the former Lake Region Medical results prior to its acquisition on October 27, 2015. Our historical pro forma information presentation, which was
filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable basis amounts to as reported amounts.
Three Months Ended Year Ended
(dollars in thousands)
December 30,
2016
January 1,
2016
December 30,
2016
January 1,
2016
Net income (loss) as reported $ 7,933 $ (24,907) $ 5,961 $ (7,594)
Interest expense 27,875 25,362 111,270 33,513
Benefit for income taxes (3,390) (12,554) (4,776) (8,106)
Depreciation 13,699 10,203 52,662 27,136
Amortization 9,411 7,488 37,862 17,496
EBITDA 55,528 5,592 202,979 62,445
Inventory step-up amortization — 22,986 — 22,986
IP related litigation 349 1,131 3,040 4,417
Stock-based compensation 1,160 288 6,933 9,287
Consolidation and optimization expenses 4,686 7,191 26,490 26,393
Acquisition and integration expenses 5,173 28,083 28,316 33,449
Asset dispositions, severance and other 1,874 1,741 6,931 6,622
Noncash loss on cost and equity method
investments 1,765 1,993 1,495 275
As reported adjusted EBITDA (Non-GAAP) 70,535 69,005 276,184 165,874
Comparable basis adjustments(a) — 9,930 3,665 138,323
Comparable basis adjusted EBITDA (Non-
GAAP) $ 70,535 $ 78,935 $ 279,849 $ 304,197
As reported adjusted EBITDA as a % of sales 19.6% 21.7% 19.9% 20.7%
Comparable basis adjusted EBITDA as a % of
sales 19.6% 21.9% 20.2% 21.1%
Non-GAAP Reconciliations
2017 Full-Year Outlook
Integer Confidential / February 27, 2017 / Page 30
Except as described below, further reconciliations by line item to the closest corresponding GAAP financial measures for
Adjusted Basis Earnings per Diluted Share, included in our “Business Outlook” above, are not available without unreasonable
efforts on a forward-looking basis due to the high variability, complexity and visibility of the charges excluded from this non-
GAAP financial measure.
Adjusted EPS for 2017 is expected to consist of GAAP Net Income and EPS, excluding items such as intangible amortization,
IP related litigation costs, and consolidation, acquisition, integration, and asset disposition/write-down charges totaling
approximately $72 million. The after-tax impact of these items is estimated to be approximately $50 million, or approximately
$1.60 per diluted share.
($ in millions, except per share amounts)
High Low High Low
Revenue $1,430 $1,390 $1,430 $1,390
Earnings per Diluted Share $1.50 $1.10 $3.10 $2.70
GAAP Adjusted Comparable Basis
Integer Confidential / February 27, 2017 / Page 31
Contact Information
Amy Wakeham
VP, Investor Relations
Integer
ir@integer.net
www.integer.net
(O) 214.618.4978
(M) 214.430.7208

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ITGR 4Q16 Earnings Presentation Final

  • 1. 4Q16 Earnings Conference Call February 27, 2017
  • 2. Presentation of Financial Information & Forward Looking Statements Historical financial and operating data in this presentation reflect the consolidated results of Integer for the periods indicated. This presentation includes financial information prepared in accordance with accounting principles generally accepted in the United States, or GAAP, as well as other financial measures referred to as non-GAAP. The non-GAAP financial measures in this presentation, which include Adjusted Net Income, Adjusted Diluted EPS, Earnings Before Interest Taxes Depreciation and Amortization (EBITDA), and Adjusted EBITDA, should be considered in addition to, but not as substitutes for, the information prepared in accordance with GAAP. For reconciliations of these non-GAAP financial measures to the most comparable GAAP measures, please refer to the appendix to this presentation and the earnings release associated with this quarterly period which can be found in the investor relations section of our corporate website (www.integer.net). Statements made in this presentation whether written or oral may be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of Securities Exchange Act of 1934, as amended, and involve a number of risks and uncertainties. These statements can be identified by terminology such as “may,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or “variations” or the negative of these terms or other comparable terminology. These statements are based on the company’s current expectations and speak only as of February 27, 2017. The Company’s actual results could differ materially from those stated or implied by such forward-looking statements. The Company assumes no obligation to update forward-looking information, including information in this presentation, to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results, financial conditions or prospects. Integer Confidential / February 27, 2017 / Page 2
  • 3. Agenda • Opening Comments • Financial Results • Product Line Review • Strategic / Growth Initiatives • Closing Comments • Question & Answer Period Integer Confidential / February 27, 2017 / Page 3 Thomas J. Hook President & CEO Michael Dinkins Executive Vice President & Chief Financial Officer
  • 5. Quarterly Results Reflect Continued Progress • Business stabilization continues, returning to a growth trajectory • New COO structure strategically aligns integrated capabilities more effectively • Building momentum and focused on winning new opportunities • Operational results • Demonstrating fiscal discipline • Working capital initiatives driving results • Financial results • 4Q16 revenue flat YoY and up $13M QoQ • Generating increased cash flow from operations • Accelerating debt repayment • Business well positioned for incremental growth in 2017 Integer Confidential / February 27, 2017 / Page 5 “We had solid performance in the fourth quarter and are pleased with the continued operational and financial stabilization of the business.”
  • 7. 4Q16 Financial Results(1) Integer Confidential / February 27, 2017 / Page 7 ($ in millions, except per share amounts) (1) 4Q16 Key Financial Results provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts. (2) Includes $23M of inventory step-up amortization associated with the acquisition and integration of Lake Region Medical. Excluding this amount, gross margin for 4Q15 and FY15 would have been 27.9% for both periods 4Q15 3Q16 4Q16 FY15 FY16 Sales 360$ 347$ 360$ 1,443$ 1,386$ Gross Margin 21.5% 28.3% 25.8% 26.4% 27.2% Operating Expenses 89$ 61$ 62$ 302$ 270$ % of Sales 24.7% 17.6% 17.2% 20.9% 19.5% GAAP Net Income (47)$ 11$ 8$ (39)$ 6$ Adjusted Net Income 28$ 26$ 27$ 98$ 84$ EBITDA (7)$ 59$ 56$ 161$ 203$ Adjusted EBITDA 79$ 75$ 71$ 304$ 280$ % of Sales 21.9% 21.6% 19.6% 21.1% 20.2% GAAP Diluted EPS (1.54)$ 0.37$ 0.25$ (1.27)$ 0.19$ Adjusted Diluted EPS 0.87$ 0.83$ 0.87$ 3.11$ 2.68$ Cash Flow from Operations -- 38$ 34$ -- 106$ (2) (2)
  • 8. $138 $145 $147 $133 $134 $144 $148 $142 $99 $109 $94 $111 $96 $92 $96 $105 $106 $109 $99 $105 $91 $104 $95 $102 $18 $17 $12 $13 $12 $10 $9 $11 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 Continued Revenue Stabilization Integer Confidential / February 27, 2017 / Page 8 $358 Non-Medical Cardiac & Neuro Cardio & Vascular Adv. Surgical, Ortho & Portable Medical $377 $348 $360 $331 $348 $347 Quarterly Sales(1) 4Q16 Sales QoQ YoY YTD 3.8% (0.5%) (4.0%) 28% (14%) (30%) 7% (3%) (6%) 10% (5%) (6%) (4%) 7% 1% Total Sales(2) (1) Sales information provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts. (2) Total sales includes the sum of sales for each of ITGR’s product lines, as detailed on this slide and the elimination of Interproduct Line Sales, for which amounts are not included on this slide. ($ in millions) $360
  • 9. $79 $65 $69 $75 $71 4Q15 1Q16 2Q16 3Q16 4Q16 Adjusted EBITDA Integer Confidential / February 27, 2017 / Page 9 Adjusted EBITDA(1) $0 ($ in millions) • Continued focus on improving business performance to generate cash • Ongoing pricing pressure reinforces focus on quality to drive volume increases and efficiency • Improve customer satisfaction • Reduce costs and expand share of wallet with customers • Cumulative synergies of $34M • Realized benefits offset by sales mix, pricing pressure, salary increases, and warranty / inventory reserve charges • Excludes $12.1M of OOE and IP related litigation expenses in 4Q16(2) (1) Adjusted EBITDA provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts. (2) See APPENDIX for additional information regarding Other Operating Expenses (OOE), including historical data. 22% % of Sales 20% 20% 20%22%
  • 10. Debt Payments Strong Cash Flow Generation Integer Confidential / February 27, 2017 / Page 10 • Generating significant cash flow to meet current debt obligations and accelerate debt repayment • FY17 Cash Flow of $106M • Paid down $17M of debt in 4Q16; $46M YTD • Focused on reducing total leverage as quickly as possible • Total long-term debt of $1.8B as of YE 2016 • No significant maturities until 2020 • Mitigating exposure to interest rate volatility • Well within covenant compliance requirements(2) • Successfully amended credit agreement in 4Q16 ($ in millions) (1) Free Cash Flow defined as Cash from Operations less Capital Expenditures (2) See the APPENDIX to this presentation for further discussion regarding financial covenant calculations ($ in millions) $31 $41 $48 $88 $240 $964 $360 2017 2018 2019 2020 2021 2022 2023 $11 $(8) $21 $22 1Q16 2Q16 3Q16 4Q16 $30 $4 $38 $34 1Q16 2Q16 3Q16 4Q16 Cash Flow From Operations Free Cash Flow ($ in millions) FY16 Debt Repayment Schedule ($ in millions) $29 $17 $46 Accelerated Repayment Required Repayment
  • 11. $361 $318 $317 $325 $332 4Q15 1Q16 2Q16 3Q16 4Q16 4Q15 1Q16 2Q16 3Q16 4Q16 Inventory $252 $267 $276 $262 $225 Inventory Turns 4 4 4 4 5 Capital Expenditures $13 $19 $12 $17 $12 Working Capital Integer Confidential / February 27, 2017 / Page 11 Working Capital $0 ($ in millions) • Targeting continued reduction in inventory levels through FY17 • Enhanced Sales & Operating Plan (S&OP) process showing improved results and more accurate forecasting • Rationalizing vendor partners to drive synergies and extend payment terms • On-going process improvement programs to reduce direct materials spend and indirect expenses ($ in millions)
  • 12. FY16 Actual FY17 Outlook Revenue $1,386 $1,390 - $1,430 Adjusted Diluted EPS $2.68 $2.70 - $3.10 FY 2017 Outlook Integer Confidential / February 27, 2017 / Page 12 • Working Capital expected to improve $10M - $20M by YE2017 • FY17 Adjusted Effective Tax Rate expected to be ~25%. • Cash Taxes expected to be ~$10M • Other Operating Expense expected to be in the range of $18M - $22M • Capital Expenditures expected to be in the range of $50M - $60M per year • Depreciation & Amortization expected to be in the range of $95M - $100M Stock • Stock-based compensation Expense expected to be ~$15M ($ in millions, except per share amounts)
  • 14. Advanced Surgical, Orthopedics & Portable Medical Integer Confidential / February 27, 2017 / Page 14 Providing a wide range of technologies and solutions to the Advanced Surgical and Orthopedic markets Implants Delivery Systems Reamers Laparoscopic Devices Arthroscopy Products • Revenue remains a solid contributor to total Company results, down YOY driven by lower product launches during current quarter and accelerated demand in the prior year quarter • Shipped wireless prototype to first customer; making good progress with additional customers • Steady operational performance driven by improvements in customer relationships • Multiple continuous improvement initiatives in place across our operations – early results are positive • Expect incremental revenue growth in 2017 driven by new product launches and acceleration in targeted areas.
  • 15. Cardio & Vascular Integer Confidential / February 27, 2017 / Page 15 Offering a full-range of products and services for catheter-based interventional vascular devices and a suite of supply chain solutions to support the development and manufacturing of complex components, sub-assemblies and finished devices Steerable Sheaths Catheters & Sheaths Guidewires, Stylets & Accessories Introducers • 4Q16 Revenue increased 7% YoY – strong demand for precious metal machining components and OEM product lines • Operational performance backed by strong customer relationships enabling deeper penetration and increased customer opportunities • First commercial shipment late in 4Q16 of previously delayed key customer program, will ramp throughout 2017 • Positive outlook for 2017 – several new opportunities, well-positioned in sales process
  • 16. Cardiac & Neuromodulation Integer Confidential / February 27, 2017 / Page 16 Batteries Feedthroughs Enclosures Coated Electrodes • Continued positive quarterly momentum and sequential revenue improvement • Incremental growth opportunities within the market as OEM partners and customers seek value-added solutions as well as supply chain efficiencies • Leading position in the rapidly growing Neuromodulation market • Solid pipeline in various stages of development (generally a 2 to 5 year process) • Signed several new customer development agreements and manufacturing programs Providing technology solutions for the active implantable medical device industry by partnering with customers to bring quality products to established and emerging markets - from initial concept through to high volume manufacturing Full System Solutions
  • 17. Electrochem Integer Confidential / February 27, 2017 / Page 17 Enhancing lives worldwide by providing superior power solutions that enable the success and advancement of our customers’ critical applications Battery Cells Battery Packs Battery Chargers • Revenues continue to trend with Oil & Gas market • Oil prices begun to stabilize in 4Q16 • North American energy customer activity coming back online • Military and Environmental customer volumes remain steady • Engaging with customers across all market segments – actively pursuing new customer and market opportunities • Growing market share within the space, new opportunities driven by long history of operational and quality performance • Advancing competitive position through multi-year supply agreements
  • 18. Strategic / Growth Initiatives
  • 19. Key Strategic Focus Areas • Laser focused on achieving strategic objectives • Invest to drive growth with customers across full spectrum of product and systems capabilities • Deliver shareholder returns through growth in profitability and cash generation to drive accelerate debt repayment • Optimize the commitment and contribution of our Associates by cultivating an ethical, values-driven culture • Current integration efforts remain on track • Formal activities complete mid-2017 • Expect to achieve total synergies of $60M by YE2018 • Creating an optimized manufacturing footprint • Continuous improvement and productivity initiatives • Direct material and indirect expense savings • Centers of excellence around the world • No further plans to close or consolidate locations at this time Integer Confidential / February 27, 2017 / Page 19 “Our vision is to enhance the lives of patients worldwide by being our customers’ partner of choice for innovative technologies and services.”
  • 21. Well-Positioned for Future Growth Integer Confidential / February 27, 2017 / Page 21 Operating & Manufacturing Scalability Strong Customer Relationships Business Optimization Driving Strong Cash Generation Innovation Pipeline to Enable Customer Success Engineered Medical Components Engineered Medical Sub Assemblies Differentiated Medical Components & Subassemblies Transfer Devices Co- Developed Devices Integer Designed Devices Fully Branded Solutions Medical Device Systems Product Solutions (More IP Focused) Technical Solutions (Traditional CMO) 80% 20% Broad Product Continuum
  • 24. Other Operating Expenses Integer Confidential / February 27, 2017 / Page 24 (1) Details of Other Operating Expenses (OOE) provided on a comparable basis. Comparable basis amounts for 2016 exclude the results of Nuvectra Corporation (“Nuvectra”) prior to its spin-off on March 14, 2016. Comparable basis amounts for 2015 exclude the results of Nuvectra and include the results of the former Lake Region Medical. Historical pro forma information, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable amounts to as reported amounts. 1/1/16 12/30/16 1/1/16 12/30/16 NOTES: 2014 Investments in Capacity and Capabilities $5.2 $3.3 $23.0 $17.2 Portable Medical and Vascular product line transfers Orthopedic Facilities Optimization $0.0 $0.1 $1.4 $0.7 Lake Region Medical Consolidation and Optimization $2.0 $1.2 $2.0 $8.6 Acquisition and Integration Costs $28.1 $5.2 $33.5 $28.3 Lake Region Medical and CCC Medical Devices Asset Dispositions, Severance, and Other $1.7 $1.9 $6.6 $6.9 Nuvectra spin-off Comparable Basis Adjustments, net(1) $3.5 $0.0 $18.2 ($1.1) TOTAL OOE $40.5 $11.7 $84.7 $60.6 Three Months Ended Twelve Months Ended
  • 25. Debt – Financial Covenant Calculations Integer Confidential / February 27, 2017 / Page 25 (1) Financial Covenant ratios adjust in future reporting periods. Details are available in ITGR’s publicly filed credit agreements (2) R12 = Rolling 12 months (3) R12 Cash Interest Expense excludes debt related amortization amounts included in Interest Expense (4) Future Synergies and Cost Savings • At the end of each fiscal quarter, Integer can add the planned impact of synergies and cost savings initiatives connected to the Lake Region acquisition for the next twelve months. • These are calculated on a pro forma basis assuming they had been in effect at the beginning of the test period. • Synergies may include the incremental Adjusted EBITDA impact of revenue synergies. These would be new revenue initiatives that are specifically enabled by the merger. • Synergies are limited to a maximum of $35 million. The allowable adjustment changes over time beginning in 2017 Financial Covenant Calculations(1)(2) Leverage Ratio (< 6.25 @ 4Q16) Leverage Ratio = Net Debt / R12 Bank EBITDA Interest Coverage Ratio (> 2.50 @ 4Q16) Interest Coverage Ratio = R12 Bank EBITDA / R12 Cash Interest Expense(3) Net Debt Net DEBT = Total Debt - Cash & Cash Equivalents (not to exceed $50M) Bank EBITDA R12 Bank EBITDA = R12 Adjusted EBITDA + Future Synergies and Cost Savings (4)
  • 26. Integer Confidential / February 27, 2017 / Page 26 Non-GAAP Reconciliation Net Income and Diluted EPS Reconciliation – QTD See the Footnotes to this table on Slide 28 of this presentation Three Months Ended December 30, 2016 January 1, 2016 (in thousands except per share amounts) Pre-Tax Net Income Per Diluted Share Pre-Tax Net Income (Loss) Per Diluted Share As reported (GAAP) $ 4,543 $ 7,933 0.25 $ (37,46 1) $ (24,907) (0.85) Adjustments: Amortization of intangibles(a) 9,411 6,646 0.21 7,488 5,277 0.18 Inventory step-up amortization (COS)(a) — — — 22,986 15,605 0.52 IP related litigation (SG&A)(a)(b) 349 227 0.01 1,131 735 0.02 Consolidation and optimization expenses (OOE)(a)(c) 4,686 3,884 0.12 7,191 5,736 0.19 Acquisition and integration expenses (OOE)(a)(d) 5,173 3,406 0.11 28,083 20,924 0.69 Asset dispositions, severance and other (OOE)(a)(e) 1,874 1,301 0.04 1,741 1,499 0.05 Lake Region Medical transaction costs (interest expense)(a)(f) — — — 4,675 3,039 0.10 Loss on cost and equity method investments, net(a) 1,765 1,147 0.04 1,769 1,150 0.04 Tax adjustments(g) — 2,630 0.08 — (1,200) (0.04) Taxes(a) (627) — — (9,745) — — As reported adjusted (Non-GAAP)(h) 27,174 0.87 27,858 0.92 Comparable basis adjustments, net(i) — — (71) (0.05) Comparable basis adjusted (Non-GAAP)(h) $ 27,174 $ 0.87 $ 27,787 $ 0.87 As reported adjusted diluted weighted average shares(j) 31,254 30,125 Comparable basis adjusted diluted weighted average shares(j)(k) 31,254 31,805
  • 27. Non-GAAP Reconciliation Net Income and Diluted EPS Reconciliation – YTD Integer Confidential / February 27, 2017 / Page 27 See the Footnotes to this table on Slide 28 of this presentation Year Ended December 30, 2016 January 1, 2016 (in thousands except per share amounts) Pre-Tax Net Income Per Diluted Share Pre-Tax Net Income (Loss) Per Diluted Share As reported (GAAP) $ 1,185 $ 5,961 $ 0.19 $ (15,70 0) $ (7,594) (0.29) Adjustments: Amortization of intangibles(a) 37,862 26,771 0.86 17,496 12,273 0.45 Inventory step-up amortization (COS)(a) — — — 22,986 15,605 0.57 IP related litigation (SG&A)(a)(b) 3,040 1,976 0.06 4,417 2,871 0.11 Consolidation and optimization expenses (OOE)(a)(c) 26,490 21,582 0.69 26,393 21,158 0.77 Acquisition and integration expenses (OOE)(a)(d) 28,316 18,554 0.59 33,449 25,885 0.95 Asset dispositions, severance and other (OOE)(a)(e) 6,931 5,760 0.18 6,622 5,099 0.19 Lake Region Medical transaction costs (interest expense)(a)(f) — — — 9,463 6,151 0.23 (Gain) loss on cost and equity method investments, net(a) 833 541 0.02 (3,350) (2,177) (0.08) Tax adjustments(g) — (154) — — — — Taxes(a) (23,666) — — (22,505) — — As reported adjusted (Non-GAAP)(h) 80,991 2.59 79,271 2.90 Comparable basis adjustments, net(i) 2,624 0.08 18,833 0.21 Comparable basis adjusted (Non-GAAP)(h) $ 83,615 $ 2.68 $ 98,104 $ 3.11 As reported adjusted diluted weighted average shares(j) 31,222 27,304 Comparable basis adjusted diluted weighted average shares(j)(k) 31,222 31,504
  • 28. Non-GAAP Reconciliations Footnotes to “Net Income and Diluted EPS Reconciliation” Integer Confidential / February 27, 2017 / Page 28 a) The difference between pre-tax and net income (loss) amounts is the estimated tax impact related to the respective adjustment. Net income amounts are computed using a 35% U.S., Mexico, Germany, and France statutory tax rate, a 0% Swiss tax rate, a 20% Netherlands statutory tax rate, a 25% Uruguay statutory tax rate, and a 12.5% Ireland statutory tax rate. Expenses that are not deductible for tax purposes (i.e. permanent tax differences) are added back at 100%. b) In 2013, we filed suit against AVX Corporation alleging they were infringing our intellectual property. Given the complexity and significant costs incurred pursuing this litigation, we are excluding these litigation expenses from adjusted amounts. This matter proceeded to trial during the first quarter of 2016 and a federal jury awarded the Company $37.5 million in damages. To date, no gains have been recognized in connection with this litigation. c) During 2016 and 2015, we incurred costs primarily related to the transfer of our Beaverton, OR portable medical and Plymouth, MN vascular manufacturing operations to Tijuana, Mexico. Additionally, with the acquisition of Lake Region Medical, 2016 costs also include expenses incurred in connection with the closure of Lake Region Medical’s Arvada, CO, site and the consolidation of its two Galway, Ireland sites, which was initiated by Lake Region Medical in 2014. d) During 2016 and 2015, we incurred acquisition and integration costs related to the acquisition of Lake Region Medical, which was acquired in October 2015. During 2015, we incurred costs related to the integration of CCC Medical Devices, which was acquired in August 2014. e) Costs primarily include legal and professional fees incurred in connection with the spin-off of Nuvectra, which was completed in March 2016, as well as various asset disposition charges. f) During the third and fourth quarters of 2015 we recorded transaction costs (i.e. debt commitment fees, interest rate swap termination costs, debt extinguishment charges) in connection with our acquisition of Lake Region Medical. g) Tax adjustments for the 2016 periods include a discrete tax benefit related to certain transaction costs of the Lake Region Medical acquisition and the spin-off of Nuvectra recorded in the third quarter and a tax charge recorded in the fourth quarter in connection with the enactment of regulations under §987 of the Internal Revenue Code, which resulted in an adjustment to our deferred tax assets. For the 2015 fourth quarter, tax adjustments consist of the 2015 Federal R&D tax credit, which was enacted during that period and was permanently reinstated. h) The per share data in this table has been rounded to the nearest $0.01 and therefore may not sum to the total. i) Comparable basis adjustments for 2016 represent the exclusion of the results of Nuvectra prior to its spin-off on March 14, 2016. Nuvectra’s 2016 revenue, tax benefit, adjusted net loss, and adjusted diluted EPS prior to its spin-off was $1.2 million, $1.8 million, $2.6 million, and a loss of $0.08 per share, respectively. Comparable basis adjustments for the 2015 periods represent the exclusion of the Nuvectra results and the inclusion of the former Lake Region Medical results prior to its acquisition on October 27, 2015. Our historical pro forma information presentation, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable basis amounts to as reported amounts. j) The as reported and comparable basis adjusted diluted weighted average shares for full year 2016 includes 249,000 potentially dilutive shares not included in the computation of diluted weighted average common shares for GAAP diluted EPS purposes because their effect would have been anti-dilutive given the Company’s net loss in the first and second quarters. Fourth quarter and full year 2015 as reported and comparable basis adjusted diluted weighted average shares include 947,000 and 941,000 additional shares, respectively, related to outstanding equity awards that were not dilutive for GAAP EPS purposes. k) Comparable basis diluted weighted average shares for the 2015 periods include the pro forma impact of shares issued in conjunction with the acquisition of Lake Region Medical as if the acquisition occurred at the beginning of the period. No adjustment is necessary for the 2016 periods, as shares issued for the acquisition are included in the Company’s outstanding shares in accordance with GAAP.
  • 29. Non-GAAP Reconciliations Adjusted EBITDA Reconciliation Integer Confidential / February 27, 2017 / Page 29 a) Comparable basis adjustments for 2016 represent the exclusion of the results of Nuvectra prior to its spin-off on March 14, 2016. Nuvectra’s 2016 GAAP net loss, EBITDA and adjusted EBITDA prior to its spin-off was $3.4 million, $4.9 million, and $3.7 million, respectively. Comparable basis adjustments for the 2015 periods represent the exclusion of the Nuvectra results for the entire period and the inclusion of the former Lake Region Medical results prior to its acquisition on October 27, 2015. Our historical pro forma information presentation, which was filed with the SEC on Form 8-K on February 29, 2016, contains a reconciliation of 2015 comparable basis amounts to as reported amounts. Three Months Ended Year Ended (dollars in thousands) December 30, 2016 January 1, 2016 December 30, 2016 January 1, 2016 Net income (loss) as reported $ 7,933 $ (24,907) $ 5,961 $ (7,594) Interest expense 27,875 25,362 111,270 33,513 Benefit for income taxes (3,390) (12,554) (4,776) (8,106) Depreciation 13,699 10,203 52,662 27,136 Amortization 9,411 7,488 37,862 17,496 EBITDA 55,528 5,592 202,979 62,445 Inventory step-up amortization — 22,986 — 22,986 IP related litigation 349 1,131 3,040 4,417 Stock-based compensation 1,160 288 6,933 9,287 Consolidation and optimization expenses 4,686 7,191 26,490 26,393 Acquisition and integration expenses 5,173 28,083 28,316 33,449 Asset dispositions, severance and other 1,874 1,741 6,931 6,622 Noncash loss on cost and equity method investments 1,765 1,993 1,495 275 As reported adjusted EBITDA (Non-GAAP) 70,535 69,005 276,184 165,874 Comparable basis adjustments(a) — 9,930 3,665 138,323 Comparable basis adjusted EBITDA (Non- GAAP) $ 70,535 $ 78,935 $ 279,849 $ 304,197 As reported adjusted EBITDA as a % of sales 19.6% 21.7% 19.9% 20.7% Comparable basis adjusted EBITDA as a % of sales 19.6% 21.9% 20.2% 21.1%
  • 30. Non-GAAP Reconciliations 2017 Full-Year Outlook Integer Confidential / February 27, 2017 / Page 30 Except as described below, further reconciliations by line item to the closest corresponding GAAP financial measures for Adjusted Basis Earnings per Diluted Share, included in our “Business Outlook” above, are not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and visibility of the charges excluded from this non- GAAP financial measure. Adjusted EPS for 2017 is expected to consist of GAAP Net Income and EPS, excluding items such as intangible amortization, IP related litigation costs, and consolidation, acquisition, integration, and asset disposition/write-down charges totaling approximately $72 million. The after-tax impact of these items is estimated to be approximately $50 million, or approximately $1.60 per diluted share. ($ in millions, except per share amounts) High Low High Low Revenue $1,430 $1,390 $1,430 $1,390 Earnings per Diluted Share $1.50 $1.10 $3.10 $2.70 GAAP Adjusted Comparable Basis
  • 31. Integer Confidential / February 27, 2017 / Page 31 Contact Information Amy Wakeham VP, Investor Relations Integer ir@integer.net www.integer.net (O) 214.618.4978 (M) 214.430.7208