This document contains the transcript from George S. Barrett's presentation at the J.P. Morgan Healthcare Conference on January 13, 2015. It discusses Cardinal Health's strategic priorities including growing its specialty pharmaceutical, generic drug sourcing, and international businesses. It also outlines opportunities in health system solutions, alternate sites of care, and the home healthcare market. The presentation notes Cardinal Health's sustained financial performance and future aspirations for metrics like operating margin and earnings growth. It emphasizes the company's focus on key trends in healthcare like increased consumerism, transition to value-based care, and continued innovation.
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A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
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Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
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Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
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Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
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18. Operating Earnings Before Provision Earnings Earnings from Diluted EPS Diluted EPS
Earnings Income Taxes for from Continuing from from Continuing
Operating Growth and Discontinued Income Continuing Operations Continuing Operations
(in millions, except per common share amounts) Earnings1
Rate Operations Taxes Operations Growth Rate Operations Growth Rate2
GAAP 1,885$ 89 % 1,798$ 635$ 1,163$ 247 % 3.37$ 247 %
Restructuring and employee severance 31 31 11 20 0.06
Amortization and other acquisition-related costs 223 223 79 144 0.42
Impairments and loss on disposal of assets 15 15 5 10 0.03
Litigation (recoveries)/charges, net (21) (21) (8) (13) (0.04)
Non-GAAP 2,133$ 4 % 2,047$ 722$ 1,324$ 3 % 3.84$ 3 %
GAAP 996$ (44)% 888$ 553$ 335$ (69)% 0.97$ (68)%
Restructuring and employee severance 71 71 27 44 0.13
Amortization and other acquisition-related costs 158 158 52 106 0.31
Impairments and loss on disposal of assets 859 859 37 822 2.39
Litigation (recoveries)/charges, net (38) (38) (15) (23) (0.07)
Non-GAAP 2,046$ 10 % 1,938$ 654$ 1,284$ 15 % 3.73$ 16 %
1
The 4-year compound annual grow th rate for GAAP and non-GAAP operating earnings w as 10 percent and 11 percent, respectively.
2
The 4-year compound annual grow th rate for GAAP and non-GAAP diluted EPS from continuing operations w as 20 percent and 14 percent, respectively.
We apply varying tax rates depending on the item’s nature and tax jurisdiction w here it is incurred.
Cardinal Health, Inc. and Subsidiaries
GAAP / Non-GAAP Reconciliation
Fiscal Year 2014
Fiscal Year 2013
The sum of the components may not equal the total due to rounding.
19. Operating Earnings Before Provision Earnings Earnings from Diluted EPS Diluted EPS
Earnings Income Taxes for from Continuing from from Continuing
Operating Grow th and Discontinued Income Continuing Operations Continuing Operations
Earnings Rate Operations Taxes Operations Grow th Rate Operations Grow th Rate
GAAP 1,792$ 18 % 1,698$ 628$ 1,070$ 11 % 3.06$ 12 %
Restructuring and employee severance 21 21 8 13 0.04
Amortization and other acquisition-related costs 33 33 9 24 0.07
Impairments and loss on disposal of assets 21 21 8 13 0.04
Litigation (recoveries)/charges, net (3) (3) (1) (2) (0.01)
Other Spin-Off costs 2 2 1 1 -
Non-GAAP 1,866$ 13 % 1,772$ 653$ 1,119$ 13 % 3.21$ 15 %
GAAP 1,514$ 16 % 1,518$ 552$ 966$ 65 % 2.74$ 69 %
Restructuring and employee severance 15 15 5 10 0.03
Amortization and other acquisition-related costs 90 90 22 68 0.19
Impairments and loss on disposal of assets 9 9 3 6 0.02
Litigation (recoveries)/charges, net 6 6 (1) 7 0.02
Other Spin-Off costs 10 10 4 6 0.02
Gain on sale of CareFusion stock - (75) - (75) (0.21)
Non-GAAP 1,644$ 18 % 1,573$ 585$ 988$ 22 % 2.80$ 25 %
GAAP 1,307$ 1 % 1,212$ 625$ 587$ (23)% 1.62$ (23)%
Restructuring and employee severance 91 91 32 59 0.16
Amortization and other acquisition-related costs 18 18 6 12 0.03
Impairments and loss on disposal of assets 29 29 (5) 34 0.09
Litigation (recoveries)/charges, net (62) (62) (23) (39) (0.11)
Other Spin-Off Costs 11 53 (149) 202 0.56
Gain on sale of CareFusion stock - (45) - (45) (0.12)
Non-GAAP 1,394$ (3)% 1,296$ 486$ 810$ (2)% 2.24$ (2)%
We apply varying tax rates depending on the item’s nature and tax jurisdiction w here it is incurred.
Cardinal Health, Inc. and Subsidiaries
GAAP / Non-GAAP Reconciliation
Fiscal Year 2012
Fiscal Year 2011
Fiscal Year 2010
The sum of the components may not equal the total due to rounding.
20. 2015 2010
(in millions) Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4
Revenue 90,631$ 91,084$ 93,610$ 96,735$ 99,727$ 101,093$ 102,437$ 104,803$ 106,648$ 107,552$ 107,551$ 106,705$ 104,999$ 102,644$ 100,340$ 98,612$ 98,160$ 98,503$
GAAP operating earnings 1,880$ 1,885$ 1,056$ 1,023$ 1,011$ 996$ 1,842$ 1,893$ 1,836$ 1,792$ 1,747$ 1,668$ 1,562$ 1,514$ 1,489$ 1,408$ 1,431$ 1,307$
Restructuring and employee severance 39 31 57 85 76 71 48 22 23 21 17 16 17 15 17 25 33 91
Amortization and other acquisition-related costs 228 223 212 209 179 158 117 37 34 33 37 94 106 90 86 58 28 19
Impairments and loss on disposal of assets 15 15 843 863 859 859 29 25 21 21 20 7 8 9 9 9 7 29
Litigation (recoveries)/charges, net 6 (21) (24) (18) (15) (38) (37) (34) (22) (3) (9) (4) 2 6 (22) (29) (60) (62)
Other Spin-Off Costs - - - - - - - 1 1 2 4 4 8 10 9 12 12 11
Non-GAAP operating earnings 2,167$ 2,133$ 2,144$ 2,163$ 2,109$ 2,046$ 1,999$ 1,943$ 1,893$ 1,866$ 1,816$ 1,786$ 1,703$ 1,644$ 1,588$ 1,483$ 1,451$ 1,394$
GAAP operating earnings margin rate 2.07 % 2.07 % 1.13 % 1.06 % 1.01 % 0.99 % 1.80 % 1.81 % 1.72 % 1.67 % 1.62 % 1.56 % 1.49 % 1.48 % 1.48 % 1.43 % 1.46 % 1.33 %
Non-GAAP operating earnings margin rate 2.39 % 2.34 % 2.29 % 2.24 % 2.11 % 2.02 % 1.95 % 1.85 % 1.77 % 1.73 % 1.69 % 1.67 % 1.62 % 1.60 % 1.58 % 1.50 % 1.48 % 1.42 %
Q4FY10-Q1FY15 GAAP operating earnings margin rate expansion 74bp
Q4FY10-Q1FY15 Non-GAAP operating earnings margin rate expansion 98bp
Forward-Looking Non-GAAP Financial Measures
We present non-GAAPearnings from continuing operations (and presentations derived from these financial measures, including per share calculations) on a forw ard-looking basis. The most directly comparable forw ard-looking GAAPmeasures are earnings from continuing operations. We are unable to provide a quantitative
reconciliation of these forw ard-looking non-GAAPmeasures to the most directly comparable forw ard-looking GAAPmeasures because w e cannot reliably forecast restructuring and employee severance, amortization and other acquisition-related costs, impairments and loss on disposal of assets, litigation (recoveries)/charges,
net and LIFO charges/(credits), w hich are difficult to predict and estimate and are primarily dependent on future events. Please note that the unavailable reconciling items could significantly impact our future financial results.
The sum of the components may not equal the total due to rounding.
2014
Cardinal Health, Inc. and Subsidiaries
GAAP / Non-GAAP Reconciliation
2013 2012 2011
Rolling Quarter
21. 1
2
3
4
5
6
7
Loss contingencies related to litigation and regulatory matters and income from favorable resolution of legal matters.
The inventories of the Company's core pharmaceutical distribution facilities in the Pharmaceutical segment are valued at the low er of cost, using the LIFO method, or market. These charges or credits are included in cost of products sold, and represent
changes in the Company's LIFO inventory reserve.
Costs incurred in connection w ith our Spin-Off of CareFusion w hich are included in distribution, selling, general and administrative expenses.
Programs by w hich the Company fundamentally changes its operations such as closing and consolidating facilities, moving manufacturing of a product to another location, production or business process sourcing, employee severance (including rationalizing
headcount or other significant changes in personnel) and realigning operations (including realignment of the management structure of a business unit in response to changing market conditions).
Costs that consist primarily of amortization of acquisition-related intangible assets, transaction costs, integration costs and changes in the fair value of contingent consideration obligations.
Asset impairments and losses from the disposal of assets not eligible to be classified as discontinued operations are classified w ithin impairments and loss on disposal of assets w ithin the consolidated statements of earnings.
Except for compound annual grow th rates (CAGR), grow th rates in this presentation are determined by dividing the difference betw een current period results and prior period results by prior period results. CAGR is determined by subtracting one from ((the
ending value divided by the beginning value) raised to the pow er of (one divided by the number of years)).
Non-GAAP Operating Earnings Margin Rate: current period non-GAAPoperating earnings divided by revenue.
Non-GAAP Operating Earnings: operating earnings excluding (1) restructuring and employee severance2
, (2) amortization and other acquisition-related costs3
, (3) impairments and loss on disposal of assets4
, (4) litigation (recoveries)/charges, net5
, (5) LIFO
charges/(credits), (6) Other Spin-Off costs7
and (7) Gain on sale of CareFusion stock.
Non-GAAP Diluted EPS from Continuing Operations and growth rate calculation1
: non-GAAP earnings from continuing operations divided by diluted w eighted-average shares outstanding.
Cardinal Health, Inc. and Subsidiaries
Use of Non-GAAP Measures
This presentation contains financial measures that are not calculated in accordance w ith U.S. generally accepted accounting principles (“GAAP”). In general, the measures exclude items and charges that (i) management does not believe reflect Cardinal
Health, Inc.'s (the "Company") core business and relate more to strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods w ithout predictable trends. Management uses these non-GAAP
financial measures internally to evaluate the Company’s performance, evaluate the balance sheet, engage in financial and operational planning and determine incentive compensation.
Beginning in fiscal 2015, the Company w ill exclude last-in, first-out ("LIFO") inventory charges/(credits)6
from its non-GAAP earnings, for consistency w ith the presentation by some of its peers. The Company did not record any LIFO charges or credits in the
periods presented.
Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on its financial and operating results and in comparing the Company’s performance to that of its
competitors. How ever, the non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.
The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance w ith GAAP, and the financial results calculated in accordance w ith GAAP and reconciliations
to those financial statements set forth above should be carefully evaluated.
Definitions