- Q3'24 net revenue of $1.07 billion increased 4% as reported,
or 3% in constant currency(1), compared to Q3'23.
- Q3'24 net revenue, excluding COVID-related revenue of ~$120
million in Q3’23 and ~$60 million in Q3’24, increased 11% compared
to Q3'23.
- Q3'24 net loss of $(101) million compared to $(227) million
of net loss in Q3'23.
- Q3'24 Adjusted EBITDA(1) of $163 million increased 55% as
reported, or 53% in constant currency, compared to Q3'23.
(1) See “Non-GAAP Financial Measures” below and the GAAP to
non-GAAP reconciliation provided later in this release.
Catalent, Inc. (NYSE: CTLT) (“Catalent”), the leader in enabling
the development and supply of better treatments for patients
worldwide, today announced financial results for the third quarter
of fiscal 2024, which ended March 31, 2024.
“I am pleased to report that in the fiscal third quarter
Catalent returned to growth, including double-digit non-COVID
year-on-year revenue growth. We also continued our momentum in both
the Biologics segment and the Pharma and Consumer Health segment,
which drove an increase in consolidated sequential revenue and
adjusted EBITDA margin for the second consecutive quarter, as we
continue to make progress toward our near-term margin objectives.
Additionally, we achieved record third quarter non-COVID customer
wins, and our non-COVID customer wins in the first three quarters
of the fiscal year increased double digits over the prior year.
This momentum reflects the value of our diverse portfolio to our
customers and supports our expectations for continued future
growth,” said Alessandro Maselli, President and Chief Executive
Officer of Catalent, Inc.
Commenting on Catalent’s pending transaction with Novo Holdings
A/S (“Novo Holdings”), which is expected to close towards the end
of calendar year 2024, subject to customary closing conditions, Mr.
Maselli said, “Catalent will remain a leading global service
provider to the biotech and pharmaceutical industries following the
completion of the transaction with Novo Holdings, a world-class
investment firm focused on life sciences. Under private ownership,
we will benefit from access to additional capital and resources to
provide enhanced service for the benefit of customers and patients.
Catalent is a patient-first organization with a mission to develop,
manufacture and supply products that help people live better and
healthier lives – and this will remain our top priority.”
Third Quarter 2024 Consolidated Results
Net revenue of $1.07 billion increased 4% as reported, or 3% in
constant currency(1), from the $1.04 billion reported for the third
quarter a year ago. Overall organic net revenue (i.e., excluding
the effect of acquisitions, divestitures, and currency translation)
increased by 3% over the same period.
Net loss was $(101) million, or $(0.56) per basic and diluted
share, compared to net loss of $(227) million, or $(1.26) per basic
and diluted share, in the third quarter a year ago.
EBITDA from operations(1) was $105 million, an increase of $230
million from the EBITDA (loss) from operations(1) of $(125) million
reported in the third quarter a year ago. Third quarter fiscal 2024
Adjusted EBITDA(1) was $163 million, or 15.1% of net revenue,
compared to $105 million, or 10.1% of net revenue, in the third
quarter a year ago. This represents an increase of 55% as reported
and an increase of 53% on a constant-currency basis, compared to
the fiscal 2023 period.
Adjusted Net Loss(1) was $(10) million, or $(0.06) per diluted
share, compared to Adjusted Net Loss(1) of $(17) million, or
$(0.09) per diluted share, in the third quarter a year ago.
(1) See “Non-GAAP Financial Measures” below and the GAAP to
non-GAAP reconciliation provided later in this release.
Third Quarter 2024 Segment Review
(Dollars in millions)
Three Months Ended March
31,
Constant Currency
2024
2023
Change %
Biologics
Net revenue
$
461
$
475
(3
)%
Segment EBITDA
49
6
876
%
Segment EBITDA margin
10.6
%
1.1
%
Pharma and Consumer Health
Net revenue
613
563
8
%
Segment EBITDA
153
125
21
%
Segment EBITDA margin
24.9
%
22.3
%
Inter-segment revenue
elimination
—
(1
)
(75
)%
Unallocated costs
(97
)
(256
)
62
%
Combined totals
Net revenue
$
1,074
$
1,037
3
%
EBITDA (loss) from operations
$
105
$
(125
)
*
* Not meaningful
Biologics segment
2024 vs. 2023
2024 vs. 2023
Year-Over-Year Change
Three Months Ended
March 31,
Nine Months Ended
March 31,
Net Revenue
Segment EBITDA
Net Revenue
Segment EBITDA
Organic
(3) %
876 %
(15) %
(55) %
Constant-currency change
(3) %
876 %
(15) %
(55) %
Foreign exchange translation impact on
reporting
— %
6 %
— %
— %
Total % change
(3) %
882 %
(15) %
(55) %
Pharma and Consumer Health
segment
2024 vs. 2023
2024 vs. 2023
Year-Over-Year Change
Three Months Ended
March 31,
Nine Months Ended
March 31,
Net Revenue
Segment EBITDA
Net Revenue
Segment EBITDA
Organic
8 %
21 %
3 %
(2) %
Impact of acquisitions
— %
— %
2 %
3 %
Constant-currency change
8 %
21 %
5 %
1 %
Foreign currency translation impact on
reporting
1 %
1 %
1 %
2 %
Total % change
9 %
22 %
6 %
3 %
Segment Net Revenue as a % of Total Net Revenue
Three Months Ended
March 31, 2024
December 31, 2023
September 30, 2023
June 30, 2023
March 31, 2023
Biologics
43 %
43 %
46 %
38 %
46 %
Pharma and Consumer Health
57 %
57 %
54 %
62 %
54 %
Net Revenue
100 %
100 %
100 %
100 %
100 %
Balance Sheet and Liquidity
As of March 31, 2024, Catalent had $4.98 billion in total debt,
and $4.82 billion in total debt net of cash, cash equivalents, and
marketable securities, compared to $4.78 billion in total net debt
as of December 31, 2023. Catalent's total available liquidity as of
March 31, 2024 was approximately $1.3 billion.
Catalent's ratio of First Lien Debt over LTM Adjusted EBITDA was
4.4x at March 31, 2024. Catalent's senior secured credit agreement
requires that this ratio remain below 6.5x.
Catalent’s net leverage ratio(1) as of March 31, 2024 was 9.3x,
compared to 10.3x at December 31, 2023 and 4.9x as of March 31,
2023.
(1) See “Non-GAAP Financial Measures” below and the GAAP to
non-GAAP reconciliation provided later in this release.
Previously Announced Merger Agreement with Novo
Holdings
On February 5, 2024, Catalent announced that it entered into a
merger agreement pursuant to which Novo Holdings, a leading
international life science and health care investor, will acquire
Catalent in an all-cash transaction that values Catalent at $16.5
billion on an enterprise value basis. The transaction is expected
to close towards the end of calendar year 2024, subject to
customary closing conditions, including approval by Catalent
stockholders and receipt of required regulatory approvals. The
transaction is not subject to any financing contingency.
In light of the pending transaction with Novo Holdings, and as
is customary during the pendency of such transactions, Catalent
will not host an earnings conference call and no longer provides
forward-looking guidance.
About Catalent, Inc.
Catalent, Inc. (NYSE: CTLT), is the global leader in enabling
pharma, biotech, and consumer health partners to optimize product
development, launch, and full life-cycle supply for patients around
the world. With broad and deep scale and expertise in development
sciences, delivery technologies, and multi-modality manufacturing,
Catalent is a preferred industry partner for personalized
medicines, consumer health brand extensions, and blockbuster drugs.
Catalent helps accelerate over 1,500 partner programs and launch
over 150 new products every year. Its flexible manufacturing
platforms at over 50 global sites supply approximately 70 billion
doses of nearly 8,000 products annually. Catalent’s expert
workforce of nearly 18,000 includes more than 3,000 scientists and
technicians. Headquartered in Somerset, New Jersey, the company
generated nearly $4.3 billion in revenue in its 2023 fiscal year.
For more information, visit www.catalent.com.
Non-GAAP Financial Measures
Use of EBITDA from operations, Adjusted EBITDA, Adjusted Net
Income and Segment EBITDA
Management measures operating performance based on consolidated
earnings from operations before interest expense, expense (benefit)
for income taxes, and depreciation and amortization, adjusted for
the income or loss attributable to non-controlling interests
(“EBITDA from operations”). EBITDA from operations is not defined
under U.S. GAAP, is not a measure of operating income, operating
performance, or liquidity presented in accordance with U.S. GAAP,
and is subject to important limitations.
Catalent believes that the presentation of EBITDA from
operations enhances an investor’s understanding of its financial
performance. Catalent believes this measure is a useful financial
metric to assess its operating performance across periods by
excluding certain items that it believes are not representative of
its core business and uses this measure for business planning
purposes.
In addition, given the significant investments that Catalent has
made in the past in property, plant and equipment, depreciation and
amortization expenses represent a meaningful portion of its cost
structure. Catalent believes that EBITDA from operations will
provide investors with a useful tool for assessing the
comparability between periods of Catalent's ability to generate
cash from operations sufficient to pay taxes, to service debt and
to undertake capital expenditures because it eliminates
depreciation and amortization expense. Catalent presents EBITDA
from operations in order to provide supplemental information that
it considers relevant for the readers of its consolidated financial
statements, and such information is not meant to replace or
supersede U.S. GAAP measures. Catalent’s definition of EBITDA from
operations may not be the same as similarly titled measures used by
other companies.
Catalent evaluates the performance of its segments based on
segment earnings before non-controlling interest, other (income)
expense, impairments, restructuring costs, interest expense, income
tax expense (benefit), and depreciation and amortization (“segment
EBITDA”). Moreover, under Catalent’s credit agreement, its ability
to engage in certain activities, such as incurring certain
additional indebtedness, making certain investments and paying
certain dividends, is tied to ratios based on Adjusted EBITDA,
which is not defined under U.S. GAAP, is not a measure of operating
income, operating performance, or liquidity presented in accordance
with U.S. GAAP, and is subject to important limitations. Adjusted
EBITDA is the covenant compliance measure used in the credit
agreement governing debt incurrence and restricted payments.
Because not all companies use identical calculations, Catalent’s
presentation of Adjusted EBITDA may not be comparable to similarly
titled measures of other companies.
Management also measures operating performance based on Adjusted
Net Income and Adjusted Net Income per share. Adjusted Net Income
is not defined under U.S. GAAP, is not a measure of operating
income, operating performance, or liquidity presented in accordance
with U.S. GAAP and is subject to important limitations. Catalent
believes that the presentation of Adjusted Net Income and Adjusted
Net Income per share enhances an investor’s understanding of its
financial performance. Catalent believes these measures are a
useful financial metric to assess its operating performance across
periods by excluding certain items that it believes are not
representative of its core business and Catalent uses these
measures for business planning purposes. Catalent defines Adjusted
Net Income as net earnings adjusted for amortization attributable
to purchase accounting and adjustments for other cash and non-cash
items included in the table below, partially offset by its estimate
of the tax effects of such cash and non-cash items. Catalent
believes that Adjusted Net Income and Adjusted Net Income per share
provides investors with a useful tool for assessing the
comparability between periods of its ability to generate cash from
operations available to its stockholders. Catalent’s definition of
Adjusted Net Income may not be the same as similarly titled
measures used by other companies. Adjusted Net Income per share is
computed by dividing Adjusted Net Income by the weighted average
diluted shares outstanding.
The most directly comparable U.S. GAAP measure to EBITDA from
operations, Adjusted EBITDA, and Adjusted Net Income is net
earnings. Included in this release is a reconciliation of net
earnings to EBITDA from operations, Adjusted EBITDA and Adjusted
Net Income.
Catalent does not provide a reconciliation of forward-looking
non-GAAP financial measures to their comparable U.S. GAAP financial
measures because it could not do so without unreasonable effort due
to the unavailability of the information needed to calculate
reconciling items and due to the variability, complexity and
limited visibility of the adjusting items that would be excluded
from the non-GAAP financial measures in future periods. When
planning, forecasting, and analyzing future periods, Catalent does
so primarily on a non-GAAP basis without preparing a U.S. GAAP
analysis as that would require estimates for various cash and
non-cash reconciling items that would be difficult to predict with
reasonable accuracy. For example, equity compensation expense would
be difficult to estimate because it depends on Catalent’s future
hiring and retention needs, as well as the future fair market value
of its common stock, all of which are difficult to predict and
subject to constant change. It is equally difficult to anticipate
the need for or magnitude of a presently unforeseen one-time
restructuring expense or the values of end-of-period foreign
currency exchange rates. As a result, Catalent does not believe
that a U.S. GAAP reconciliation would provide meaningful
supplemental information about its outlook.
Use of Constant Currency
As changes in exchange rates are an important factor in
understanding period-to-period comparisons, Catalent believes the
presentation of results on a constant-currency basis in addition to
reported results helps improve investors’ ability to understand its
operating results and evaluate its performance in comparison to
prior periods. Constant-currency information compares results
between periods as if exchange rates had remained constant period
over period. Catalent uses results on a constant-currency basis as
one measure to evaluate its performance. Catalent calculates
constant currency by calculating current-year results using
prior-year foreign currency exchange rates. Catalent generally
refers to such amounts calculated on a constant-currency basis as
excluding the impact of foreign exchange or being on a
constant-currency basis. These results should be considered in
addition to, not as a substitute for, results reported in
accordance with U.S. GAAP. Results on a constant-currency basis, as
Catalent presents them, may not be comparable to similarly titled
measures used by other companies and are not measures of
performance presented in accordance with U.S. GAAP.
Forward-Looking Statements
This release contains both historical and forward-looking
statements and guidance. All statements other than statements of
historical fact, are, or may be deemed to be, forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements generally can
be identified by the use of statements that include phrases such as
“believe,” “expect,” “anticipate,” “intend,” “estimate,” “plan,”
“project,” “predict,” “hope,” “foresee,” “likely,” “may,” “could,”
“target,” “will,” “would,” or other words or phrases with similar
meanings. Similarly, statements that describe Catalent’s
objectives, plans, or goals are, or may be, forward-looking
statements. These statements are based on current expectations of
future events. If underlying assumptions prove inaccurate or
unknown risks or uncertainties materialize, actual results could
vary materially from Catalent’s expectations, projections, and
guidance. Some of the factors that could cause actual results to
differ include, but are not limited to, the following: the
completion of Catalent’s closing procedures, including without
limitation its evaluation of the effectiveness of its internal
controls over financial reporting; Catalent’s ability to resolve
productivity issues at three of its manufacturing facilities, the
impact of such issues on product made at these facilities, the
timing of recovering unproduced batches and resumption of normal
activities at these facilities, and the impact of such issues on
Catalent’s results of operations and financial condition; the
declining demand for various vaccines and treatments for the
SARS-Co-V-2 strain of coronavirus and its variants (“COVID-19”)
from both patients and governments around the world may affect
sales of the COVID-19 products Catalent manufactures; participation
in a highly competitive market and increased competition that may
adversely affect Catalent’s business; demand for its offerings,
which depends in part on its customers’ research and development
and the clinical and market success of their products; product and
other liability risks that could adversely affect Catalent’s
results of operations, financial condition, liquidity and cash
flows; failure to comply with existing and future regulatory
requirements; failure to provide quality offerings to customers
could have an adverse effect on Catalent’s business and subject it
to regulatory actions and costly litigation; problems providing the
highly exacting and complex services or support required; global
economic, political and regulatory risks to Catalent’s operations,
including risks from inflation, disruptions to global supply
chains, or from the Ukrainian-Russian war; inability to enhance
existing or introduce new technology or service offerings in a
timely manner; inadequate patents, copyrights, trademarks and other
forms of intellectual property protections; fluctuations in the
costs, availability, and suitability of the components of the
products Catalent manufactures, including active pharmaceutical
ingredients, excipients, purchased components and raw materials;
changes in market access or healthcare reimbursement in the United
States or internationally; fluctuations in the exchange rate of the
U.S. dollar against other currencies; adverse tax legislative or
regulatory initiatives or challenges or adjustments to Catalent’s
tax positions; loss of key personnel; risks generally associated
with information systems; inability to complete any future
acquisition or other transaction that may complement or expand its
business or divest of non-strategic businesses or assets and
difficulties in successfully integrating acquired businesses and
realizing anticipated benefits of such acquisitions; risks
associated with timely and successfully completing, and correctly
anticipating the future demand predicted for, capital expansion
projects at existing facilities; offerings and customers’ products
that may infringe on the intellectual property rights of third
parties; environmental, health, and safety laws and regulations,
which could increase costs and restrict operations; labor and
employment laws and regulations or labor difficulties, which could
increase costs or result in operational disruptions; additional
cash contributions required to fund Catalent’s existing pension
plans; substantial leverage that may limit its ability to raise
additional capital to fund operations and react to changes in the
economy or in the industry; exposure to interest-rate risk to the
extent of its variable-rate debt preventing it from meeting its
obligations under its indebtedness; and the impact of and risks
related to impairment losses with respect to goodwill or other
assets and the possibility that we may incur additional impairment
charges, including at Catalent’s Biomodalities and Consumer Health
reporting units.
Important risk factors relating to the pending merger of
Catalent with an affiliate of Novo Holdings (the “Merger”) that
also may cause a difference between actual results and
forward-looking statements include, but are not limited to: (i) the
completion of the Merger on anticipated terms and timing, including
obtaining required Catalent stockholder approval and antitrust and
other regulatory approvals and clearances, and the satisfaction of
other conditions to the completion of the Merger; (ii) potential
litigation relating to the Merger that could be instituted by or
against Catalent, Novo Holdings or their respective affiliates,
directors or officers, including the effects of any outcomes
related thereto; (iii) the risk that disruptions from the Merger
will harm Catalent’s business, including current plans and
operations; (iv) the ability of Catalent to retain and hire key
personnel; (v) potential adverse reactions or changes to business
or governmental relationships resulting from the announcement or
completion of the Merger; (vi) continued availability of capital
and financing and rating agency actions; (vii) legislative,
regulatory and economic developments affecting Catalent’s business;
(viii) general economic and market developments and conditions;
(ix) certain restrictions during the pendency of the Merger that
may impact Catalent’s ability to pursue certain business
opportunities or strategic transactions; (x) unpredictability and
severity of catastrophic events, including but not limited to acts
of terrorism, pandemics, outbreaks of war or hostilities, as well
as Catalent’s response to any of the aforementioned factors; (xi)
significant transaction costs associated with the Merger; (xii) the
possibility that the Merger may be more expensive to complete than
anticipated, including as a result of unexpected factors or events;
(xiii) the occurrence of any event, change or other circumstance
that could give rise to the termination of the Merger, including in
circumstances requiring Catalent to pay a termination fee or other
expenses; (xiv) competitive responses to the Merger; (xv)
Catalent’s management response to any of the aforementioned
factors; (xvi) the risks and uncertainties pertaining to Catalent’s
business, including those set forth in Catalent’s most recent
Annual Report on Form 10-K and Catalent’s subsequent Quarterly
Reports on Form 10-Q, aas such risk factors may be amended,
supplemented or superseded from time to time by other reports filed
or furnished by Catalent with the Securities and Exchange
Commission (“SEC”); and (xvii) the risks and uncertainties that are
described in the definitive proxy statement filed with the SEC on
April 15, 2024 (the “Proxy Statement”). These risks, as well as
other risks associated with the Merger, are more fully discussed in
the Proxy Statement. While the list of factors presented here is,
and the list of factors presented in the Proxy Statement is,
considered representative, no such list should be considered a
complete statement of all potential risks and uncertainties.
Unlisted factors may present significant additional obstacles to
the realization of forward-looking statements. Consequences of
material differences in results as compared with those anticipated
in the forward-looking statements could include, among other
things, actions of governmental authorities, business disruption,
operational problems, financial loss, legal liability to third
parties and similar risks, any of which could have a material
impact on Catalent’s financial condition, results of operations,
credit rating or liquidity.
These forward-looking statements speak only as of the date of
this release or as of the date they are made, and Catalent does not
undertake to and specifically disclaims any obligation to publicly
release the results of any updates or revisions to these
forward-looking statements that may be made to reflect future
events or circumstances after the date of such statements or to
reflect the occurrence of anticipated or unanticipated events.
Important Information and Where to Find It
In connection with the Merger, Catalent has filed with the SEC
the Proxy Statement. Catalent may also file other documents with
the SEC regarding the proposed Merger. This release is not a
substitute for the Proxy Statement or any other document that
Catalent may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS
THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY
AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN
THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED MERGER AND RELATED MATTERS.
Investors and security holders may obtain free copies of the Proxy
Statement and other documents that are filed or will be filed with
the SEC by Catalent through the website maintained by the SEC at
www.sec.gov, Catalent’s website at www.catalent.com or by
contacting Catalent’s Investor Relations Team at:
Catalent, Inc., Investor Relations 14 Schoolhouse Road Somerset,
New Jersey 08873 investors@catalent.com (732) 537-6325
Participants in the Solicitation
Catalent and certain of its directors, executive officers and
other employees may be deemed to be participants in the
solicitation of proxies from Catalent’s stockholders in connection
with the proposed Merger. Additional information regarding the
identity of the participants, including a description of their
direct or indirect interests, by security holdings or otherwise,
are or will be set forth in the Proxy Statement and other materials
filed with the SEC in connection with the proposed Merger.
Information relating to the foregoing can also be found in
Catalent’s proxy statement for its 2023 annual meeting of
stockholders, which was filed with the SEC on December 15, 2023
(the “Annual Meeting Proxy Statement”). To the extent holdings of
securities by potential participants (or the identity of such
participants) have changed since the information printed in the
Annual Meeting Proxy Statement, such information has been or will
be reflected on Catalent’s Statements of Change in Ownership on
Forms 3 and 4 filed with the SEC. You may obtain free copies of
these documents using the sources indicated above.
More products. Better treatments. Reliably
supplied.™
Catalent, Inc.
Consolidated Statements of
Operations
(Unaudited; dollars and shares
in millions, except per share data)
Three Months Ended
March 31,
FX Impact
Constant Currency Increase
(Decrease)
2024
2023
Change $
Change %
Net revenue
$
1,074
$
1,037
$
5
$
32
3
%
Cost of sales
845
857
2
(14
)
(2
)%
Gross margin
229
180
3
46
26
%
Selling, general, and administrative
expenses
214
190
—
24
12
%
Goodwill impairment adjustments
—
210
—
(210
)
(100
)%
Other operating expense, net
32
15
(1
)
18
147
%
Operating loss
(17
)
(235
)
4
214
91
%
Interest expense, net
65
51
—
14
28
%
Other expense (income), net
4
(4
)
3
5
132
%
Loss before income taxes
(86
)
(282
)
1
195
69
%
Income tax expense (benefit)
15
(55
)
—
70
126
%
Net loss
$
(101
)
$
(227
)
$
1
$
125
55
%
Weighted average shares outstanding –
basic
182
181
Weighted average shares outstanding –
diluted
182
181
Earnings (loss) per share:
Basic
Net loss
$
(0.56
)
$
(1.26
)
Diluted
Net loss
$
(0.56
)
$
(1.26
)
* Not meaningful
Catalent, Inc.
Consolidated Statements of
Operations
(Unaudited; dollars and shares
in millions, except per share data)
Nine Months Ended
March 31,
FX impact
Constant Currency Increase
(Decrease)
2024
2023
Change $
Change %
Net revenue
$
3,080
$
3,208
$
38
$
(166
)
(5
)%
Cost of sales
2,511
2,383
28
100
4
%
Gross margin
569
825
10
(266
)
(32
)%
Selling, general and administrative
expenses
669
612
4
53
9
%
Goodwill impairment charges
687
210
—
477
*
Other operating expense
68
40
(1
)
29
73
%
Operating loss
(855
)
(37
)
7
(825
)
*
Interest expense, net
189
130
—
59
45
%
Other expense (income), net
21
(2
)
5
18
*
Loss before taxes
(1,065
)
(165
)
2
(902
)
*
Income tax expense (benefit)
1
(19
)
2
18
96
%
Net loss
$
(1,066
)
$
(146
)
$
—
$
(920
)
*
Weighted average shares outstanding –
basic
181
180
Weighted average shares outstanding –
diluted
181
180
Earnings (loss) per share:
Basic
Net loss
$
(5.87
)
$
(0.81
)
Diluted
Net loss
$
(5.87
)
$
(0.81
)
Catalent, Inc.
Condensed Consolidated Balance
Sheets
(Unaudited; dollars in
millions)
March 31, 2024
June 30, 2023
ASSETS
Current assets:
Cash and cash equivalents
$
162
$
280
Trade receivables, net
875
1,002
Inventories
742
777
Prepaid expenses and other
744
633
Total current assets
2,523
2,692
Property, plant, and equipment, net
3,735
3,682
Other non-current assets, including
intangible assets
3,621
4,403
Total assets
$
9,879
$
10,777
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current liabilities:
Current portion of long-term obligations
and other short-term borrowings
$
47
$
536
Accounts payable
377
424
Other accrued liabilities
583
570
Total current liabilities
1,007
1,530
Long-term obligations, less current
portion
4,933
4,313
Other non-current liabilities
328
323
Total shareholders' equity
3,611
4,611
Total liabilities and shareholders'
equity
$
9,879
$
10,777
Catalent, Inc.
Condensed Consolidated
Statements of Cash Flows
(Unaudited; dollars in
millions)
Nine Months Ended
March 31,
2024
2023
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net cash provided by operating
activities
$
54
$
58
CASH FLOWS FROM INVESTING
ACTIVITIES:
Acquisition of property, equipment, and
other productive assets
(252
)
(455
)
Proceeds from maturity of marketable
securities
—
89
Proceeds from sale of property and
equipment
1
8
Payment for acquisitions, net of cash
acquired
—
(474
)
Payment for investments
(2
)
(2
)
Net cash used in investing activities
(253
)
(834
)
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from borrowing
1,060
715
Payments related to long-term
obligations
(971
)
(176
)
Financing fees paid
(16
)
(4
)
Exercise of stock options
9
4
Other financing activities
2
33
Net cash provided by financing
activities
84
572
Effect of foreign currency exchange on
cash and cash equivalents
(3
)
7
NET DECREASE IN CASH AND CASH
EQUIVALENTS
(118
)
(197
)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD
280
449
CASH AND CASH EQUIVALENTS AT END OF
PERIOD
$
162
$
252
Catalent, Inc.
Reconciliation of Net Earnings
(Loss) to EBITDA from Operations and Adjusted EBITDA*
(Unaudited; dollars in
millions)
Three months ended
March 31, 2023
June 30, 2023
September 30, 2023
December 31, 2023
March 31, 2024
Net loss
$
(227
)
$
(110
)
$
(759
)
$
(206
)
$
(101
)
Interest expense, net
51
56
58
66
65
Income tax expense (benefit)
(55
)
(67
)
(38
)
24
15
Depreciation and amortization
106
114
112
121
126
EBITDA (loss) from operations
(125
)
(7
)
(627
)
5
105
Goodwill impairment charges
(adjustments)
210
—
689
(2
)
—
Stock-based compensation
6
—
19
16
17
Impairment charges and gain/loss on sale
of assets
6
93
(1
)
15
13
Restructuring costs
9
30
2
17
11
Acquisition, integration, and other
special items
8
9
7
11
—
Foreign exchange (gain) loss
(8
)
(4
)
9
2
(1
)
Site transformation costs
—
—
14
16
7
Pension settlement charges
—
—
—
3
9
Impacts from COVID-19 contract
settlement
—
—
—
24
—
Fire loss contingency
—
—
—
9
—
Other adjustments
(1
)
1
—
7
2
Adjusted EBITDA
$
105
$
122
$
112
$
123
$
163
Favorable (unfavorable) FX impact
2
Adjusted EBITDA at constant currency
$
161
* Refer to Catalent's description of
non-GAAP measures, including EBITDA from operations and Adjusted
EBITDA as referenced above.
Catalent, Inc.
Reconciliation of Net Loss to
Adjusted Net (Loss) Income*
(Unaudited; dollars in
millions, except per share data)
Three months ended
March 31, 2023
June 30, 2023
September 30, 2023
December 31, 2023
March 31, 2024
Net loss
$
(227
)
$
(110
)
$
(759
)
$
(206
)
$
(101
)
Amortization (1)
34
35
34
33
34
Goodwill impairment charges (adjustments)
(2)
210
—
689
(2
)
—
Stock-based compensation
6
—
19
16
17
Impairment charges and gain/loss on sale
of assets (3)
6
93
(1
)
15
13
Restructuring costs (4)
9
30
2
17
11
Acquisition, integration, and other
special items (5)
8
9
7
11
—
Foreign exchange (gain) loss
(8
)
(4
)
9
2
(1
)
Site transformation costs (6)
—
—
14
16
7
Pension settlement charges (7)
—
—
—
3
9
Impacts from COVID-19 contract settlement
(8)
—
—
—
24
—
Fire loss contingency (9)
—
—
—
9
—
Other adjustments (10)
—
—
(1
)
7
1
Estimated tax effect of adjustments
(11)
(12
)
(83
)
(21
)
13
—
Discrete income tax benefit items (12)
(43
)
31
(16
)
(3
)
—
Adjusted net (loss) income (ANI)
$
(17
)
$
1
$
(24
)
$
(45
)
$
(10
)
Weighted average shares outstanding –
basic
181
182
Weighted average shares outstanding –
diluted
181
182
Earnings per share:
Net loss per share – basic
$
(1.26
)
$
(0.56
)
Net loss per share – diluted
$
(1.26
)
$
(0.56
)
ANI per share:
ANI (loss) per share – basic
$
(0.09
)
$
(0.06
)
ANI (loss) per share – diluted (13)
$
(0.09
)
$
(0.06
)
* Refer to Catalent's description of
non-GAAP measures, including Adjusted Net Income (Loss) as
referenced above.
(1)
Represents the amortization attributable
to purchase accounting for previously completed business
combinations.
(2)
Non-cash goodwill impairment charges
during the three months ended March 31, 2023 were associated with
the Company's Consumer Health reporting unit. Non-cash goodwill
impairment charges during the three months ended September 30, 2023
were associated with the Company's Biomodalities and Consumer
Health reporting units.
(3)
For the three months ended June 30, 2023,
represents fixed asset impairment charges primarily associated with
an idle facility in the Biologics segment. Impairment charges and
gain/loss on sale of assets for the three months ended December 31,
2023 and for the three months ended March 31, 2024 includes fixed
asset impairment charges associated with equipment for a product
with significant decline demand in the Company's Biologics
segment.
(4)
Restructuring costs represent employee and
non-employee restructuring charges associated with Catalent's plans
to reduce costs, consolidate facilities, and optimize its
infrastructure across the organization.
(5)
Acquisition, integration and other special
items include costs associated with its October 2022 acquisition of
Metrics Contract Services.
(6)
Represents operational and engineering
enhancements and costs related to a transformation program in our
Biologics segment.
(7)
Represents the loss on settlement of a
frozen domestic qualified pension plan.
(8)
For the three months ended December 31,
2023, represents one-time inventory charges for the settlement of a
COVID-19 agreement where revenue from the settlement was deferred
into future periods, a majority of which is expected within fiscal
year 2024.
(9)
For the three months ended December 31,
2023, represents one-time loss contingency accruals for inventory
and damages sustained from a fire at a facility in our Biologics
segment.
(10)
For the three months ended December 31,
2023, primarily represents one-time charges of penalties and
interest on a value-added tax settlement in Western Europe.
(11)
The tax effect of adjustments to Adjusted
Net (Loss) Income is computed by applying the statutory tax rate in
the jurisdictions to the income or expense items that are adjusted
in the period presented; if a valuation allowance exists, the rate
applied is zero.
(12)
Discrete period income tax expense items
are unusual or infrequently occurring items, primarily including:
changes in judgment related to the realizability of deferred tax
assets in future years, changes in measurement of a prior-year tax
position, deferred tax impact of changes in tax law, and purchase
accounting.
(13)
For the three months ended March 31, 2024
and 2023, represents Adjusted Net (Loss) Income divided by the
weighted average sum of fully diluted shares outstanding, which is
equal to (a) the number of shares of common stock outstanding, plus
(b) the number of shares of its common stock that would be issued
assuming exercise or vesting of all potentially dilutive
instruments. For the three months ended March 31, 2024 and 2023,
the weighted average number of shares was 182 million and 181
million, respectively.
Catalent, Inc.
Reconciliation of Segment
EBITDA to Net (Loss) Earnings
(Unaudited; dollars in
millions, except per share data)
Three Months Ended
March 31,
Nine Months Ended
March 31,
2024
2023
2024
2023
Biologics Segment EBITDA
$
49
$
6
$
136
$
299
Pharma and Consumer Health Segment
EBITDA
153
125
380
368
Sub-Total
$
202
$
131
$
516
$
667
Reconciling items to net loss
Unallocated costs (1)
(97
)
(256
)
(1,033
)
(394
)
Depreciation and amortization
(126
)
(106
)
(359
)
(308
)
Interest expense, net
(65
)
(51
)
(189
)
(130
)
Income tax expense
(15
)
55
(1
)
19
Net loss
$
(101
)
$
(227
)
$
(1,066
)
$
(146
)
(1)
Unallocated costs include restructuring
and special items, stock-based compensation, impairment charges,
gain on sale of subsidiary, certain other corporate directed costs,
and other costs that are not allocated to the segments.
Catalent, Inc.
Calculation of Net Leverage
Ratio
(Unaudited; dollars in
millions)
March 31, 2023
June 30, 2023
September 30, 2023
December 31, 2023
March 31, 2024
Incremental Term Loan B-3, due 2028
$
1,422
$
1,418
$
1,415
$
1,411
$
1,408
Incremental Term Loan B-4, due 2028
—
—
—
600
600
Revolving credit facility
550
500
585
—
—
Unamortized discount and debt issuance
costs
(12
)
(11
)
(12
)
(25
)
(24
)
Total Secured Debt
1,960
1,907
1,988
1,986
1,984
Senior Notes, due 2027, 5.000%
500
500
500
500
500
Senior Notes, due 2028 (EUR), 2.375%
895
904
872
910
893
Senior Notes, due 2029, 3.125%
550
550
550
550
550
Senior Notes due 2030, 3.500%
650
650
650
650
650
Finance Leases / Other
323
366
412
434
426
Unamortized discount and debt issuance
costs
(29
)
(28
)
(26
)
(25
)
(23
)
Total Unsecured Debt
2,889
2,942
2,958
3,019
2,996
Total Debt
4,849
4,849
4,946
5,005
4,980
Cash and Cash Equivalents
252
280
209
229
162
Total Net Debt
$
4,597
$
4,569
$
4,737
$
4,776
$
4,818
Adjusted EBITDA
Q4 2022
358
Q1 2023
187
187
Q2 2023
283
283
283
Q3 2023
105
105
105
105
Q4 2023
122
122
122
122
Q1 2024
112
112
112
Q2 2024
123
123
Q3 2024
163
LTM Adjusted EBITDA
$
933
$
697
$
622
$
462
$
520
First Lien Debt / Adj. EBITDA
2.2x
2.9x
3.5x
4.8x
4.4x
Net Debt / Adj. EBITDA
4.9x
6.6x
7.6x
10.3x
9.3x
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240507163487/en/
Investor Contact: Catalent, Inc. Paul Surdez 732-537-6325
investors@catalent.com
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