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Millipore Reports Third Quarter 2009 Financial Results

Millipore Corporation (NYSE:MIL), a leading provider of technologies, tools and services for the global life science industry, today reported financial results for its third quarter ended October 3, 2009.

Revenues for the third quarter grew 4 percent from the previous year, totaling $412 million. Excluding a 3 percent unfavorable impact from changes in foreign currency, Millipore generated organic revenue growth of 7 percent. On a divisional basis, excluding changes in foreign currency, Millipore's Bioprocess Division generated organic revenue growth of 8 percent, while the Company's Bioscience Division generated organic revenue growth of 4 percent from the previous year.

Millipore's third quarter earnings per share were $0.71 per share, compared to $0.68 per share in the third quarter of 2008. Non-GAAP earnings per share were $0.95, compared to $0.93 per share in the third quarter of 2008. A reconciliation of GAAP to non-GAAP financial measures is provided in the Company's financial tables accompanying this press release.

"Our performance in the third quarter continued the trend of healthy organic revenue growth and exceptional cash flow that we have experienced throughout 2009," said Martin Madaus, Chairman & CEO of Millipore. "Our top-line growth is being driven by our Bioprocess Division, which is benefitting from increased spending from large biotechnology customers, strong demand for products used to manufacture the H1N1 flu vaccine, and expanded sales in Asia. We continue to drive above-market growth in our Bioscience Division due to the resiliency of our consumable product portfolio and strength at academic customers. This growth is being partially offset by weakness at large pharmaceutical accounts, particularly for drug discovery services and laboratory instrumentation.

"The overall health of our business is enabling us to invest in innovation at a time when many of our competitors are constrained by weakness in their businesses. We significantly increased our R&D spending in the third quarter and we are expanding our presence in fast-growing markets such as disposable manufacturing, virus filtration and multiplex immunoassays. I am excited about the potential of this investment to further expand our competitive position and drive attractive growth in 2010 and beyond."

Through the first nine months of 2009, Millipore's revenues grew 2 percent totaling $1.2 billion. Excluding a 6 percent unfavorable impact from changes in foreign currency and a 1 percent contribution from acquisitions, organic revenue growth in the period was 7 percent. On a divisional basis, excluding changes in foreign currency and acquisitions not in the base period, Millipore's Bioscience Division grew 3 percent, while the Company's Bioprocess Division grew 9 percent from the previous year. Net income attributable to Millipore was $133 million, or $2.38 per share. Non-GAAP net income attributable to Millipore was $168 million, or $3.00 per share, resulting in approximately 13 percent earnings per share growth over the first nine months of 2008.

"We generated $112 million of free cash flow in the third quarter, which puts us on pace to surpass our cash flow expectations for the full year," said Charles Wagner, Chief Financial Officer of Millipore. "This exceptional performance is primarily the result of working capital initiatives we put in place over the past 18 months to reduce our inventory, improve our cash collections, and more effectively manage our capital spending. I am pleased with how quickly and effectively the organization has executed these programs."

Q3 2009 Highlights

-- Bioprocess Division generated 8 percent organic revenue growth. The division grew in all geographies and saw strength for its chromatography media, virus filtration, and Mobius(R) disposable manufacturing products.

-- Bioscience Division generated 4 percent organic revenue growth. The performance was highlighted by solid performance for multiplex immunoassays and increasing demand from customers conducting protein and neuroscience research.

-- Completed the acquisition of BioAnaLab to extend the Company's biopharmaceutical services offering to the European market.

-- Generated approximately $112 million of free cash flow, representing 74 percent growth over the third quarter of 2008.

-- Paid down $57 million of borrowings under the Company's $678 million primary revolving credit facility, leaving approximately $14 million drawn against it at the end of the quarter.

-- Received Supplier Consistency Award from Amgen in recognition of Millipore's efforts to drive improvements in delivery, support and service.

-- Millipore's innovation strategy produced the following key product launches: FlowCellect(TM) kits for benchtop flow cytometry, MilliTrace(TM) stem cell lines, which express green fluorescent protein under the control of various embryonic and neural stem cell markers, and LC-Pak(TM), which is an accessory for the Milli-Q(R) lab water instruments.

-- Advanced the Company's sustainability strategy with the completion of a solar energy project, which is one of the largest solar photovoltaic projects ever completed in Massachusetts and is the first renewable energy project the Company has implemented in the United States.

Revenue Growth by Geography ($ millions):

              Three Months Ended                    Nine Months Ended
              October 3,   September 27,  %         October 3,     September 27,   %
              2009         2008           Growth    2009           2008            Growth
Americas      $     165.6  $      159.9   4%        $     499.5    $      459.5    9%
Europe              166.9         166.7   ---             493.2           527.3    (6%)
Asia/Pacific        79.4          68.4    16%             235.7           218.6    8%
Total         $     411.9  $      395.0   4%        $     1,228.4  $      1,205.4  2%

Revenue Growth by Division ($ millions):

            Three Months Ended                    Nine Months Ended
            October 3,   September 27,  %         October 3,     September 27,   %
            2009         2008           Growth    2009           2008            Growth
Bioprocess  $     233.9  $      220.9   6%        $     693.8    $      667.3    4%
Bioscience        178.0         174.1   2%              534.6           538.1    (1%)
Total       $     411.9  $      395.0   4%        $     1,228.4  $      1,205.4  2%

Quarterly Earnings Call

Millipore will host a conference call and webcast to discuss its financial results, business outlook, and related corporate and financial matters at 4:45 p.m. Eastern Standard Time today. The call can be accessed through Millipore's website: http://www.millipore.com. A replay of the call will be archived on the Investor Relations section of the website and will also be available via telephone by dialing 800-642-1687 or 706-645-9291 and entering confirmation code: 35709281. The telephonic replay will be available beginning at 6:45 p.m. Eastern Standard Time on November 5, 2009 until 11:59 p.m. Eastern Standard Time on November 9, 2009.

About Millipore

Millipore (NYSE: MIL) is a life science leader providing cutting-edge technologies, tools, and services for bioscience research and biopharmaceutical manufacturing. As a strategic partner, we collaborate with customers to confront the world's challenging human health issues. From research to development to production, our scientific expertise and innovative solutions help customers tackle their most complex problems and achieve their goals. Millipore Corporation is an S&P 500 company with more than 5,900 employees in 30 countries worldwide.

Advancing Life Science Together(R)

Research. Development. Production.

Use of Non-GAAP Financial Measures

The non-GAAP financial measures used in this press release are non-GAAP gross profit, gross profit margin, operating profit, operating margin, pre-tax income, net income attributable to Millipore, diluted earnings per share, and free cash flow. Non-GAAP gross profit, gross profit margin, operating profit, operating margin, pre-tax income, net income attributable to Millipore and diluted earnings per share exclude costs related to global supply chain initiatives, acquisition and related integration expenses, amortization of acquired intangible assets, inventory fair value adjustments related to business acquisitions, curtailment gain related to modifications to our postretirement benefit plan, gain on business acquisition, and non-cash interest expense on convertible debt. We define free cash flow as net cash provided by operating activities less additions to property, plant, and equipment. There are limitations in using non-GAAP financial measures as they are not prepared in accordance with generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies.

We believe that the non-GAAP financial measures provide useful and supplementary information to investors regarding our quarterly performance. It is our belief that these non-GAAP financial measures have been particularly useful to investors over the last few years because of the significant changes that have occurred outside of our day-to-day business in accordance with the execution of our new strategy. This strategy includes strengthening our leadership position with biopharmaceutical customers, becoming a strategic supplier in bioscience research markets, leading our industry in product quality and manufacturing effectiveness, and becoming a magnet for talent. The financial impact of certain elements of these activities, particularly acquisitions, are often large relative to our overall financial performance and most of the related charges are recorded in one or two fiscal quarters but not in other fiscal quarters, which can adversely affect the comparability of our results from period to period. Our global supply chain initiatives will significantly reduce our cost structure and improve operational efficiency primarily through the consolidation of manufacturing locations. Non-cash interest expense on convertible debt is the incremental interest expense as a result of a change in accounting principles. This interest expense is non-cash and we can not control the amount of this expense without modifying our capital structure. We believe free cash flow is a useful measure to evaluate our business as it indicates the amount of cash generated after additions to property, plant, and equipment that is available for, among other things, strategic acquisitions, investments in our business, and repayment of debt.

We regularly use non-GAAP financial measures internally to understand, manage, and evaluate our business results and make operating decisions. We also measure our employees and compensate them, in part, based on such non-GAAP measures. For the same reasons, we also use this information for our forecasting activities. The non-GAAP financial measures presented herein also facilitate comparisons to our historical operating results, which have consistently been presented in this manner.

Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. They are limited in value because they exclude charges that have a material effect on our reported results and, therefore, should not be relied upon as the sole financial measures to evaluate our financial results. The non-GAAP financial measures are meant to supplement, and to be viewed in conjunction with, GAAP financial measures. Investors are encouraged to review the reconciliation of the financial measures to their most directly comparable GAAP financial measures as provided in the tables accompanying this press release. Our earnings guidance, however, is only provided on a non-GAAP basis. It is not feasible to provide GAAP diluted earnings per share guidance because the items excluded, other than amortization expense and non-cash interest expense, are difficult to predict and estimate and are primarily dependent on future events.

Forward Looking Statements:

The matters discussed herein, as well as in future oral and written statements by management of Millipore Corporation that are forward-looking statements, are based on current management expectations that involve substantial risks and uncertainties which could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements.

Potential risks and uncertainties that could affect Millipore's future operating results include, without limitation, failure to achieve design wins into our pharmaceutical and biotechnology customers' manufacturing design phase for a particular drug; delay, suspension or termination of a customer's volume production; lack of availability of raw materials or component products on a timely basis; regulatory delay in the approval of customers' therapeutics; limitations on cash flow available for operations and investment due to increased debt service obligations; the inability to establish and maintain necessary product and process quality levels; reduced demand for animal-derived cell culture products; the inability to realize the expected benefits of development, marketing, licensing and other alliances; competitive factors such as new membrane or chromatography technology; the inability to achieve anticipated cost benefits of our supply chain initiatives; risks relating to our concentration of principal manufacturing operations; the inability to utilize technology in current or planned products due to overriding rights by third parties; potential environmental liabilities; conditions in the economy in general and in the bioscience and bioprocess markets in particular; foreign exchange fluctuations; reduced private and government research funding; exposure to product liability claims; and difficulties inherent in transferring or outsourcing of manufacturing operations. Please refer to our filings with the SEC, including our most recent Annual Report on Form 10-K, for more information on these and other risks that could cause actual results to differ.

Millipore Corporation
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
                                                                        Three Months Ended                   Nine Months Ended
                                                                        October 3,       September 27,       October 3,         September 27,
                                                                            2009               2008              2009                 2008
                                                                                         (As Adjusted) (a)                      (As Adjusted) (a)
Revenues                                                                $   411,865      $     395,005       $   1,228,396      $     1,205,385
Cost of revenues                                                            188,223            185,835           552,537              557,915
                             Gross profit                                   223,642            209,170           675,859              647,470
Selling, general and administrative expenses                                131,153            123,974           388,690              383,960
Research and development expenses                                           29,349             25,421            83,675               76,602
                             Operating profit                               63,140             59,775            203,494              186,908
Gain on business acquisition                                                -                  -                 8,542                -
Interest income                                                             171                213               589                  594
Interest expense                                                            (14,549 )          (17,359 )         (43,635   )          (53,825   )
                             Income before provision for income taxes       48,762             42,629            168,990              133,677
Provision for income taxes                                                  8,562              4,123             33,630               24,344
Net income                                                                  40,200             38,506            135,360              109,333
Less: Net income attributable to noncontrolling interest                    538                706               2,279                2,836
Net income attributable to Millipore                                    $   39,662       $     37,800        $   133,081        $     106,497
Diluted earnings per share                                              $   0.71         $     0.68          $   2.38           $     1.91
Diluted weighted average shares outstanding                                 56,197             55,844            56,033               55,719

(a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
                                                                   October 3,         December 31,
                                                                         2009                  2008
                                                                                      (As Adjusted) (a)
ASSETS
Current assets:
            Cash and cash equivalents                              $     189,775      $        115,462
            Accounts receivable, net                                     300,629               274,529
            Inventories                                                  268,059               259,360
            Deferred income taxes and other current assets               92,741                103,092
                                    Total current assets                 851,204               752,443
Property, plant and equipment, net                                       599,901               577,410
Deferred income taxes                                                    18,615                10,926
Intangible assets, net                                                   351,269               369,473
Goodwill                                                                 1,018,968             1,004,694
Other assets                                                             17,209                18,155
                                    Total assets                   $     2,857,166    $        2,733,101
LIABILITIES AND EQUITY
Current liabilities:
            Short-term debt                                        $     58,571       $        4,391
            Accounts payable                                             84,106                70,037
            Income taxes payable                                         8,424                 9,966
            Accrued expenses and other current liabilities               204,266               162,969
                                    Total current liabilities            355,367               247,363
Deferred income taxes                                                    8,122                 7,263
Long-term debt                                                           906,711               1,082,058
Other liabilities                                                        94,440                84,122
Equity                                                                   1,492,526             1,312,295
                                    Total liabilities and equity   $     2,857,166    $        2,733,101

(a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
                                                                 Nine Months Ended
                                                                 October 3,          September 27,
                                                                     2009                  2008
                                                                                     (As Adjusted) (a)
Cash flows from operating activities:
Net income                                                       $   135,360         $     109,333
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization                                        93,722                98,725
Stock-based compensation                                             19,881                16,916
Amortization of deferred financing costs                             2,544                 2,597
Amortization of debt discount                                        11,285                10,559
Deferred income tax provision                                        6,420                 5,764
Gain on business acquisition                                         (8,542   )            -
Business acquisition inventory fair value adjustment                 1,057                 -
Other                                                                8,392                 (3,974   )
Changes in operating assets and liabilities, net of effects of
business acquisitions:
Accounts receivable                                                  (15,208  )            (12,137  )
Inventories                                                          2,150                 (7,419   )
Other assets                                                         7,356                 934
Accounts payable                                                     10,370                (18,958  )
Accrued expenses and other current liabilities                       13,224                (3,390   )
Other liabilities                                                    (1,126   )            (10,107  )
Net cash provided by operating activities                            286,885               188,843
Cash flows from investing activities:
Additions to property, plant and equipment                           (53,314  )            (52,691  )
Acquisition of businesses, net of cash acquired                      (29,940  )            -
Settlement of derivative transactions                                -                     (32,332  )
Other                                                                (3,291   )            (4,638   )
Net cash (used for) investing activities                             (86,545  )            (89,661  )
Cash flows from financing activities:
Proceeds from issuance of common stock under stock plans             9,557                 16,364
Net repayments under the revolving credit facility                   (194,174 )            (127,722 )
Net borrowings of short-term debt                                    49,119                540
Dividends paid to noncontrolling interest                            (2,104   )            (1,738   )
Net cash (used for) financing activities                             (137,602 )            (112,556 )
Effect of foreign exchange rates on cash and cash equivalents        11,575                320
Net increase (decrease) in cash and cash equivalents                 74,313                (13,054  )
Cash and cash equivalents at beginning of year                       115,462               36,177
Cash and cash equivalents at end of period                       $   189,775         $     23,123

(a) On January 1, 2009, the Company adopted new accounting standards concerning convertible debt and reporting and disclosure of noncontrolling interest in consolidated subsidiaries. These new standards require adjustments to prior period financial statements to conform with current accounting treatment.

Millipore Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures *
Three Months Ended October 3, 2009
(dollars in thousands, except EPS data)
                                                                              Gross        Gross      Operating     Operating   Pre-tax     Net income        Diluted EPS
                                                                              Profit       Profit     Profit        Margin      Income      attributable to
                                                                                           Margin                                           Millipore
GAAP results, three months ended October 3, 2009                              $   223,642  54.3 %     $    63,140   15.3 %      $   48,762  $       39,662    $     0.71
Non-GAAP adjustments:
                           Costs related to global supply chain initiatives       2,199    0.5  %          2,311    0.6  %          2,311           1,502           0.03
                           Acquisition and related integration expenses           10       -               237      0.1  %          237             154             -
                           Purchased intangibles amortization                     2,092    0.5  %          14,455   3.5  %          14,455          9,391           0.17
                           Non-cash interest expense on convertible debt          -        -               -        -               3,711           2,411           0.04
                           Total non-GAAP adjustments                             4,301    1.0  %          17,003   4.2  %          20,714          13,458          0.24
Non-GAAP results, three months ended October 3, 2009                          $   227,943  55.3 %     $    80,143   19.5 %      $   69,476  $       53,120    $     0.95

* Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures *
Nine Months Ended October 3, 2009
(dollars in thousands, except EPS data)
                                                                                Gross         Gross      Operating      Operating   Pre-tax         Net income        Diluted EPS
                                                                                Profit        Profit     Profit         Margin      Income          attributable to
                                                                                              Margin                                                Millipore
GAAP results, nine months ended October 3, 2009                                 $   675,859   55.0 %     $    203,494   16.6 %      $  168,990      $     133,081     $   2.38
Non-GAAP adjustments:
                          Costs related to global supply chain initiatives          10,492    0.9  %          11,134    0.9  %         11,134             7,181           0.13
                          Business acquisition inventory fair value adjustment      1,057     0.1  %          1,057     0.1  %         1,057              679             0.01
                          Acquisition and related integration expenses              19        -               1,718     0.1  %         1,718              1,107           0.02
                          Purchased intangibles amortization                        6,051     0.5  %          42,676    3.5  %         42,676             27,549          0.48
                          Gain on business acquisition                              -         -               -         -              (8,542  )          (8,542  )       (0.15 )
                          Non-cash interest expense on convertible debt             -         -               -         -              10,921             7,050           0.13
                          Total non-GAAP adjustments                                17,619    1.5  %          56,585    4.6  %         58,964             35,024          0.62
Non-GAAP results, nine months ended October 3, 2009                             $   693,478   56.5 %     $    260,079   21.2 %      $  227,954      $     168,105     $   3.00

* Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures *
Three Months Ended September 27, 2008
(dollars in thousands, except EPS data)
                                                                                      Gross       Gross    Operating   Operating   Pre-tax    Net income        Diluted EPS
                                                                                      Profit      Profit   Profit      Margin      Income     attributable to
                                                                                                  Margin                                      Millipore
GAAP results, three months ended September 27, 2008 (As adjusted)                     $ 209,170   53.0%    $ 59,775    15.1%       $ 42,629   $ 37,800          $ 0.68
Non-GAAP adjustments:
                                   Costs related to global supply chain initiatives   5,809       1.4%     6,349       1.6%        6,349      3,947             0.07
                                   Purchased intangibles amortization                 2,363       0.6%     15,822      4.0%        15,822     9,833             0.17
                                   Curtailment of post retirement plan                -           -        (2,733)     (0.6%)      (2,733)    (1,699)           (0.03)
                                   Non-cash interest expense on convertible debt      -           -        -           -           3,460      2,150             0.04
                                   Total non-GAAP adjustments                         8,172       2.0%     19,438      5.0%        22,898     14,231            0.25
Non-GAAP results, three months ended September 27, 2008 (As adjusted)                 $ 217,342   55.0%    $ 79,213    20.1%       $ 65,527   $ 52,031          $ 0.93

* Please refer to our press release for a full explanation for the use of non-GAAP measures.

Millipore Corporation
Reconciliation of GAAP to Non-GAAP Financial Measures *
Nine Months Ended September 27, 2008
(dollars in thousands, except EPS data)
                                                                                      Gross         Gross      Operating         Operating   Pre-tax         Net income        Diluted EPS
                                                                                      Profit        Profit     Profit            Margin      Income          attributable to
                                                                                                    Margin                                                   Millipore
GAAP results, nine months ended September 27, 2008 (As adjusted)                      $   647,470   53.7 %     $   186,908       15.5 %      $  133,677      $     106,497     $   1.91
Non-GAAP adjustments:
                                   Costs related to global supply chain initiatives       9,728     0.8  %         10,268        0.9  %         10,268             6,419           0.12
                                   Purchased intangibles amortization                     7,109     0.6  %         47,512        3.9  %         47,512             29,748          0.53
                                   Curtailment of post retirement plan                    -         -              (2,733  )     (0.2 %)        (2,733  )          (1,699  )       (0.03 )
                                   Non-cash interest expense on convertible debt          -         -              -             -              10,183             6,374           0.11
                                   Total non-GAAP adjustments                             16,837    1.4  %         55,047        4.6  %         65,230             40,842          0.73
Non-GAAP results, nine months ended September 27, 2008 (As adjusted)                  $   664,307   55.1 %     $   241,955       20.1 %      $  198,907      $     147,339     $   2.64

* Please refer to our press release for a full explanation for the use of non-GAAP measures.

SOURCE: Millipore Corporation

Millipore Corporation 
Joshua Young, 978-715-1527 or 800-225-3384 
Director, Investor Relations 
joshua_young@millipore.com 
or 
Millipore Corporation 
Karen Hall, 978-715--1567 
Director, Corporate Communications 
karen_hall@millipore.com

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