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8-K Filing
Zoetis (ZTS) 8-KZoetis™ Reports First-Quarter 2013 Results
Filed: 30 Apr 13, 12:00am
• | First-Quarter 2013 Revenues of $1.09 Billion Increased 4% Compared to First Quarter 2012 |
• | First-Quarter 2013 Reported Net Income of $140 Million, or Diluted EPS of $0.28, Increased 26% and 27%, respectively, Compared to First Quarter 2012 |
• | First-Quarter 2013 Adjusted Net Income1 of $179 Million, or Adjusted Diluted EPS1 of $0.36, Increased 18% and 20%, respectively, Compared to First Quarter 2012 |
• | Company Provides Full-Year 2013 Adjusted Diluted EPS1 Guidance of $1.36 - $1.42 |
• | Revenues in the U.S. were $454 million, an increase of 7% over the first quarter of 2012. Results were driven by strong growth in sales of companion animal products in the region. While sales of livestock products increased, they were tempered by the continuing drought in North America and its impact on livestock producers, particularly cattle. |
• | Revenues in EuAfME were $290 million, an increase of 4% operationally over the first quarter of 2012. Growth drivers included sales of companion animal products, and increased sales of livestock products, especially in swine and poultry across the European Union. |
• | Revenues in CLAR were $171 million, an increase of 4% operationally over the first quarter of 2012. Sales of livestock products for swine, cattle and poultry contributed to the region's growth, especially in Brazil and Canada; meanwhile, sales of companion animal products decreased in the region. |
• | Revenues in APAC were $175 million, an increase of 2% operationally over the first quarter of 2012. Results were driven by the sales of livestock products, especially swine, with growth in Australia, New Zealand and Southeast Asia, while sales of companion animal products increased. |
• | In Japan, for example, the company recently achieved registration of Fostera™ PCV and also launched Draxxin® for swine. Fostera PCV is a vaccine, preventing Porcine Circovirus Type 2 (PCV2) viremia with the convenience of a single dose; it helps limit the very costly consequences of disease that could compromise herd health and performance. The company's PCV vaccine was first approved in the U.S. in 2006, under the Suvaxyn® brand, and is currently commercialized in 23 countries worldwide. Draxxin is an injectable antibiotic for livestock that delivers a full course of therapy in one dose to fight respiratory disease and other susceptible bacterial infections in cattle and swine. Draxxin was first approved in Europe in 2003 and is now one of Zoetis' top-selling products, marketed in 69 countries around the world. |
• | The company launched Convenia®, an antibiotic for companion animals, in China this March. Convenia is the first anti-infective for common bacterial skin infections in dogs and cats that provides an entire course of therapy in one injection without the difficulty of administering daily pills. It was first approved in the European Union in 2006 and now marketed in 50 countries; it has become one of the company's premier companion animal products. |
• | Zoetis also signed an agreement with a large dairy cattle partner in Argentina to perform genomic tests on their herds, using Clarifide®, a novel technological tool that is being tailored to meet the farming needs of this customer in Argentina. Through the use of these tests, Zoetis helps producers make informed decisions, manage their livestock more effectively, and increase the yields from their herds. |
Media Contacts: | Investor Contacts: | |
Bill Price | Dina Fede | |
1-973-660-5763 (o) | 1-973-660-5441 (o) | |
william.price@zoetis.com | ||
Elinore White | John O'Connor | |
1-973-401-4044 (o) | 1-973-660-6964 (o) | |
elinore.y.white@zoetis.com |
First Quarter | % Incr./ | ||||||||
2013 | 2012 | (Decr.) | |||||||
Revenues | $ | 1,090 | $ | 1,047 | 4 | ||||
Costs and expenses: | |||||||||
Cost of sales(b) | 402 | 393 | 2 | ||||||
Selling, general and administrative expenses(b) | 357 | 338 | 6 | ||||||
Research and development expenses(b) | 90 | 102 | (12) | ||||||
Amortization of intangible assets(c) | 15 | 16 | (6) | ||||||
Restructuring charges and certain acquisition-related costs | 7 | 25 | (72) | ||||||
Interest expense | 22 | 8 | 175 | ||||||
Other (income)/deductions–net | 5 | (6 | ) | (183) | |||||
Income before provision for taxes on income | 192 | 171 | 12 | ||||||
Provision for taxes on income | 52 | 59 | (12) | ||||||
Net income before allocation to noncontrolling interests | 140 | 112 | 25 | ||||||
Less: Net income attributable to noncontrolling interests | — | 1 | (100) | ||||||
Net income attributable to Zoetis | $ | 140 | $ | 111 | 26 | ||||
Earnings per share—basic | $ | 0.28 | $ | 0.22 | 27 | ||||
Earnings per share—diluted | $ | 0.28 | $ | 0.22 | 27 | ||||
Weighted-average shares used to calculate earnings per share (in thousands) | |||||||||
Basic | 500,000 | 500,000 | |||||||
Diluted | 500,111 | 500,000 | |||||||
(a) | The consolidated statements of income present the three months ended March 31, 2013 and April 1, 2012. Subsidiaries operating outside the United States are included for the three months ended February 24, 2013 and February 26, 2012. |
(b) | Exclusive of amortization of intangible assets, except as discussed in footnote (c) below. |
(c) | Amortization expense related to finite-lived acquired intangible assets that contribute to our ability to sell, manufacture, research, market and distribute products, compounds and intellectual property is included in Amortization of intangible assets as these intangible assets benefit multiple business functions. Amortization expense related to acquired intangible assets that are associated with a single function is included in Cost of sales, Selling, general and administrative expenses or Research and development expenses, as appropriate. |
Quarter ended March 31, 2013 | |||||||||||||||||||
GAAP Reported(1) | Purchase Accounting Adjustments | Acquisition- Related Costs(2) | Certain Significant Items(3) | Non-GAAP Adjusted(a) | |||||||||||||||
Revenues | $ | 1,090 | $ | — | $ | — | $ | — | $ | 1,090 | |||||||||
Cost of sales(b) | 402 | (1 | ) | — | (3 | ) | 398 | ||||||||||||
Gross profit | 688 | 1 | — | 3 | 692 | ||||||||||||||
Selling, general and administrative expenses(b) | 357 | — | — | (35 | ) | 322 | |||||||||||||
Research and development expenses(b) | 90 | — | — | — | 90 | ||||||||||||||
Amortization of intangible assets(c) | 15 | (11 | ) | — | — | 4 | |||||||||||||
Restructuring charges and certain acquisition-related costs | 7 | — | (6 | ) | (1 | ) | — | ||||||||||||
Interest expense | 22 | — | — | — | 22 | ||||||||||||||
Other (income)/deductions–net | 5 | — | — | (3 | ) | 2 | |||||||||||||
Income before provision for taxes on income | 192 | 12 | 6 | 42 | 252 | ||||||||||||||
Provision for taxes on income | 52 | 4 | 2 | 15 | 73 | ||||||||||||||
Net income attributable to Zoetis | 140 | 8 | 4 | 27 | 179 | ||||||||||||||
Earnings per common share attributable to Zoetis–diluted(d) | 0.28 | 0.02 | 0.01 | 0.05 | 0.36 | ||||||||||||||
Quarter ended April 1, 2012 | |||||||||||||||||||
GAAP Reported(1) | Purchase Accounting Adjustments | Acquisition- Related Costs(2) | Certain Significant Items(3) | Non-GAAP Adjusted(a) | |||||||||||||||
Revenues | $ | 1,047 | $ | — | $ | — | $ | — | $ | 1,047 | |||||||||
Cost of sales(b) | 393 | (1 | ) | (3 | ) | (1 | ) | 388 | |||||||||||
Gross profit | 654 | 1 | 3 | 1 | 659 | ||||||||||||||
Selling, general and administrative expenses(b) | 338 | — | — | (7 | ) | 331 | |||||||||||||
Research and development expenses(b) | 102 | — | — | (9 | ) | 93 | |||||||||||||
Amortization of intangible assets(c) | 16 | (12 | ) | — | — | 4 | |||||||||||||
Restructuring charges and certain acquisition-related costs | 25 | — | (11 | ) | (14 | ) | — | ||||||||||||
Interest expense | 8 | — | — | — | 8 | ||||||||||||||
Other (income)/deductions–net | (6 | ) | — | — | — | (6 | ) | ||||||||||||
Income before provision for taxes on income | 171 | 13 | 14 | 31 | 229 | ||||||||||||||
Provision for taxes on income | 59 | 4 | 5 | 8 | 76 | ||||||||||||||
Income from continuing operations | 112 | 9 | 9 | 23 | 153 | ||||||||||||||
Net income attributable to noncontrolling interests | 1 | — | — | — | 1 | ||||||||||||||
Net income attributable to Zoetis | 111 | 9 | 9 | 23 | 152 | ||||||||||||||
Earnings per common share attributable to Zoetis–diluted(d) | 0.22 | 0.02 | 0.02 | 0.05 | 0.30 | ||||||||||||||
(a) | Non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and diluted EPS. Despite the importance of these measures to management in goal setting and performance measurement, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS (unlike U.S. GAAP net income and its components and diluted EPS) may not be comparable to the calculation of similar measures of other companies. Non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are presented solely to permit investors to more fully understand how management assesses performance. |
(b) | Exclusive of amortization of intangible assets, except as discussed in footnote (c) below. |
(c) | Amortization expense related to finite-lived acquired intangible assets that contribute to our ability to sell, manufacture, research, market and distribute products, compounds and intellectual property is included in Amortization of intangible assets as these intangible assets benefit multiple business functions. Amortization expense related to acquired intangible assets that are associated with a single function is included in Cost of sales, Selling, general and administrative expenses or Research and development expenses, as appropriate. |
(d) | EPS amounts may not add due to rounding. |
(1) | The consolidated statements of income present the three months ended March 31, 2013 and April 1, 2012. Subsidiaries operating outside the United States are included for the three months ended February 24, 2013 and February 26, 2012. |
(2) | Acquisition-related costs include the following: |
First Quarter | |||||||
2013 | 2012 | ||||||
Integration costs(a) | $ | 4 | $ | 9 | |||
Restructuring charges(a) | 2 | 2 | |||||
Additional depreciation—asset restructuring(b) | — | 3 | |||||
Total acquisition-related costs—pre-tax | 6 | 14 | |||||
Income taxes(c) | 2 | 5 | |||||
Total acquisition-related costs—net of tax | $ | 4 | $ | 9 | |||
(a) | Integration costs represent external, incremental costs directly related to integrating acquired businesses and primarily include expenditures for consulting and the integration of systems and processes. Restructuring charges are associated with employees, assets and activities that will not continue with the company. All of these costs are included in Restructuring charges and certain acquisition-related costs. |
(b) | Represents the impact of changes in the estimated lives of assets involved in restructuring actions. Included in Cost of sales for the three months ended April 1, 2012. |
(c) | Included in Provision for taxes on income. |
First Quarter | |||||||
2013 | 2012 | ||||||
Restructuring charges(a) | $ | 1 | $ | 14 | |||
Implementation costs and additional depreciation—asset restructuring(b) | 2 | 10 | |||||
Certain asset impairment charges(c) | 1 | — | |||||
Stand-up costs(d) | 34 | 6 | |||||
Other(e) | 4 | 1 | |||||
Total certain significant items—pre-tax | 42 | 31 | |||||
Income taxes(f) | 15 | 8 | |||||
Total certain significant items—net of tax | $ | 27 | $ | 23 | |||
(a) | Represents restructuring charges incurred for our cost-reduction/productivity initiatives. Included in Restructuring charges and certain acquisition-related costs. |
(b) | Related to our cost-reduction/productivity initiatives. Included in Selling, general and administrative expenses for the three months ended March 31, 2013. Included in Research and development expenses ($9 million) and Selling, general and administrative expenses ($1 million) for the three months ended April 1, 2012. |
(c) | Included in Other (income)/deductions—net for the three months ended March 31, 2013. |
(d) | Represents certain nonrecurring costs related to becoming a standalone public company, such as new branding (including changes to the manufacturing process for required new packaging), the creation of standalone systems and infrastructure, site separation and certain legal registration and patent assignment costs. Included in Selling, general and administrative expenses ($32 million) and Cost of sales ($2 million) for the three months ended March 31, 2013. Included in Selling, general and administrative expenses for the three months ended April 1, 2012. |
(e) | For the three months ended March 31, 2013, primarily relates to a change in estimate with respect to transitional manufacturing agreements associated with divestitures. |
(f) | Included in Provision for taxes on income. Income taxes include the tax effect of the associated pre-tax amounts, calculated by determining the jurisdictional location of the pre-tax amounts and applying that jurisdiction's applicable tax rate. |
First Quarter | % Change | |||||||||||||||||
(Favorable)/Unfavorable | 2013 | 2012 | Total | Foreign exchange | Operational | |||||||||||||
Adjusted cost of sales(a) | $ | 398 | $ | 388 | 3 | % | 1 | % | 2 | % | ||||||||
As a percent of revenues | 36.5 | % | 37.1 | % | NA | NA | NA | |||||||||||
Adjusted SG&A expenses(a) | 322 | 331 | (3 | )% | (1 | )% | (2 | )% | ||||||||||
Adjusted R&D expenses(a) | 90 | 93 | (3 | )% | — | (3 | )% | |||||||||||
Total | $ | 810 | $ | 812 | — | — | — | |||||||||||
(a) | Adjusted cost of sales, adjusted selling, general, and administrative (SG&A) expenses and adjusted research and development (R&D) expenses are defined as the corresponding reported U.S. generally accepted accounting principles (GAAP) income statement line items excluding purchase accounting adjustments, acquisition-related costs, and certain significant items. Reconciliations of certain reported to adjusted information for the three months ended March 31, 2013 and April 1, 2012 are provided in the materials accompanying this report. These adjusted income statement line item measures are not, and should not be viewed as, substitutes for the corresponding U.S. GAAP line items. |
Selected Line Items | ||
Revenues | $4,425 to $4,525 million | |
Adjusted cost of sales as a percentage of revenues(a) | 35% to 36% | |
Adjusted SG&A expenses(a) | $1,385 to $1,435 million | |
Adjusted R&D expenses(a) | $385 to $415 million | |
Adjusted interest expense(a) | Approximately $115 million | |
Adjusted other(income)/deductions(a) | Approximately $20 million income | |
Effective tax rate on adjusted net income(a) | Approximately 29.5% | |
Reported diluted EPS | $1.00 to $1.06 | |
Adjusted diluted EPS(a) | $1.36 to $1.42 | |
Certain significant items(b) and acquisition-related costs | $200 to $240 million |
Full-Year 2013 Guidance | ||||
(millions of dollars, except per share amounts) | Net Income | Diluted EPS | ||
Adjusted net income/diluted EPS(a) guidance | ~$680 - $710 | ~$1.36 - $1.42 | ||
Purchase accounting adjustments | (35) | (0.07) | ||
Certain significant items(b) and acquisition-related costs | (130 - 160) | (0.26 - 0.32) | ||
Reported net income attributable to Zoetis/diluted EPS guidance | ~$500 - $530 | ~$1.00 - $1.06 |
(a) | Adjusted net income and its components and adjusted diluted EPS are defined as reported U.S. generally accepted accounting principles (GAAP) net income and its components and reported diluted EPS excluding purchase accounting adjustments, acquisition-related costs and certain significant items. Adjusted cost of sales, adjusted selling, general and administrative (SG&A) expenses, adjusted research and development (R&D) expenses, adjusted interest expense and adjusted other(income)/deductions are income statement line items prepared on the same basis, and, therefore, components of the overall adjusted income measure. Despite the importance of these measures to management in goal setting and performance measurement, adjusted net income and its components and adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, adjusted net income and its components and adjusted diluted EPS (unlike U.S. GAAP net income and its components and diluted EPS) may not be comparable to the calculation of similar measures of other companies. Adjusted net income and its components and adjusted diluted EPS are presented solely to permit investors to more fully understand how management assesses performance. Adjusted net income and its components and adjusted diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and diluted EPS. |
(b) | Includes certain nonrecurring costs related to becoming a standalone public company, such as new branding (including changes to the manufacturing process for required new packaging), the creation of standalone systems and infrastructure, site separation and certain legal registration and patent assignment costs. |
First Quarter | % Change | |||||||||||||||||
2013 | 2012 | Total | Foreign exchange | Operational | ||||||||||||||
Revenues: | ||||||||||||||||||
Livestock | $ | 706 | $ | 691 | 2 | % | (1 | )% | 3 | % | ||||||||
Companion Animal | 384 | 356 | 8 | % | — | 8 | % | |||||||||||
Total Revenues | $ | 1,090 | $ | 1,047 | 4 | % | (1 | )% | 5 | % | ||||||||
U.S. | ||||||||||||||||||
Livestock | $ | 245 | $ | 240 | 2 | % | — | 2 | % | |||||||||
Companion Animal | 209 | 185 | 13 | % | — | 13 | % | |||||||||||
Total U.S. Revenues | $ | 454 | $ | 425 | 7 | % | — | 7 | % | |||||||||
EuAfME | ||||||||||||||||||
Livestock | $ | 195 | $ | 187 | 4 | % | 1 | % | 3 | % | ||||||||
Companion Animal | 95 | 88 | 8 | % | 2 | % | 6 | % | ||||||||||
Total EuAfME Revenues | $ | 290 | $ | 275 | 5 | % | 1 | % | 4 | % | ||||||||
CLAR | ||||||||||||||||||
Livestock | $ | 139 | $ | 138 | 1 | % | (5 | )% | 6 | % | ||||||||
Companion Animal | 32 | 35 | (9 | )% | (4 | )% | (5 | )% | ||||||||||
Total CLAR Revenues | $ | 171 | $ | 173 | (1 | )% | (5 | )% | 4 | % | ||||||||
APAC | ||||||||||||||||||
Livestock | $ | 127 | $ | 126 | 1 | % | (2 | )% | 3 | % | ||||||||
Companion Animal | 48 | 48 | — | (2 | )% | 2 | % | |||||||||||
Total APAC Revenues | $ | 175 | $ | 174 | 1 | % | (1 | )% | 2 | % | ||||||||
Livestock: | ||||||||||||||||||
Cattle | $ | 390 | $ | 400 | (3 | )% | (1 | )% | (2 | )% | ||||||||
Swine | 158 | 143 | 10 | % | (1 | )% | 11 | % | ||||||||||
Poultry | 133 | 121 | 10 | % | (2 | )% | 12 | % | ||||||||||
Other | 25 | 27 | (7 | )% | (4 | )% | (3 | )% | ||||||||||
Total Livestock Revenues | $ | 706 | $ | 691 | 2 | % | (1 | )% | 3 | % | ||||||||
Companion Animal: | ||||||||||||||||||
Horses | $ | 42 | $ | 45 | (7 | )% | 1 | % | (8 | )% | ||||||||
Dogs and Cats | 342 | 311 | 10 | % | — | 10 | % | |||||||||||
Total Companion Animal Revenues | $ | 384 | $ | 356 | 8 | % | — | 8 | % | |||||||||
(a) | For a description of each segment, see Note 17A to Zoetis' combined financial statements included in Zoetis' Form 10-K for the year ended December 31, 2012. |
First Quarter | % Change | |||||||||||||||||
2013 | 2012 | Total | Foreign exchange | Operational | ||||||||||||||
U.S. | $ | 234 | $ | 217 | 8 | % | — | 8 | % | |||||||||
EuAfME | 117 | 104 | 13 | % | (3 | )% | 16 | % | ||||||||||
CLAR | 52 | 54 | (4 | )% | (13 | )% | 9 | % | ||||||||||
APAC | 75 | 71 | 6 | % | — | 6 | % | |||||||||||
Total Reportable Segments | 478 | 446 | 7 | % | (3 | )% | 10 | % | ||||||||||
Other business activities(b) | (74 | ) | (65 | ) | 14 | % | ||||||||||||
Reconciling Items: | ||||||||||||||||||
Corporate(c) | (116 | ) | (129 | ) | (10 | )% | ||||||||||||
Purchase accounting adjustments(d) | (12 | ) | (13 | ) | (8 | )% | ||||||||||||
Acquisition-related costs(e) | (6 | ) | (14 | ) | (57 | )% | ||||||||||||
Certain significant items(f) | (42 | ) | (31 | ) | 35 | % | ||||||||||||
Other unallocated(g) | (36 | ) | (23 | ) | 57 | % | ||||||||||||
Total Earnings(h) | $ | 192 | $ | 171 | 12 | % | ||||||||||||
(a) | For a description of each segment, see Note 17A to Zoetis' combined financial statements included in Zoetis' Form 10-K for the year ended December 31, 2012. |
(b) | Other business activities reflect the research and development costs managed by our Research and Development organization. |
(c) | Corporate includes, among other things, administration expenses, allocated interest expense, certain compensation and other costs not charged to our operating segments. |
(d) | Purchase accounting adjustments include certain charges related to the fair value adjustments to inventory, intangible assets and property, plant and equipment not charged to our operating segments. |
(e) | Acquisition-related costs can include costs associated with acquiring, integrating and restructuring newly acquired businesses, such as allocated transaction costs, integration costs, restructuring charges and additional depreciation associated with asset restructuring. |
(f) | Certain significant items are substantive, unusual items that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis. Such items primarily include restructuring charges and implementation costs associated with our cost-reduction/productivity initiatives that are not associated with an acquisition, the impact of divestiture-related gains and losses and certain costs related to becoming a standalone public company. |
(g) | Includes overhead expenses associated with our manufacturing and commercial operations not directly attributable to an operating segment. |
(h) | Defined as income before provision for taxes on income. |