VCA Inc. Reports Third Quarter 2014 Results

  • Revenue increased 7.7% to a third quarter record of $499.6 million
  • Gross profit increased 11.8% to $123.8 million
  • Diluted earnings per common share was $0.31, net of a non-cash impairment charge and debt retirement costs
  • Adjusted EPS Excluding Amortization increased 19.1% to $0.56

LOS ANGELES--()--VCA Inc. (NASDAQ: WOOF), a leading animal healthcare company in the United States and Canada, today reported financial results for the third quarter ended September 30, 2014, as follows: revenue increased 7.7% to a third quarter record of $499.6 million; gross profit increased 11.8% to $123.8 million; operating income of $53.5 million; net income of $27.5 million and diluted earnings per common share of $0.31. Non-GAAP earnings per diluted common share excluding acquisition-related amortization, a non-cash impairment charge and debt retirement costs ("Adjusted EPS Excluding Amortization") increased 19.1% to $0.56.

Our results for the quarter included a non-cash impairment charge of $27.0 million, $17.0 million net of tax, or $0.20 per common share, related to the write-down of goodwill and other long-lived assets in our Vetstreet business. Our results also included debt retirement costs of $1.7 million, $1.0 million net of tax, or $0.01 per common share related to the refinancing of our senior credit facility. Our results in the 2013 period included an inventory credit adjustment of $0.02 per common share. Excluding these items and acquisition-related amortization expense, our Adjusted EPS Excluding Amortization increased 19.1% to $0.56 for the three months ended September 30, 2014.

As a result of an interim impairment review, we determined that a write-down of goodwill and long-lived assets was necessary as Vetstreet's current year actual and projected future operating results and cash flow were significantly lower than previously forecasted. We do not expect this accounting write-down to affect our ongoing business or financial performance.

Bob Antin, Chairman and CEO, stated, "We had an excellent quarter. Our Adjusted EPS Excluding Amortization increased 19.1%, lead by a 4.1% increase in Animal Hospital same-store revenue growth and a 110 basis point improvement in our adjusted same-store gross profit margin. Our Animal Hospital same-store revenue growth in the quarter was driven by an increase in both the number of orders and the average revenue per order. Our Laboratory business segment experienced 5.5% internal revenue growth resulting in a 180 basis point increase in gross profit margin.

"In addition to our excellent operating results, we are very excited about the accelerating pace of our animal hospital acquisition program. During the quarter, we acquired 13 independent animal hospitals with historical combined annual revenue of $26.0 million bringing our year-to-date total to $54.0 million. We have a robust pipeline of acquisition transactions in current discussions and we expect to acquire a total of $120 million of annual revenue for the entire year, which is significantly over our previous guidance of $60 to $70 million. As a result of this momentum, we are extremely optimistic with respect to our results for the fourth quarter of this year.

"For the nine months ended September 30, 2014 and 2013, diluted earnings per share was $1.21 and $1.26, respectively. Adjusted EPS Excluding Amortization was $1.52 and $1.37 for the nine months ended September 30, 2014 and 2013, respectively. The adjusted diluted earnings per share for the nine months ended September 30, 2013, excludes $3.8 million of pre-tax charges related to vacated properties that were consolidated into the then - newly constructed, VCA West Los Angeles Animal Hospital as well as a non-cash $2.8 million inventory credit adjustment.

"Animal Hospital revenue in the current quarter increased 7.3%, to $395.8 million, driven by acquisitions made during the past 12 months and same-store revenue growth of 4.1%. Our same-store gross profit margin increased to 17.7% from 16.3%, while our total gross margin increased to 17.3%, from 16.5% in the prior-year quarter. Adjusted to exclude acquisition-related amortization: adjusted same-store gross profit margin increased to 18.6%, from 17.5% in the prior-year quarter; adjusted total gross margin increased to 18.4%, from 16.9% in the prior-year quarter; adjusted operating margin increased to 15.9%, from 14.6% in the prior-year quarter.

"Laboratory internal revenue in the third quarter increased 5.5%, to $91.2 million. Our Laboratory gross profit margin increased to 49.0% from 47.2%, and our operating margin increased to 39.6%, from 38.0% in the prior-year quarter. Excluding amortization expense, our adjusted Laboratory gross profit margin increased to 49.2%, from 47.4% in the prior-year quarter, and our adjusted operating margin likewise increased to 39.8%, from 38.3% in the prior-year quarter.

"We are also pleased that during the quarter we completed the refinancing of our Senior Credit Facility. The new facility provides for $600 million of senior term notes, as well as an additional $800 million revolving credit facility. This new facility provides us with the ability to quickly take advantage of both acquisition and share buy back opportunities in the marketplace.

"During the quarter we repurchased 2.3 million shares of our common stock for $88.7 million. Since the Board authorized our repurchase program in April 2013 we have acquired 4.8 million shares for $165.7 million. In the fourth quarter we have continued to actively repurchase shares and have acquired an additional 1.1 million shares for $43.1 million."

2014 Guidance

We are revising our guidance as follows: Fourth quarter Adjusted EPS excluding amortization of $0.35 to $0.37.

Non-GAAP Financial Measures

We believe investors’ understanding of our total performance is enhanced by disclosing adjusted net income, adjusted diluted earnings per common share and Adjusted EPS Excluding Amortization. We define these adjusted measures as the reported amounts, adjusted to exclude certain significant items and amortization of intangibles acquired in acquisitions.

Management believes these adjusted measures are useful to management and investors in evaluating the Company's operational performance and their use provides an additional tool for evaluating the Company's operating results and trends. As a result, these non-GAAP financial measures help to provide meaningful comparisons of our overall performance from one reporting period to another and meaningful assessments of related trends.

There is a material limitation associated with the use of these non-GAAP financial measures: our adjusted measures exclude the impact of these significant items, and as a result, our computation of adjusted diluted earnings per common share does not depict diluted earnings per common share in accordance with GAAP.

To compensate for the limitations in the non-GAAP financial measures discussed above, our disclosures provide a complete understanding of all adjustments found in non-GAAP financial measures, and we reconcile the non-GAAP financial measures to the GAAP financial measures in the attached financial schedules titled "Supplemental Operating Data."

Conference Call

We will discuss our third quarter 2014 financial results during a conference call today, October 23rd, at 4:30 p.m. Eastern Time. A live broadcast of the call may be accessed by visiting our website at investor.vca.com. The call may also be accessed by dialing (877) 293-5492. Interested parties should call at least ten minutes prior to the start of the call to register. Replay of the webcast will be available for ninety days by visiting the company's website.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Among the forward-looking statements in this press release are statements addressing our 2014 guidance and plans, expectations, future financial position and results of operation. These forward-looking statements are not historical facts and are inherently uncertain and out of our control. Any or all of our forward-looking statements in this press release may turn out to be wrong. They can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Actual future results may vary materially. Among other factors that could cause our actual results to differ from this forward-looking information are: the continued effects of the economic uncertainty prevailing in regions in which we operate; our ability to execute on our growth strategy and to manage acquired operations; changes in demand for our products and services; fluctuations in our revenue adversely affecting our gross profit, operating income and margins; and the effects of the other factors discussed in our Annual Report on Form 10-K, Reports on Form 10-Q and our other filings with the SEC.

About VCA Inc.

We own, operate and manage the largest networks of freestanding veterinary hospitals and veterinary-exclusive clinical laboratories in the country, additionally we are the largest provider of online communication, professional education and marketing solutions to the veterinary community. We also supply diagnostic imaging equipment to the veterinary industry.

 
VCA Inc.
Condensed, Consolidated Income Statements
(Unaudited)
(In thousands, except per share amounts)
 
      Three Months Ended       Nine Months Ended
September 30,   September 30,
2014       2013 2014       2013
Revenue:
Animal hospital $ 395,820 $ 368,868 $ 1,134,184 $ 1,074,688
Laboratory 91,903 86,460 276,392 265,025
All other 30,081 27,462 81,914 83,457
Intercompany (18,227 ) (18,735 ) (53,934 ) (55,254 )
499,577   464,055   1,438,556   1,367,916  
 
Direct costs 375,820 353,378 1,092,933 1,046,022
 
Gross profit:
Animal hospital 68,537 60,839 180,673 166,151
Laboratory 45,024 40,810 137,147 128,501
All other 10,136 10,006 27,753 29,063
Intercompany 60   (978 ) 50   (1,821 )
123,757   110,677   345,623   321,894  
 
Selling, general and administrative expense:
Animal hospital 9,269 8,678 28,261 25,723
Laboratory 8,610 7,921 24,909 23,891
All other 8,023 7,618 23,782 24,573
Corporate 16,890   14,530   47,211   43,429  
42,792   38,747   124,163   117,616  
 
Impairment of goodwill and other long-lived assets 27,019 27,019
Net loss (gain) on sale or disposal of assets 470   (109 ) (173 ) 1,187  
Operating income 53,476 72,039 194,614 203,091
Interest expense, net 4,367 4,474 12,564 14,439
Debt retirement costs 1,709 1,709
Other expense (income) 188   (86 ) 178   (113 )
Income before provision for income taxes 47,212 67,651 180,163 188,765
Provision for income taxes 18,261   25,740   69,389   71,571  
Net income 28,951 41,911 110,774 117,194
Net income attributable to noncontrolling interests 1,499   1,264   3,695   4,400  
Net income attributable to VCA Inc. $ 27,452   $ 40,647   $ 107,079   $ 112,794  
 
Diluted earnings per share $ 0.31   $ 0.45   $ 1.21   $ 1.26  
 
Weighted-average shares outstanding for diluted earnings per share 87,360   89,845   88,665   89,659  
 

 
VCA Inc.
Condensed, Consolidated Balance Sheets
(Unaudited)
(In thousands)
 
      September 30,         December 31,
2014   2013  
Assets
Current assets:
Cash and cash equivalents $ 126,507 $ 125,029
Trade accounts receivable, net 65,603 59,900
Inventory 50,325 55,067
Prepaid expenses and other 32,830 25,417
Deferred income taxes 28,921 28,907
Prepaid income taxes   15,434  
Total current assets 304,186 309,754
Property and equipment, net 450,617 448,366
Other assets:
Goodwill 1,368,230 1,330,917
Other intangible assets, net 78,611 86,671
Notes receivable 3,016 3,454
Deferred financing costs, net 8,308 2,987
Other 59,517   55,632  
Total assets $ 2,272,485   $ 2,237,781  
Liabilities and Equity
Current liabilities:
Current portion of long-term debt $ 11,687 $ 51,087
Accounts payable 38,858 36,962
Accrued payroll and related liabilities 72,221 57,337
Income tax payable 3,078
Other accrued liabilities 64,414   58,762  
Total current liabilities 190,258 204,148
Long-term debt, less current portion 648,723 568,558
Deferred income taxes 90,428 100,099
Other liabilities 35,811   36,758  
Total liabilities 965,220 909,563
Redeemable noncontrolling interests 11,014 10,678
VCA Inc. stockholders’ equity:
Common stock 85 89
Additional paid-in capital 261,812 384,721
Retained earnings 1,035,799 928,720
Accumulated other comprehensive loss (12,581 ) (6,190 )
Total VCA Inc. stockholders’ equity 1,285,115 1,307,340
Noncontrolling interests 11,136   10,200  
Total equity 1,296,251   1,317,540  
Total liabilities and equity $ 2,272,485   $ 2,237,781  
 

 
VCA Inc.
Condensed, Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
 
      Nine Months Ended
September 30,
2014         2013  
Cash flows from operating activities:
Net income $ 110,774 $ 117,194
Adjustments to reconcile net income to net cash provided by operating activities:
Goodwill and long-lived assets impairment 27,019
Depreciation and amortization 59,659 57,783
Amortization of debt issue costs 957 937
Provision for uncollectible accounts 4,388 5,380
Debt retirement costs 1,709
Net (gain) loss on sale or disposal of assets (173 ) 1,187
Share-based compensation 12,234 10,340
Deferred income taxes 2,868
Excess tax benefit from exercise of stock options (3,808 ) (2,654 )
Other 381 (251 )
Changes in operating assets and liabilities:
Trade accounts receivable (9,678 ) (9,986 )
Inventory, prepaid expense and other assets (8,233 ) (1,634 )
Accounts payable and other accrued liabilities 2,920 4,941
Accrued payroll and related liabilities 14,761 11,408
Income taxes 12,137   21,492  
Net cash provided by operating activities 225,047   219,005  
Cash flows from investing activities:
Business acquisitions, net of cash acquired (62,122 ) (39,640 )
Real estate acquired in connection with business acquisitions (3,293 ) (1,208 )
Property and equipment additions (50,093 ) (52,682 )
Proceeds from sale of assets 4,464 905
Other (202 ) (1,738 )
Net cash used in investing activities (111,246 ) (94,363 )
Cash flows from financing activities:
Repayment of debt (563,976 ) (28,507 )
Proceeds from issuance of long-term debt 600,000
Payment of financing costs (7,987 )
Distributions to non-controlling interest partners (3,577 ) (3,324 )
Purchase of non-controlling interest (326 ) (5,727 )
Proceeds from issuance of common stock under stock option plans 926 15,111
Excess tax benefit from exercise of stock options 3,808 2,654
Repurchase of common stock (139,910 ) (19,384 )
Other (838 ) (160 )
Net cash used in financing activities (111,880 ) (39,337 )
Effect of currency exchange rate changes on cash and cash equivalents (443 ) (566 )
Increase in cash and cash equivalents 1,478 84,739
Cash and cash equivalents at beginning of period 125,029   68,435  
Cash and cash equivalents at end of period $ 126,507   $ 153,174  
 

 
VCA Inc.

Supplemental Operating Data

(Unaudited - In thousands, except per share amounts)
 
Table #1      
Reconciliation of net income attributable to Three Months Ended
September 30,
        Nine Months Ended
September 30,
VCA Inc., to adjusted net income attributable
to VCA Inc., excluding amortization (1) 2014           2013   2014           2013  
 
Net income attributable to VCA Inc. $ 27,452 $ 40,647 $ 107,079 $ 112,794
Vacant property adjustments (2) 3,804
Tax benefit from vacant property adjustments (2) (1,489 )
Inventory adjustment (3) (2,808 ) (2,808 )
Tax expense from inventory adjustment (3) 1,099 1,099
Impairment of goodwill and other long-lived assets (4) 27,019 27,019
Tax benefit on impairment charge (4) (9,978 ) (9,978 )
Debt retirement costs (5) 1,709 1,709
Tax benefit from debt retirement costs (5) (669 )   (669 )  
 
Adjusted net income attributable to VCA Inc. $ 45,533 $ 38,938 $ 125,160 $ 113,400
Impact of intangible asset amortization associated with acquisitions,
net of tax (6) 3,184   3,401   9,497   9,831  
Adjusted net income attributable to VCA Inc., excluding amortization $ 48,717   $ 42,339   $ 134,657   $ 123,231  
 
Table #2 Three Months Ended
September 30,
Nine Months Ended
September 30,
Reconciliation of diluted earnings per share to
adjusted diluted earnings per share, excluding amortization (1) 2014   2013   2014   2013  
 
Diluted earnings per share $ 0.31 $ 0.45 $ 1.21 $ 1.26
Impact of vacant property adjustments, net of tax (2) 0.03
Impact of inventory adjustment (3) (0.02 ) (0.02 )
Impact of impairment charge, net of tax (4) 0.20 0.19
Impact of debt retirement costs, net of tax (5) 0.01 0.01
               
Adjusted Earnings per share (7) $ 0.52 $ 0.43 $ 1.41 $ 1.26
Impact of intangible asset amortization associated with acquisitions,
net of tax (6) 0.04   0.04   0.11   0.11  
Adjusted diluted earnings per share excluding amortization (6), (7) $ 0.56   $ 0.47   $ 1.52   $ 1.37  
 
Shares used for computing adjusted diluted earnings per share 87,360   89,845   88,665   89,659  
 

 
VCA Inc.
Supplemental Operating Data (cont)
(Unaudited - In thousands, except per share amounts)
 
Table #3       Three Months Ended
September 30,
        Nine Months Ended
September 30,
Reconciliation of gross profit to
adjusted gross profit, excluding amortization (1) 2014           2013   2014           2013  
 
Consolidated gross profit $ 123,757 $ 110,677 $ 345,623 $ 321,894
Impact of vacant property adjustments (2) 2,046
Impact of inventory adjustment (3) (2,808 ) (2,808 )
Impact of rent expense adjustments (8)       (1,396 )  
Consolidated adjusted gross profit $ 123,757 $ 107,869 $ 345,623 $ 319,736
Consolidated adjusted gross profit margin 24.8% 23.2% 24.0% 23.4%
Intangible asset amortization associated with acquisitions (6) 5,166   5,520   15,406   16,035  
Consolidated adjusted gross profit excluding amortization $ 128,923   $ 113,389   $ 361,029   $ 335,771  
Consolidated adjusted gross profit margin excluding amortization 25.8% 24.4% 25.1% 24.5%
 
Table #4 Three Months Ended
September 30,
Nine Months Ended
September 30,
Reconciliation of operating income to
adjusted operating income, excluding amortization (1) 2014   2013   2014   2013  
 
Consolidated operating income $ 53,476 $ 72,039 $ 194,614 $ 203,091
Impact of vacant property adjustments (2) 3,804
Impact of inventory adjustment (3) (2,808 ) (2,808 )
Impact of impairment charge (4) 27,019 27,019
Impact of rent expense adjustments (8)       (1,396 )  
Consolidated adjusted operating income $ 80,495 $ 69,231 $ 221,633 $ 202,691
Consolidated adjusted operating income margin 16.1% 14.9% 15.4% 14.8%
Intangible asset amortization associated with acquisitions (6) 5,231   5,588   15,605   16,153  
Consolidated adjusted operating income excluding amortization $ 85,726   $ 74,819   $ 237,238   $ 218,844  
Consolidated adjusted operating income margin excluding amortization 17.2% 16.1% 16.5% 16.0%
   

(1)

      Management uses adjusted net income excluding acquisition-related amortization, adjusted EPS excluding amortization, adjusted gross profit excluding acquisition-related amortization and adjusted operating income excluding acquisition-related amortization and its components among other factors, to measure the performance of the overall Company. Further, we believe that investors' understanding of our performance is enhanced by disclosing these measures. Adjusted net income excluding acquisition-related amortization, adjusted EPS excluding amortization, consolidated adjusted gross profit excluding acquisition-related amortization, consolidated adjusted operating income excluding acquisition-related amortization measures are not, and should not be viewed as substitutes for U.S. generally accepted accounting principles (GAAP) net income and its components and diluted earnings per share.
 

(2)

During the first quarter of 2013, we recorded a write-down to net realizable value of $1.8 million related to a vacant property that is held for sale, and we accrued costs totaling $2.0 million related to a vacant leased property.
 
(3) In the third quarter of 2013, we recorded a non-cash physical inventory adjustment in our Animal Hospital business segment which resulted in a $2.8 million credit adjustment to direct costs.
 
(4) In the current quarter, we recognized a non-cash impairment charge of $27.0 million related to the write-down of goodwill and other long-lived assets in our Vetstreet business.
 
(5) During the quarter, we incurred debt retirement costs of $1.7 million related to the refinancing of our senior credit facility.
 
(6) In the first quarter of 2013, we began to report Adjusted EPS Excluding Amortization to exclude acquisition-related amortization, and other infrequent charges and credits. We believe Adjusted EPS Excluding Amortization will provide our investors with better insight into the operating performance of the business.
 
(7) Amounts may not add due to rounding.
 
(8) In the second quarter of 2013, we recorded a reduction in rent expense as a result of a capital lease that was previously treated as an operating lease in our Animal Hospital segment.
 

 
VCA Inc.
Supplemental Operating Data (cont)
(Unaudited - In thousands, except per share amounts)
 
            As of
      September 30,       December 31,
Table #5 2014 2013
Selected consolidated balance sheet data
Debt:
Senior term notes $ 600,000 $ 556,914
Other debt and capital leases 60,410   62,731  
Total debt $ 660,410   $ 619,645  
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
Table #6
Selected expense data 2014 2013 2014 2013
 
Rent expense $ 17,476   $ 16,888   $ 51,284   $ 50,675  
 
Depreciation and amortization included
in direct costs:
Animal hospital $ 15,044 $ 14,840 $ 44,573 $ 42,481
Laboratory 2,650 2,531 7,709 7,586
All other 1,505 1,259 4,907 3,603
Intercompany (479 ) (450 ) (1,417 ) (1,335 )
$ 18,720 $ 18,180 $ 55,772 $ 52,335
Depreciation and amortization included in selling,
general and administrative expense 1,142   1,864   3,887   5,448  
Total depreciation and amortization $ 19,862   $ 20,044   $ 59,659   $ 57,783  
 
Share-based compensation included in direct costs:
Laboratory $ 154 $ 110 $ 437 $ 328
 
Share-based compensation included in
selling, general and administrative expense:
Animal hospital 470 374 1,411 1,417
Laboratory 340 273 1,073 879
All other 232 186 605 558
Corporate 2,467   1,978   8,708   7,158  
3,509   2,811   11,797   10,012  
Total share-based compensation $ 3,663   $ 2,921   $ 12,234   $ 10,340  

Contacts

VCA Inc.
Tomas Fuller
Chief Financial Officer
310-571-6505

Contacts

VCA Inc.
Tomas Fuller
Chief Financial Officer
310-571-6505