Payment of debt
issuance costs -- -- (43,188) --
Repurchase of
shares of common
stock -- (325) (650) (325)
Shares issued
under
share-based
compensation
plan, including
tax effects 127 453 531 598
Payment of
acquisition
earn-outs (1,500) -- (4,156) --
Purchase of
redeemable
noncontrolling
interest (2,016) -- (2,316) --
Payment of
financing lease
obligations (3,640) (2,901) (9,276) (8,625)
-------- -------- ---------- --------
Net cash
provided by
financing
activities $ 20,608 $ 21,341 $ 214,197 $ 67,041
-------- -------- ---------- --------
Net increase
(decrease) in
cash and cash
equivalents 10,946 385 22,902 (1,987)
Cash and cash
equivalents at
beginning of
year 25,027 11,256 13,071 13,628
-------- -------- ---------- --------
Cash and cash
equivalents at
end of year $ 35,973 $ 11,641 $ 35,973 $ 11,641
======== ======== ========== ========
BrightSpring Health Services, Inc. and Subsidiaries
Reconciliation of EBITDA and Adjusted EBITDA
For the three and nine months ended September 30, 2024 and 2023
(Unaudited)
The following table reconciles net loss to EBITDA and Adjusted EBITDA:
For the Three Months For the Nine Months
($ in thousands) Ended Ended
September 30, September 30,
-------------------- --------------------
2024 2023 2024 2023
-------- --------- -------- ---------
Net loss $ (8,981) $(130,124) $(35,925) $(149,634)
Income tax expense
(benefit) 9,760 (5,807) (23,000) (12,987)
Interest expense,
net 56,061 83,678 173,520 241,539
Depreciation and
amortization 50,608 50,774 149,601 151,324
------- -------- ------- --------
EBITDA $107,448 $ (1,479) $264,196 $ 230,242
Non-cash share-based
compensation (1) 15,210 825 55,194 2,100
Acquisition,
integration, and
transaction-related
costs (2) 11,767 6,319 25,331 13,754
Restructuring and
divestiture-related
and other costs
(3) 6,672 4,527 28,065 16,172
Legal costs and
settlements (4) 8,920 117,042 21,886 121,706
Significant projects
(5) 1,000 1,935 2,604 6,899
Management fee (6) -- 1,383 23,381 4,248
Unreimbursed
COVID-19 related
costs -- (48) -- 88
------- -------- ------- --------
Total adjustments $ 43,569 $ 131,983 $156,461 $ 164,967
------- -------- ------- --------
Adjusted EBITDA $151,017 $ 130,504 $420,657 $ 395,209
======= ======== ======= ========
(1) Represents non-cash share-based compensation to certain
members of our management and full-time employees.
The three and nine months ended September 30, 2024
includes $14.4 million and $35.8 million of costs,
respectively, related to new equity awards granted
upon the completion of our IPO under the 2024 Equity
Incentive Plan. The nine months ended September 30,
2024 includes $15.0 million of previously unrecognized
share-based compensation expense related to performance-vesting
options under the 2017 Stock Plan, a portion of which
vested upon completion of the IPO.
(2) Represents transaction costs incurred in connection
with planned, completed, or terminated acquisitions,
which include investment banking fees, legal diligence
and related documentation costs, finance and accounting
diligence and documentation; costs associated with
the integration of acquisitions, including any facility
consolidation, integration travel, or severance; and
costs associated with other planned, completed, or
terminated non-routine transactions. The three months
ended September 30, 2024 includes acquisition and
integration related costs of $7.5 million, earn-out
adjustments from previous acquisitions of $0.9 million,
and other non-routine transaction costs of $2.9 million,
as compared to acquisition and integration related
costs of $3.7 million and other non-routine transaction
costs of $0.9 million for the three months ended September
30, 2023. These costs also included $0.5 million and
$6.0 million of costs related to the IPO Offerings
which were not capitalizable for the three and nine
months ended September 30, 2024, respectively, compared
to $1.7 million and $1.9 million for the three and
nine months ended September 30, 2023, respectively.
(3) Represents costs associated with restructuring-related
activities, including closure, and related license
impairment, and severance expenses associated with
certain enterprise-wide or significant business line
cost-savings measures. These costs included $12.7
million of unamortized debt issuance costs associated
with the extinguishment of our Second Lien Facility
in the nine months ended September 30, 2024. These
costs also included $1.8 million and $3.7 million
of intangible asset and other non-cash investment
impairment for the three and nine months ended September
30, 2024, respectively, as compared to $1.4 million
and $7.4 million for the three and nine months ended
September 30, 2023, respectively.
(4) Represents settlement and defense costs associated
with certain historical PharMerica litigation matters,
including the Silver matter, all of which are expected
to be completed in 2024. See Note 10 within the unaudited
condensed consolidated financial statements and related
notes in this Quarterly Report on Form 10-Q for additional
information.
(5) Represents costs associated with certain transformational
projects and for the periods presented primarily included
general ledger system implementation and pharmacy
billing system implementation, which both completed
in the second fiscal quarter of 2024; and ransomware
attack response costs. Ransomware attack response
costs were $1.0 million for the three and nine months
ended September 30, 2024, compared to $0.6 million
and $3.1 million for the three and nine months ended
September 30, 2023, respectively.
(6) Represents annual management fees payable to the Managers
under the Monitoring Agreement through the date of
the IPO, and $22.7 million of termination fees resulting
from the Monitoring Agreement being terminated upon
completion of the IPO Offerings. All management fees
have ceased following the completion of the IPO.
BrightSpring Health Services, Inc. and Subsidiaries
Reconciliation of Adjusted EPS
For the three and nine months ended September 30, 2024 and 2023
(Unaudited)
The following table reconciles diluted EPS to Adjusted EPS:
For the Three For the Nine Months
(shares in thousands) Months Ended Ended
September 30, September 30,
------------------- -------------------
2024 2023 2024 2023
-------- -------- -------- --------
Diluted EPS $ (0.04) $ (1.11) $ (0.18) $ (1.26)
Non-cash share-based
compensation (1) 0.07 0.01 0.28 0.02
Acquisition,
integration, and
transaction-related
costs (1) 0.06 0.05 0.13 0.11
Restructuring and
divestiture-related
and other costs (1) 0.03 0.04 0.14 0.13
Legal costs and
settlements (1) 0.04 0.93 0.11 0.96
Significant projects
(1) -- 0.02 0.01 0.05
Management fee (1) -- 0.01 0.12 0.03
Unreimbursed COVID-19
related costs (1) -- -- -- --
Income tax impact on
adjustments (2)(3) (0.05) (0.03) (0.27) (0.10)
------- ------- ------- -------
Adjusted EPS $ 0.11 $ (0.08) $ 0.34 $ (0.06)
======= ======= ======= =======
Weighted average
common shares
outstanding used in
calculating diluted
U.S. GAAP net loss
per share 198,491 117,864 190,541 117,871
Weighted average
common shares
outstanding used in
calculating diluted
Non-GAAP earnings
(loss) per share 208,694 126,346 199,930 126,428
(1) This adjustment reflects the per share impact of the
adjustment reflected within the definition of Adjusted
EBITDA.
(2) The income tax impact of non-GAAP adjustments is calculated
using the estimated tax rate for the respective non-GAAP
adjustment.
(3) For the nine months ended September 30, 2024, the
income tax impact on adjustments is inclusive of a
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