Joseph W. Dziedzic
Analyst · KeyBanc. Please go ahead. Your line is open
Thanks, Jeremy. I'd like to take a second and just review the strategic rationale for the divestiture. The divestiture of the Advanced Surgical and Orthopedics business is an outcome of our long-term portfolio strategy we introduced earlier this year. Our strategic review identified the divestiture as an opportunity to unlock significant value. During our strategic assessment, we concluded that the AS&O medical device outsourced market was poised for consolidation, and the market was going to benefit from having fewer and larger suppliers. As we opportunistically reviewed strategic options, it was important to find a buyer who could emerge as a market leader in the AS&O space, and thus provide ongoing benefits for customers, associates, and the patients we serve. The divestiture to Viant meets this criteria, creating one of the largest MDOs serving this market. The divestiture positions Integer as the market leader in the product lines we serve by bringing differentiated technology to partner with our customers, to drive continued innovation and growth. With the divestiture, we have a stronger financial profile and greater financial flexibility to accelerate growth. It's also important to note that there was very little overlap between our AS&O customer base and the rest of Integer, with most customers being unique to AS&O. From this perspective, the divestiture has little to no impact on our ongoing customer relationships. Our manufacturing footprint has also improved, with larger manufacturing facilities to have ample room for growth. I provided color on the transaction rationale. Now let's move on to the financial impact. We developed 2017 pro forma financials as though we had already sold the AS&O business to Viant, and we have summarized the change for 2017 and first half of 2018 on this slide. For the full year of 2017, Integer pro forma sales would have been lower by $331 million, and pro forma operating profit would have been lower by $31 million. And we used the proceeds to pay down debt, pro forma interest expense would have been lower by $42 million. The pro forma earnings per share for 2017 would have increased by $0.27 as the interest expense savings would have more than offset the loss of the operating profit. Looking at the first half 2018 impact, EPS increased by $0.02. Based upon our prior estimated AS&O operating profit and interest expense savings, our full-year 2018 earnings per share estimate increases by $0.15. The reduced EPS impact compared to last year reflects the improved AS&O performance in 2018 compared to 2017. Earlier, Jeremy reviewed our second quarter results on a pre-divestiture basis. Looking at our results on a post-divestiture basis, both sales and earnings per share increased double digits, growing 11% and 14% respectively. Additionally, our EBITDA margins improved to 22% from 20% the prior year, reflecting the divestiture of the significantly lower EBITDA margin AS&O business. This slide covers the full-year post-divestiture outlook. Given the solid momentum we are seeing, we now expect 2018 full-year sales growth to be between 4% and 6% for the year. This compares to our previous growth estimates of 3% to 6%. For adjusted EBITDA, we expect a range of $255 million to $265 million, an increase of 9% to 13% on a comparable basis to last year. We are increasing our full-year earnings per share guidance by $0.15 as a direct result of the lower interest expense due to the divestiture, and now expect to be in the range of $3.35 to $3.65 per share, which is a growth of 9% to 19%. Our cash flow outlook remains the same as prior to the deal, with cash flow from operations of $160 million-plus and free cash flow of $110 million-plus. Our estimated debt payments before the divestiture remain the same as well at $115 million-plus. Adding in the $548 million attributable to the proceeds from the divestiture, we expect to pay down at least $665 million by the end of the year. We expect this will reduce our leverage to about 3.6x. We have already received an upgrade to our credit rating from Moody's as a result of our improved financial profile. We continue to execute on our long-term strategy that we introduced earlier this year. The divestiture is an outcome of that strategy. Our portfolio strategy, which define how we win in the markets we serve, we've focused our sales efforts on increasing our market penetration in the higher growth Cardio & Vascular, Neuromodulation and Non-Medical Electrochem markets, while preserving our strong cardiac rhythm management market leadership. On the operational strategy, we continue developing and implementing the multiyear plans to achieve excellence in everything we do, from safety to quality to on-time delivery to how we manage every business process. We will run the Company based on this portfolio and operational strategy, which we believe will drive a valuation premium for our shareholders. In summary, we have delivered strong first half results that are consistent with our full year guidance. We have completed the Advanced Surgical and Orthopedic divestiture, paid down more debt, and increased our earnings per share outlook by $0.15. Our clear strategy, ultimate portfolio, and an operational perspective is gaining momentum within Integer and positions us to deliver on our growth objectives. We will continue to measure our financial success through two key metrics; sales growth above the market, and profit growth at least 2x sales growth. I remain confident we have the right strategy and the right team in place to deliver for our customers and to realize our vision of enhancing patients' lives. Casey, let's open it up for questions.