Perrigo Company - Earnings Call - Q4 2020

Transcript

Speaker 0

Good day and welcome to the Perrigo Fourth Quarter and Fiscal Year twenty twenty Financial Results Conference Call. All participants will be in listen only mode. Should you need assistance, please signal a conference specialist by pressing star then 0 on your telephone keypad. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then 1 on your telephone keypad.

To withdraw your question, please press star then 2. Please note this event is being recorded. I would now like to turn the conference over to Bradley Joseph, Vice President of Global Investor Relations. Please go ahead.

Speaker 1

Thanks, Andrew, and good morning, everyone, and welcome to Perrigo's Fourth Quarter and Fiscal twenty twenty Earnings Conference Call. We hope that you and your families are remaining healthy and safe. I hope that you all had a chance to review the press releases we issued today, Copy of the releases, the earnings release, the divestiture of our X release and presentation for today's discussion are available within the Investors section of the perigo.com website. Joining today's call are President and CEO, Murray Kessler and CFO, Ray Silcock. I'd like to remind everyone that during this call, participants will make certain forward looking statements.

Please refer to the important information for shareholders and investors and Safe Harbor language regarding these statements in our press releases issued earlier this morning. A few items before we get started. When discussing the business, Murray will reference only non GAAP adjusted numbers for the quarter, fiscal year and 2021 expectations unless otherwise noted. As a reminder, all comparisons of operating results against the prior fiscal year period include the previously disclosed third quarter twenty nineteen net sales adjustments for the market withdrawal of Ranitidine as well as operating results attributable to the then held for sale Animal Health business in our Consumer Self Care Americas segment. Also of note, organic growth excludes acquisitions, divestitures and currency in both comparable periods.

In the appendix for today's call, we have provided reconciliations for all non GAAP financial measures presented. And with that, I'm pleased to turn the call over to Murray.

Speaker 2

Thank you, Brad, and good morning, everyone. 2020 was a year of tremendous change for Perrigo. At our May 2019 investor conference, I shared with you a new vision, to make lives better by bringing quality affordable self care products that consumers trust everywhere they are sold. In two short years, we have come a very long way to making that vision a reality, which has required keeping all our major transformation initiatives on track through the COVID-nineteen pandemic and all of the uncertainty that came with it. So first and foremost, I'd like to thank all of my Perrigo teammates around the world for their dedication and a job well done.

They have kept all our facilities running without missing a single shift anywhere in the world. They have kept our transformation initiatives moving while working from home, and they have made sure our essential products got to the consumers and patients who needed them. Let's take a look at the progress made on our transformation. With six acquisitions and four business divestitures, including this morning's announcement of the sale of Rx to Alteris, we have completed our portfolio reconfiguration. Once the Rx deal closes, Perrigo will be a pure play consumer self care company.

We have consistently delivered on our operating plans, have rebuilt a robust new products pipeline, built a robust e commerce platform, launched business intelligence capabilities, changed 50% plus of the top leaders in the company through both internal promotions and external recruiting. We are delivering on our $100,000,000 Project Momentum cost savings plan, have made significant investments and are investing more than $300,000,000 in further capacity and IT upgrades, and most importantly, we have energized the culture and reinstilled a sense of pride that respects diversity and inclusion and the positive role our company plays in society. When the Rx deal closes, we expect to have over $2,000,000,000 in cash on hand, which can be used to advance our consumer self care strategy and fortify our balance sheet. As a result of all these transformation initiatives, strong top line growth in worldwide consumer has been restored. So at this point, all of the commercial pieces are in place, and Perrigo is poised to create significant value.

That is why I have agreed to the board's request to extend my contract by three years to finish the job on Perrigo's transformation. With that backdrop, let's now discuss our performance highlights for fiscal twenty twenty and the fourth quarter. Fiscal twenty twenty consolidated net sales were 5,100,000,000 up a strong plus 5% versus a year ago. Organic net sales grew 1.9%, which included a negative 1.4 percentage point impact from lower coughcold sales in the fourth quarter. The impact from coughcold was much more pronounced in the coughcold high seasonality fourth quarter, resulting in a consolidated net sales decline of 2.5% and organic decline of 4.7%.

As I said, the main driver was the unprecedented low levels of cough, cold, and flu, which dampened cough, cold sales in all of our businesses and led to a negative five percentage point impact to fourth quarter revenue growth. I'll walk through the details of our sales growth on each of our businesses in a few minutes. Adjusted EPS for the year was $4.2 per diluted share, flat versus a year ago and within the original guidance provided over a year ago. We delivered this guidance despite headwinds not factored into our original forecast, notably incremental COVID related costs, the divestiture of Rosemont, and the aforementioned coughcold impact totaling $0.35 of headwinds, of which $0.28 per share was not included in our guidance. Fourth quarter adjusted EPS was $0.93 per share, down 12% versus prior year.

Steeper than projected coughcold sales declines in Q4 had an $0.11 negative impact, and divested businesses had a $05 negative impact. Aside from coughcold, Consumer Self Care Americas was in line with our fourth quarter forecast. Consumer Self Care International had a better than expected top line recovery as a result of strong advertising and promotional support, and Rx sales were lower overall versus year ago tracing to discontinued products, but mix was favorable as higher margin dermatological products recovered faster than we expected. Given the impact, let me spend a few minutes more on coughcold. On slide 10, you can see the almost nonexistent incidence of flu activity in The US and EU, according to leading sources that track the data.

We believe this low incidence stemmed from social distancing requirements, stay at home orders, and mask measures designed to prevent the spread of COVID-nineteen. For perspective, coughcold net sales account for approximately 10% of total CSCA net sales annually. For CSCI, it's closer to 20% of net sales. Unprecedented low levels of flu incidence had a dramatic impact on consumption, as shown on slide 11. In The US, coughcold consumption was down for perigo and the entire coughcold category by approximately 35% on a dollar basis compared to prior year, and that's according to MULO.

In The EU, Perrigo consumption was also in line with total market coughcold consumption declines. As you may recall from our last conference call, we built a double digit decline in coughcold sales into our fourth quarter projection, but not this severe. So even though Perrigo held market share overall, these declines were about double what we anticipated. A challenged coughcold season was just one more headwind Perrigo overcame in delivering record worldwide consumer net sales in 2020, as the business grew plus 6% in total and plus 2.3% on an organic basis. The $63,000,000 negative impact from the nonexistent coughcold season in the fourth quarter impacted organic growth negatively by 1.7 percentage points, as an and is an example of what I said back in April, that the impact of COVID nineteen is unpredictable and constantly changing.

Importantly, we maintain market share in coughcold, and this historically weak season will rebound in future years. Fortunately, Perrigo has a very broad and diverse portfolio. This, along with our transformation initiatives that enabled 109% growth in e commerce and strong new products in 2020, allowed us to deliver robust growth overall, which led to record fiscal year worldwide consumer net sales. Let's turn to results by segment. Consumer Self Care Americas was once again the primary growth engine for Perrigo.

Fiscal twenty twenty net sales finished the year up 9% versus a year ago, led by OTC, Oral Self Care, and acquisitions. Organic net sales were up 3.4%, which were partially offset by a negative 1.6 percentage point impact from coughcold. This entire impact from coughcold materialized late in the fourth quarter. Specifically, CSCA coughcold sales declined $39,000,000 in Q4, more than explaining a $10,000,000 or 1.4% decline for total CSCA sales in the quarter. And again, to repeat myself, a 10,000,000 overall decline, but 39,000,000 for coughcold.

Oral self care, pain, and digestive health were the primary growth drivers within CSCA this year, and benefited from consumers switching from national brands to store and value brands, as well as continued robust growth in e commerce. CSCA's e commerce sales increased over 150% versus prior year. Oral care benefited from the Doctor Fresh acquisition, which has been successfully integrated, and continued organic growth behind strong sales of the Plackers brand. Pain benefited from continued elevated COVID related demand and the Voltaren equivalent store brand launch, and digestive health benefited from the market relaunch of branded Prevacid and ex ranitidine users switching to digestive health products, where Perrigo store brands have a higher market share of total store brand. Clearly, CSCA had an outstanding year, finishing above our 3% organic growth goal despite the unprecedented weak coughcold season, while at the same time delivering growth in operating income of more than 8%, eclipsing our 5% growth target and doing it a year earlier than expected.

Turning to Consumer Self Care International, reported net sales were 1% higher or flat organically for 2020 versus a year ago. Like CSCA, CSCI was negatively impacted by coughcold, which had a negative 1.8 percentage point drag on the annual results. CSCI coughcold sales declined 24,000,000 in Q4, more than explaining the 4,000,000 or 1.1% decline for total CSCI in the quarter. Setting aside coughcold, I'm pleased with the revenue growth in CSCI, especially with the unpredictable consumer behavior surrounding COVID during the year and even more stringent lockdowns in The EU compared to The USA. CSCI net sales growth for the year was driven by, one, the VMS category, primarily new products within the de vitamin supplement brand two, new innovations within our market leading dermatology brand, Aco three, sulfidine in the pain category, which likely benefited from COVID related demand and four, strong e commerce growth of plus 58%.

It's worth noting that higher advertising and promotion on the CCI branded products in q four had a negative impact on the operating margin, but this was purposeful as we believe it was important to provide sufficient support to maintain and build long term brand equity. So I feel good about where we ended on CSCI. The team fought hard under the most difficult of situations and still grew the business. The development of new and unique products was uninterrupted by COVID, putting us in a position where we have a deep pipeline of new innovations and products to launch in 2021. E commerce will continue to be a growth driver, and the higher levels of advertising and promotion in Q4 should bode well for the future.

Turning to Rx. Net sales in fiscal twenty twenty were up 1% as new products and higher sales in Israel offset negative pricing, lower prescriptions due to patient behavior surrounding COVID, and lower margin discontinued products. Fourth quarter net sales were $20,000,000 or 7.7% lower than the prior year, as the team purposefully discontinued $13,000,000 in lower margin distribution products. The weak coughcold season also contributed to the fourth quarter Rx decline, with a $2,000,000 decrease in prescription liquid coughcold products. The base Rx business was down 2.5% in the quarter, with minimal new products, and the business still being affected by lower prescriptions.

But the good news here, as I mentioned, is that our higher margin dermatological products performed better, resulting in a favorable gross profit mix in the quarter, and the business has a robust pipeline of new products and approvals heading into next year. At this point, I'll turn the call over to our CFO, Ray Silcock. He'll go through Q4 and fiscal twenty twenty financial results in more detail. After he does that, I'll return to discuss today's announcement of the RX sale and discuss 2021 earnings guidance. Ray?

Speaker 3

Thank you, Murray, and good morning, everyone. As Murray has already pointed out, in 2020, we made significant strides in improving sales and stabilizing earnings versus prior despite all the headwinds we faced especially from COVID-nineteen. On a consolidated basis, the company reported a GAAP net loss of $162,600,000 for 2020, a loss of $1.19 per diluted share for the year. On an adjusted basis, consolidated net income for the year was $552,000,000 and adjusted diluted EPS was $4.2 per share, essentially flat as compared to 2019 despite $0.35 of headwind in 2020 as a result of COVID related costs, divested businesses and the weak coughcold season. Non GAAP adjustments were primarily a $347,000,000 Rx impairment charge, dollars $295,000,000 of amortization, which we always add back and a $95,000,000 decrease in the valuation of the milestone opportunity.

Biogen sales of Tysabri did not meet the required threshold for us to receive that payment. Full details of these and other smaller adjustments can be found in the non GAAP reconciliation table attached to this morning's press release. Our non GAAP adjusted tax rate for the year was 17.7% driven by a variety of factors, including jurisdictional mix of earnings, fixed $16,000,000 of CARES Act benefits, the release of $51,000,000 of the valuation allowance, and removal of the nonrecurring base erosion tax due to the adoption of final and proposed regulations relating to one sixty three j interest expense limitations. From this point forward, all dollar numbers, basis points, margin percentages will be on an adjusted basis. Consolidated gross profit in 2020 was flat to prior year at $2,000,000,000 as strong demand from OTC in CSCA and VMS in CSCI, as well as the addition of the oral care acquisitions, were partially offset by the usual pricing pressure impacts in Rx and lower demand in some CSC international categories, in particular for cough coal products.

We also had lower demand within the Rx based business as a result of consumer behavior changes resulting from COVID nineteen. In addition, we had an impact from divested businesses of $36,000,000 and discontinued products $34,000,000 Consolidated gross margin for 2020 was 39.3%, 170 basis points lower than the prior year. This was due primarily to pricing pressure, operational inefficiencies in infant nutrition, and the impacts from the oral care acquisitions of Ranir and Doctor Fresh, both of these oral care businesses have a relatively lower gross margin compared to our overall portfolio.

Speaker 0

Excuse me. This is the conference operator. I'm sorry to interrupt you, mister Silcock. We are getting some noise on your line or the phone. Could I ask I'll pick up your line and see if I can call you back.

Just one moment, please. Thank you. Excuse me, I've reconnected the speaker location. Please go ahead.

Speaker 3

Consolidated operating income for the year was $796,000,000 slightly lower than prior year as gross profit flow through was offset by increases in employee compensation and insurance expenses. Consolidated operating margin was 15.7%, 110 basis points lower than the prior year as these increases were partially offset by Project Momentum cost savings. Consolidated gross profit for the fourth quarter alone was $514,000,000 $16,000,000 lower than the prior year, while consolidated gross margin was 39.9%, down 20 basis points as compared to prior year. The drivers of the lower gross margin performance included the absence of the higher margin Rosemont business, which we divested earlier in the year, pricing pressure and lower manufacturing efficiencies in infant formula, all mostly offset by favorable product mix. Consolidated operating income for the quarter was $186,000,000.28000000 dollars lower than the prior year due to gross profit flow through as well as higher employee compensation costs, increases in insurance premiums and higher operating expenses in International to maintain our market position.

Adjusted operating margin was 14.4%, 180 basis points lower than prior year due primarily to increased operating expenses. Worldwide consumer gross profit in 2020 increased $35,000,000 to $1,600,000,000 with strong sales in U. S. OTC and the oral self care acquisitions being partially offset by COVID-nineteen related expenditures, manufacturing inefficiencies and the impact from the divestment of Rosemont. Worldwide consumer operating income was $540,000,000 $5,000,000 lower than prior year and operating margin was 90 basis points lower at 13.2% primarily as a result of higher operating expenses.

Worldwide Consumer fourth quarter gross profit was $4.00 $8,000,000 2.7% lower than the prior year as favorable currency movements and the addition of the Doctor Fresh Oral Care portfolio were offset by less favorable product mix, lower operational efficiencies and the impact from divested businesses. Fourth quarter operating income was $117,000,000 $36,000,000 lower than the prior year due primarily to higher advertising and promotion expenditures in international and higher compensation costs. Now let's take a look at the individual consumer segments in more detail, starting with Americas year to date results. CSCA's full year gross profit increased $51,000,000 to $880,000,000 primarily due to increased sales and to the oral care acquisitions despite higher expenses due to COVID-nineteen. While operating profit increased by $40,000,000 to $527,000,000 as gross profit flow through and project momentum savings were partially offset by higher selling expenses due to investments for anticipated future product launches.

Operating income for the quarter was $132,000,000.13000000 dollars lower than the prior year as gross margin flow through and project momentum savings were offset by increased selling expenses as the team invests for future products. Moving to Consumer Self Care International, CSCI's full year 2020 gross profit was $710,000,000 16,000,000 lower than the prior year, primarily due to business divestitures, which had a $25,000,000 impact, categories impacted by COVID nineteen behavior and lower sales of coughcold products. Partially offsetting these declines were the oral care acquisitions and those categories that benefited from COVID nineteen behavior, mostly VMS and pain. Operating income was $199,000,000 $18,000,000 lower than the prior year. Gross profit flow through and transformational investments were partially offset by contributions from the Oral Care acquisitions, Project Momentum cost savings and lower advertising and promotion expense.

In the fourth quarter, international gross profit was $176,000,000 2% lower than prior year due primarily to the divestiture of the Rosemont business. Q4 operating income was $34,000,000.16000000 dollars lower than the prior year due primarily to the impact from divesting Rosemont and higher advertising and promotional expenses to maintain market share, partially offset by Project Momentum savings. Turning now to Rx. Twenty twenty Rx gross profit was $400,000,000 $22,000,000 lower than the prior year as albuterol profits were more than offset by reduced volume in dermatological products as a result of a drop in scripts being written due to COVID nineteen. Operating income was down 9,000,000 to $255,000,000 In Q4, gross profit decreased by $4,000,000 to $106,000,000 while gross margin improved 170 basis points to 44.9%.

The gross margin improvement was due primarily to the favorable product mix from discontinuing lower margin products. Operating income was $69,000,000.8000000 higher than prior year. Lower operating expenses versus prior year led to an improvement in the Rx operating margin of five forty basis points to 29.4%. Moving now to the balance sheet. Full year operating cash flow and cash conversion remained strong.

Twenty twenty's cash conversion ratio was 115%. Our balance sheet cash position of $642,000,000 was down from $850,000,000 at the end of Q3 as we spent 164,000,000 in repurchasing 3,400,000.0 shares during the quarter. I'd like to echo Murray's comments on how proud we are as a company to have delivered on our commitment in 2020 from those essential workers who kept our plants running to those who work from home every day. Looking ahead to 2021, I remain confident in our progress as the investments we are making in our business take hold. We are excited about returning to our roots as Perrigo consumer company and delivering on March.

And now I'd like to turn the call back to Murray. Thanks, Ray. Now let

Speaker 2

me give you a brief overview of this morning's announcement to sell our generic Rx division to Alteris, the final major portfolio reconfiguration move in our consumer self care transformation. Total consideration for Rx is $3,050,000,000 in cash, and more than $50,000,000 in other considerations. Perrigo will continue to retain all cash generated by the business until the deal closes, and Rx will be reported in discontinued operations starting with Q1 twenty twenty one in accordance with US GAAP. We believe Perrigo Rx and its unique portfolio will thrive under the care and focus of Altaris. They are the ideal owner as far as we're concerned.

Following closure of the deal, Perrigo Consumer will be solely focused on driving significant long term shareholder value through our consumer self care offerings. Consumer self care has been Perrigo's focus since its founding in 1887. The Rx offering was only added within the past fifteen years. With this transaction, Perrigo is returning to what it has always been with a renewed energy, purpose, and a strong desire to win. In fiscal two thousand and twenty, Worldwide Consumer delivered 4,100,000,000.0 in sales with $540,000,000 in operating income.

Our product mix is two thirds store and value brands, one third branded self care products, with two thirds of net sales coming from The US. Importantly, Perrigo Consumer will be a global leader in the growing self care market with an unmatched product portfolio and digital footprint in The US private label space. The company is projected to have over $2,000,000,000 in cash on the balance sheet after the transaction closes. The new Perrigo consumer self care company is projected to deliver a 3% organic revenue growth, 5% operating income growth, and 7% EPS growth algorithm on a comparable basis going forward. For 2021, that means our plus 7% EPS commitment is embedded at the midpoint of our guidance range of $2.5 to $2.7 It also reflects Rx being reported in discontinued operations and adjusts for the difference in tax rates between consumer and Rx.

While we are still working through the accounting treatment of Rx, I want to remind everyone we are committed to the plus 7% on stand alone consumer. Also remember, our EPS guidance is before we put any of the 2,000,000,000 plus in cash we have at our disposal on the balance sheet or will have to work. We will share our capital allocation plans when appropriate. Let me take a minute to walk you through how we get to plus 7% EPS growth on Perrigo Consumer for 2021. Organic growth of 3% is expected to come from 2% to 3% category growth on average in the categories in which we compete, plus modest share gains from new product launches, continued e commerce growth, and modest positive pricing in The EU.

The full year impact of the prior year acquisitions of Doctor Fresh and the Eastern European skincare products will be additive to organic growth. These will be modestly offset by an SKU rationalization initiative we launched internally, which is designed to expand gross margins across our consumer businesses. This initiative, along with Project Momentum cost savings and P and L leverage, gets us to the plus 5% consumer operating income growth in 2021. Our repurchase of 3,400,000.0 shares of Perrigo's stock in the 2020 bridges us from the 5% operating profit growth to the plus 7% EPS growth target for 2021. In summary, while facing many headwinds during 2020, my team delivered on our promises to investors and delivered record results.

I'm very proud of them. I'm equally proud of how they were able to simultaneously keep our transformation on track. With our announcement of the Rx sale, Perrigo is now a pure play consumer self care leader with a growth profile in line with CPG peers that trade at much higher multiples. Our business model is highly defensible with strong market shares in advantaged categories. Our ability and skill set in partnering with retailers is an advantage in the evolving landscape of how consumers go to market.

We have a strong team with extensive experience in the areas that make us win, And our balance sheet is strong with lots of dry powder to invest in our business and deliver on our growth targets. I believe significant value creation going forward will come from, one, consistently and sustainably continuing to deliver attractive three-five-seven growth on our newly focused business, a growth algorithm which compares favorably to CPG peers. We expect these results will drive multiple expansion closer to our CPG peer group over time. And two, significantly enhancing that growth as we put the $2,000,000,000 in excess cash on our balance sheet to work, preferably through prudent and revenue accretive M and A. Importantly, we move into a peer set with an average PE above 20 times.

Our strong strategic position and our focus on consistent, sustainable three five seven growth makes us a top tier in that peer set where PEs trade at 25 times and higher. We have proven over the past two years with our transformation that we deserve a seat at this table, and we will work hard every day to continue to deliver on the Perrigo advantage as we make lives better by bringing quality, affordable self care products that consumers trust everywhere they are sold. Separately, we fully understand that the tax overhang on our business remains a concern for investors, but we are working diligently to remove this overhang just as we work diligently on the Rx separation. As we have said before, we have very strong defenses and are looking forward to our day in court, which we expect to happen on the major cases within the next eighteen months. Again, all of this is why I've extended my contract.

I'm excited by what we have accomplished to date and even more excited by all that remains to accomplish going forward. I intend to finish the job and create significant value for our shareholders, of which I am one. And with that, operator, I'll open up the call to questions.

Speaker 0

We will now begin the question and answer session. To ask a question, you may press star then one on your telephone keypad. If you're using a speakerphone, please pick up your handset before pressing the keys. If anytime if at any time your question has been addressed and you would like to withdraw your question, please press star then 2. The first question comes from Chris Schott of JPMorgan.

Please go ahead.

Speaker 4

Guys. Good morning, and thanks for the questions. Can you just I guess my first question, just elaborate a little bit more on your priorities for capital deployment. You're obviously going have a lot of cash on the balance sheet post the divestiture. I guess, specifically, should we anticipate a bulk of your capital deployment is going to be focused on strategic transactions?

Or will debt pay down and share repo be an important consideration as we think about that capital deployment? And I just had a follow-up or two after that.

Speaker 2

Yeah. I mean, Chris, they're all tools in our toolbox. But my goal is to put this money to work and rebuild back the operating income through strategic M and A. That would be my first priority. And there are opportunities out there, and we'll evaluate them.

But I will also tell you, we will continue, just as we have in the past, to be extremely disciplined in our purchases. I'm not just going to run out and buy anything, but my ideal is to continue to build scale in the company, find targets that accelerate growth, and make for a bright and strong future going forward. So will the others play a role? I mean, our net debt number will come way down in the beginning, and we'll balance it out. So it's a little difficult to answer at the moment, but we will share those with you, but you know my priority.

Speaker 4

Absolutely. And then just on that same topic, is there I guess, are there targets that you've looked at in the past that either the capital structure or just the setup of the company didn't make sense that would make more sense now? I. Was was your balance sheet a limiting factor in some transactions that will be less of a factor going forward? Or or is that not so much a rate limiter?

Speaker 2

I mean, I guess the answer is yes. I mean, for sure. I mean, there were was a certain limiting factor. I'd have to agree with that. Yeah.

Speaker 4

Okay. And just a final one just for me, just pivoting back to the core business, the $3.57 target for consumer in 2021. Just help us just bigger picture, is there going be any major differences when you think about CSC Americas versus international driving that growth, either top line or margin expansion? Or should we think about fairly balanced growth between the two divisions? Thanks so much.

Speaker 2

Well, you've got a little bit of acquisitions in there. The 3% number, just to remind everybody, is the organic number. The 5% and the 7%, wherever acquisitions count towards that number, although I'm not talking about the $2,000,000,000 on sort of the smaller things we've done in the past. But bottom line is that I've given every single unit in this company, and every single unit in this company is being paid on three fifty seven. Or for them, they're not the seven, they're the three fifty.

Speaker 4

Okay, very good. But it sounds like in terms of the division, not gonna be one division versus the other driving the growth as we think about 2020 No,

Speaker 2

we're expecting, for different reasons, we're expecting similar performance, it's not exact, but it's Sure, sure. The goals are 3.5 for everybody.

Speaker 4

Okay, perfect. Thanks so much. Appreciate it.

Speaker 0

The next question comes from Greg Gilbert with Truist. Please go ahead.

Speaker 2

Morning. Good morning, Greg. Good morning, Murray.

Speaker 5

I have a few. First, I'm going to start with just the sale. There was a time when you sounded confident that you'd get well over $2,000,000,000 for the business. So I was hoping you could highlight what's changed in the environment, what's changed in your sense of urgency to get out of that business at any cost, etcetera. I'll start there.

Speaker 2

Okay. Well, I don't feel like we got out at any cost. Basically, we're talking about roughly the same amount of money as just short of two years ago when I was looking at the situation with a lower earnings base on Rx. So back then, it was a five times deal. Today, it's a seven times deal.

Add that, plus we made around $400,000,000 in cash during that period of time. So from selling it today versus selling it then, you're closer to $2,000,000,000 versus the $1,500,000,000 back then, the seven multiple. You're starting at a little bit of a lower stock price, so all the sort of stars are lined up to get this done, give Perrigo the clean, fresh consumer start, and give us a bunch of dry powder. So there's a number of factors, but I said I'd operate in the best interest of shareholders, and we have. And again, I think it's as simple as back then, the operating income for the division was like a third higher.

Speaker 5

Right, okay. In terms of capabilities, going forward, will Perrigo be in a position to file ANDAs on products that go OTC or could go from Rx to OTC? And are there development projects underway now that will be transferred from the Rx business to the consumer business? And then I have one last one.

Speaker 2

They won't be transferred, but there are a number of mutual long term relationship components to this contract, including manufacturing, the relationship on RX to OTC switches. So I believe we will have a very long partnership with this division, and we need it to be successful because, like I said, we make things for them, they make things for us.

Speaker 5

Okay. Great. And lastly, for now, to the extent consumer folks are not already looking at the story, presumably they are, but for new folks or existing folks, do you want folks to view Perrigo as primarily a private label player, a branded player or some sort of hybrid? It obviously speaks to that valuation discrepancy you talked about even without Rx folks are willing to the extent they're willing to look at private label versus leverageable global brands could have implications for that multiple that you're seeking.

Speaker 2

Yeah, and I understand exactly what you're saying. I mean, the reality is we are a much more branded player, and we're primarily a branded player internationally, and we're primarily private label. We will always be a company in The US that the core of it will be customizable solutions for our customers to increase their overall baskets that they sell in store. What I think is different than most branded people traditionally think of is the world is changing a lot. And brands in the store brand in our categories, generally speaking, outsell the national brands.

That's very unusual in most private label categories. And our margins are comparable, generally speaking, on the operating income line to the bigger branded players. So it's a different model here. Now, I have to continue to educate people as they take a closer look. But if you take the biggest store brand in the country, it's five or six times bigger than any other national brand out there.

It's staggering. And you're going to see those customers, especially with e commerce, especially with direct to consumer, all the announcements you've been hearing, instant delivery, etcetera, those retailers will have a competitive advantage over the national brands, in my opinion, and we're there to partner with them and help them take advantage of it. So yeah, I'd stack our portfolio up against any branded products and the breadth that we have to be able to handle things like cough, cold, and flu. I don't decide the multiple or the market decides the multiple, but I think if you look at the performance of the company, if you strip away our RECs over the past few years, and you look at the guidance we're giving going forward and the projections going forward, will compare very favorably to the peer group.

Speaker 3

Thank you.

Speaker 0

The next question comes from David Risinger of Morgan Stanley. Please go ahead.

Speaker 2

Good morning, David. Hi, David.

Speaker 6

Good morning, Murray and Ray. So thanks very much for all the details. I have two questions and then a follow-up. So my first question is, could you discuss the pace and magnitude of new consumer launches in 2021 and 2022 and just give us a feel for that? That will help us understand the momentum of the business and a little bit more in terms of quarterly modeling.

And then with respect to pricing pressure, Ray, you had touched on that. Could you discuss pricing pressure in 2020 in more detail and pricing prospects for 2021? And then I have a follow-up on potential liabilities.

Speaker 2

Okay. So, I mean, we don't give specific timing on launches, but I've said pretty much everything I've said we would do, I think almost everything, if not everything we said we would do, we have done back in May. So back in May, told you this year we would be launching a natural line of products into The United States. That will happen. I believe we've already announced it, so I'm fine saying that we launched into and are now going to compete in the probiotics market with the launch of Probify throughout a number of markets in Europe, and that launch has already commenced.

There are new products throughout the year that are built into the projections. The quarterly numbers are going to be more effective. When you think of the net sales for Perrigo this year, I think you got to go back to 2019, not 2020, in terms of the percentage splits. We were very front loaded last year because of the inventory and pipeline builds when COVID hit in March and April. Listen, we expect the cold cough season to still be challenging in the first quarter, so it'll be a little bit of a reverse of next year.

I think you'll start out a little slower, and then it'll just build when you get to the opposite, when you had all the deloading happening and certainly next fourth quarter when you get to this nonexistent cold cough season, anything is a pretty good increase versus year ago.

Speaker 3

Ray? Yeah, I mean, think, as we look forward into 2021 on pricing, we see it probably being in line with historical trends. Although I think there's we've seen some lessening of the downward pressure in The US. And we do see positive price in our international division, which we've seen for a while now. So, you know, that's the downward pricing pressure has not really been as much of a problem there.

But I think it's unlikely to lessen a lot, I think, in The US, but I think we are seeing some reduction, especially as we our pipeline of new products continues to grow and becomes more significant. We've always said that one of the reasons we face so much pricing pressure is because we this, we don't have anything else to talk about except for price, we're changing

Speaker 4

that.

Speaker 2

Yeah, that dialogue's changing dramatically now that we're coming back to the table with innovation. Pricing in 2020, it was still down, but it was actually a favorability to our plan. So it was less than we would normally model. And the dialogue is changing, and we're having great conversations going forward about how our power, basically what I just said before, which is our ability to customize, develop insurgent brands, custom brands, and the ability to be able to handle all that in our manufacturing gives us a competitive edge, we believe, versus the national brands when you look at where the customers are strategically going, meaningless, hopefully less price discussion and more innovation, share growth and building baskets.

Speaker 6

Great. Okay. And then regarding potential liabilities, will the potential generic price fixing liability stay with Perrigo or transfer to the buyer? And then regarding potential tax liabilities, could you walk through the key procedures, events and timing to watch looking forward? Thank you.

Speaker 2

Sure. We continue to feel very good about all of those cases that you just mentioned, whether it was the price fixing or the tax liabilities. Let me handle the first part. Perrigo retains the liabilities, but we share in the expense up to a cap. So the buyer is Alteris is incented to work with us to minimize that.

So they're sharing if there are any expenses there, and I'm still optimistic they would share in that. Far as the tax ones, I think we have said that we expect in the Tax Appeals Commission to be the next step, where we have very strong defenses, and we're looking for our data in court, and I believe that'll happen later this year. The other one, the MAP, we already told you last call, the $800,000,000 is kind of off the table that went into the, and based on it getting accepted by the MAP, it's basically them. They agreed that it was a jurisdictional issue, so that's a fight between Ireland and The US. And my lawyers tell me there's a very good chance that that just goes away.

We have some other little ones that will happen this year. I think over the next eighteen months, we'll make real headway in putting some of those behind us, the biggest ones behind us.

Speaker 3

Thank you. Thanks, David.

Speaker 0

The next question comes from Elliot Wilbur with Raymond James. Please go ahead.

Speaker 2

Hi, Elliot.

Speaker 0

Hi, good morning. This is Lucas Lee on for Elliot. A few quick questions on Rx business. Could you give us some color on what the tax effect of the RxL is? And how much cash do you expect to net?

Thank you.

Speaker 2

I couldn't hear

Speaker 3

the question. Tax leakage, you mean? Yes. Yeah. Yeah.

We're looking at tax leakage in the 100,000,000 to $150,000,000 range. So we've already said that our cash expectations $1,500,000,000 approximately $55,000,000 in other consideration basically covering some other liabilities, which we may or may not pay in advance of closing. And as I said, there will be somewhere toward the mid 100 range of tax leakage.

Speaker 1

Thank you.

Speaker 0

And have one question.

Speaker 2

2,000,000,000. You got over 600,000,000 on the balance sheet right now plus call it net 1.4 or something like that.

Speaker 0

And we have one question left. Your last question comes from David Steinberg with Jefferies. Please go ahead.

Speaker 7

Thanks. I have two questions. First one is regarding gross margin in the consumer segment. For the past couple of quarters, there's been a continued contraction in the case of CSCA over the last couple of years. I'm just curious when you expect gross margins in the consumer segments to stabilize or expand?

Then second, the RxOTC switches, you had Voltaren last year. I know you're expecting Nasonex to hit in 2022. And more recently you've been talking about some other potential RxOTC switches like Cialis, Tamiflu, Sclase. What sort of line of sight do you have on those or any other potential switches in the coming years? Thanks.

Speaker 2

Yeah, on the switches, a fair amount of activity, but there are a few years out yet. But you are right to point out May the next year, right? That's still on track for next year, and that would be a big one because we'll be doing both, we'll be leading the branded switch. If you remember back to May 2019, I had zero switches built into the way we built out the strategic plan. We have a very, very robust new products pipeline with half a billion of consumer products in our new product pipeline.

Rx also has a robust pipeline, but that'll go with Altaris and switches I view as upside to the plan. So right now, I think you have the full year benefit of Voltaren. You can count on Nasonex next year and beyond. That will keep you up to speed as it goes along. As far as gross margins, I'm very confident in answering the question that we expect gross margins to increase next year in our consumer businesses, and numbers of actions have been taken.

As I talked about the SKU rationalization project, the product prioritization, a number of meaningful changes have been done. And I've gone through some of those numbers in the past, but so, you know, when are you when should you look for it? You should look for it next year. We should 2021 should show growth and gross margins on the consumer businesses.

Speaker 0

Was there a follow-up, Mr. Steinberg?

Speaker 7

Nope, I'll

Speaker 2

think I answered the second question first.

Speaker 0

Okay, then at this time, I'd like to turn the conference back to Murray Kessler for any closing remarks.

Speaker 2

Well, thank you, everybody. You know, I hope you are learning that this management team, when it makes commitments, it delivers on them. And it's crazy to me that it's already been two and a half years since I joined. I'm excited to be staying on for the three years to finish the job. I think Perrigo has a very, very bright future ahead of it.

We have a world class set of consumer products. We've installed world class talent and promoted the world class talent that we had, and that's all in place. We've put in place and are putting in place world class infrastructure and capacity and IT, and we will have $2,000,000,000 in dry powder, and I'm super excited about what the next few years will look like, and we appreciate your support.

Speaker 0

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.