Embecta Corp. (“embecta” or the "Company") (Nasdaq: EMBC), one of
the largest pure-play diabetes care companies in the world, today
reported financial results for the three month period ended
December 31, 2022.
"We are pleased with our financial performance
in the first fiscal quarter, which exceeded our initial
expectations in an operating environment that remains challenging,"
said Devdatt (Dev) Kurdikar, Chief Executive Officer of embecta.
"During fiscal year 2023, we remain focused on three key strategic
priorities: strengthening our base business, separating and
standing up embecta as an independent company, and investing in
growth. Throughout the first quarter, we made progress on each of
these objectives, as we continue setting up embecta for sustainable
success. Given our performance during the first quarter, we are
raising our guidance for our key financial reporting metrics."
embecta spun off from Becton, Dickinson and
Company ("BD") on April 1, 2022. Financial results during the
pre-spin period were presented on the carve-out basis of accounting
and do not purport to reflect what embecta’s financial results
would have been had embecta operated as a standalone public
company. Therefore, financial results for the three-month periods
ended December 31, 2021 and December 31, 2022 are not meaningfully
comparable.
First Quarter Fiscal Year 2023 Financial
Highlights:
-
Revenues of $275.7 million, down 4.7% on a reported basis; up 0.7%
on a constant currency basis
-
U.S. revenues decreased 1.1% on both a reported and constant
currency basis
-
International revenues decreased 8.7% on a reported basis, and
increased 2.6% on a constant currency basis
-
Gross profit and margin of $188.8 million and 68.5%, compared to
$203.9 million and 70.5% in the prior year period
-
Adjusted gross profit and margin of $188.9 million and 68.5%
- Operating income and
margin of $88.8 million and 32.2%, compared to
$116.6 million and 40.3% in the prior year period
- Adjusted operating
income and margin of $101.6 million and 36.9%
-
Net income and diluted earnings per share of $35.2 million and
$0.61, compared to $98.8 million and $1.73 in the prior year
period
-
Adjusted net income and adjusted diluted earnings per share of
$55.4 million and $0.96
-
Adjusted EBITDA and margin of $110.2 million and 40.0%, compared to
$138.3 million and 47.8% in the prior year period
-
Announced a dividend of $0.15 per share
Strategic
Highlights:
- Exited several
transition service agreements with BD
- Commercial teams in
key regions began to execute on previously announced strategic
partnerships
- Held over 50
scientific and educational events reaching over 2,000 Health Care
Professionals (HCPs)
-
Published our inaugural Environmental, Social and Governance (ESG)
Strategy report, setting the stage for how we operate our business
and engage with our stakeholders
-
Continued progress on the development of a type 2 closed loop
insulin delivery system utilizing embecta’s proprietary patch pump,
which carries Breakthrough Device Designation from the U.S. Food
& Drug Administration
First Quarter Fiscal Year 2023
Results:
Revenues by geographic region are as
follows:
|
Three months ended December 31, |
Dollars in
millions |
|
|
|
Increase/(decrease) |
|
|
|
|
|
|
|
As Reported |
|
Constant Currency |
|
|
2022 |
|
|
|
2021 |
|
|
$ |
|
% |
|
% |
United States |
$ |
149.3 |
|
|
$ |
150.9 |
|
|
$ |
(1.6 |
) |
|
(1.1 |
)% |
|
(1.1 |
)% |
International |
|
126.4 |
|
|
|
138.4 |
|
|
|
(12.0 |
) |
|
(8.7 |
) |
|
2.6 |
|
Total |
$ |
275.7 |
|
|
$ |
289.3 |
|
|
$ |
(13.6 |
) |
|
(4.7 |
)% |
|
0.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our revenues decreased by $13.6 million, or
4.7%, to $275.7 million for the three months ended December 31,
2022 as compared to revenues of $289.3 million for the three months
ended December 31, 2021. Changes in our revenues are driven by the
volume of goods that we sell, the prices we negotiate with
customers and changes in foreign exchange rates. Of this decrease,
$15.6 million was attributable to unfavorable effects from foreign
currency translation primarily due to the strengthening of the US
dollar. Subsequent to the Separation Date, we contract manufacture
certain products for BD that favorably impacted our revenues in the
current period. Changes in price and volume period over period
favorably impacted our revenues from customers primarily in our
International regions. Changes in price and volume period over
period unfavorably impacted our revenues from customers primarily
in the U.S.
Fiscal Year 2023 Updated Financial
Guidance:For fiscal year 2023, the Company now
expects:
Dollars in millions, except percentages and per share
data |
|
Current |
|
Previous (1) |
Revenues |
|
$1,084 - $1,107 |
|
$1,050 - $1,073 |
As Reported (%) |
|
(4.0%) - (2.0%) |
|
(7.0%) - (5.0%) |
Constant Currency (%) |
|
(1.5%) - 0.5% |
|
(2.0%) - 0.0% |
F/X (%) |
|
(2.5%) - (2.5%) |
|
(5.0%) - (5.0%) |
Contract Manufacturing |
|
$5 - $10 |
|
$5 - $10 |
Adjusted Gross Margin (%) |
|
~63.5% |
|
~62.0% |
Adjusted Operating Margin
(%) |
|
~26.5% |
|
~25.0% |
Adjusted Diluted Earnings per
Share |
|
$2.20 - $2.35 |
|
$1.75 - $2.00 |
Adjusted EBITDA Margin
(%) |
|
~31.5% |
|
~30.0% |
|
|
|
|
|
(1) Previous guidance was issued on December 20,
2022.
We are unable to present a quantitative
reconciliation of our expected adjusted gross margin, expected
adjusted operating margin, expected adjusted diluted earnings per
share, expected adjusted EBITDA and our expected adjusted EBITDA
margin as we are unable to predict with reasonable certainty and
without unreasonable effort the impact and timing of any one-time
items. The financial impact of these one-time items is uncertain
and is dependent on various factors, including timing, and could be
material to our Condensed Consolidated Statements of Income.
Balance sheet, Liquidity and Other
Updates
As of December 31, 2022, the Company had
approximately $385.2 million in cash and cash equivalents and
$1.643 billion of debt principal outstanding, and no amount
drawn on its $500 million Revolving Credit Facility.
The Company’s Board of Directors declared a
quarterly cash dividend of $0.15 for each issued and outstanding
share of the Company’s common stock. The dividend is payable on
March 13, 2023 to stockholders of record at the close of business
on February 27, 2023.
First Quarter of Fiscal Year 2023
Earnings Conference Call:
Management will host a conference call at 8:00
a.m. Eastern Time (ET) on February 14, 2023 to discuss the
results of the quarter, provide an update on its business, and host
a question and answer session. Those who would like to participate
may access the live webcast here, or access the teleconference
here. The live webcast can also be accessed via the Company’s
website at investors.embecta.com.
A webcast replay of the call will be available
beginning at 11:00 a.m. ET on February 14, 2023, via the
embecta investor relations website and archived on the website for
one year.
Condensed Consolidated Statements of
Income Embecta Corp.(Unaudited,
in millions, except per share data)
|
Three Months EndedDecember
31, |
|
|
2022 |
|
|
|
2021 |
|
|
|
|
|
Revenues |
$ |
275.7 |
|
|
$ |
289.3 |
|
Cost of
products sold(1) |
|
86.9 |
|
|
|
85.4 |
|
Gross Profit |
$ |
188.8 |
|
|
$ |
203.9 |
|
Operating expenses: |
|
|
|
Selling
and administrative expense |
|
72.8 |
|
|
|
62.2 |
|
Research
and development expense |
|
16.9 |
|
|
|
16.7 |
|
Other
operating expenses |
|
10.3 |
|
|
|
8.4 |
|
Total Operating Expenses |
$ |
100.0 |
|
|
$ |
87.3 |
|
Operating Income |
$ |
88.8 |
|
|
$ |
116.6 |
|
Interest
expense, net |
|
(25.6 |
) |
|
|
— |
|
Other
income (expense), net |
|
(7.1 |
) |
|
|
— |
|
Income
Before Income Taxes |
$ |
56.1 |
|
|
$ |
116.6 |
|
Income
tax provision |
|
20.9 |
|
|
|
17.8 |
|
Net Income |
$ |
35.2 |
|
|
$ |
98.8 |
|
|
|
|
|
Net
Income per common share: |
|
|
|
Basic |
$ |
0.62 |
|
|
$ |
1.73 |
|
Diluted |
$ |
0.61 |
|
|
$ |
1.73 |
|
|
|
|
|
|
|
|
|
(1) For periods prior to the separation from BD,
this income statement line includes cost of products sold from
related party inventory purchases. For the three month period ended
December 31, 2021, cost of products sold from related party
inventory purchases were $11.5 million.
Condensed Consolidated Balance
SheetsEmbecta Corp.(in millions,
except share and per share data)
|
December 31, 2022 |
|
September 30, 2022 |
|
(Unaudited) |
|
|
Assets |
|
|
|
Current Assets |
|
|
|
Cash and cash equivalents |
$ |
385.2 |
|
|
$ |
330.9 |
|
Trade receivables, net (net of allowance for doubtful accounts of
$1.3 million as of December 31, 2022 and September 30,
2022, respectively) |
|
19.9 |
|
|
|
22.2 |
|
Inventories: |
|
|
|
Materials |
|
27.8 |
|
|
|
23.4 |
|
Work in process |
|
6.6 |
|
|
|
5.6 |
|
Finished products |
|
109.0 |
|
|
|
93.8 |
|
Total Inventories |
$ |
143.4 |
|
|
$ |
122.8 |
|
Amounts due from Becton, Dickinson and Company |
|
123.4 |
|
|
|
110.9 |
|
Prepaid expenses and other |
|
89.8 |
|
|
|
77.9 |
|
Total Current Assets |
$ |
761.7 |
|
|
$ |
664.7 |
|
Property, Plant and Equipment, Net |
|
314.3 |
|
|
|
301.6 |
|
Goodwill
and Other Intangible Assets |
|
24.3 |
|
|
|
24.6 |
|
Deferred
Income Taxes and Other Assets |
|
96.6 |
|
|
|
95.5 |
|
Total
Assets |
$ |
1,196.9 |
|
|
$ |
1,086.4 |
|
Liabilities and Equity |
|
|
|
Current Liabilities |
|
|
|
Accounts payable |
$ |
37.2 |
|
|
$ |
41.4 |
|
Accrued expenses |
|
156.8 |
|
|
|
104.3 |
|
Amounts due to Becton, Dickinson and Company |
|
69.7 |
|
|
|
66.5 |
|
Salaries, wages and related items |
|
48.6 |
|
|
|
48.5 |
|
Current debt obligations |
|
9.5 |
|
|
|
9.5 |
|
Current finance lease liabilities |
|
3.6 |
|
|
|
3.6 |
|
Income taxes |
|
44.9 |
|
|
|
27.2 |
|
Total Current Liabilities |
$ |
370.3 |
|
|
$ |
301.0 |
|
Deferred
Income Taxes and Other Liabilities |
|
33.3 |
|
|
|
46.1 |
|
Long-Term Debt |
|
1,597.1 |
|
|
|
1,598.1 |
|
Non
Current Finance Lease Liabilities |
|
32.3 |
|
|
|
32.6 |
|
Commitments and Contingencies |
|
|
|
Embecta Corp. Equity |
|
|
|
Common stock, $0.01 par valueAuthorized - 250,000,000Issued and
outstanding - 57,213,757 as of December 31, 2022 and
57,055,327 as of September 30, 2022 |
$ |
0.6 |
|
|
$ |
0.6 |
|
Additional paid-in capital |
|
12.7 |
|
|
|
10.0 |
|
Accumulated deficit |
|
(550.5 |
) |
|
|
(577.1 |
) |
Accumulated other comprehensive loss |
|
(298.9 |
) |
|
|
(324.9 |
) |
Total Equity |
|
(836.1 |
) |
|
|
(891.4 |
) |
Total
Liabilities and Equity |
$ |
1,196.9 |
|
|
$ |
1,086.4 |
|
|
|
|
|
|
|
|
|
Condensed Consolidated Statements of Cash
FlowsEmbecta Corp.(Unaudited, in
millions)
|
Three Months EndedDecember
31, |
|
|
2022 |
|
|
|
2021 |
|
Operating Activities |
|
|
|
Net income |
$ |
35.2 |
|
|
$ |
98.8 |
|
Adjustments to net income to derive net cash provided by operating
activities: |
|
|
|
Depreciation and amortization |
|
7.2 |
|
|
|
8.4 |
|
Amortization of debt issuance costs |
|
1.6 |
|
|
|
— |
|
Stock-based compensation |
|
5.5 |
|
|
|
4.6 |
|
Net periodic pension benefit and other postretirement costs |
|
1.2 |
|
|
|
2.2 |
|
Deferred income taxes |
|
1.4 |
|
|
|
— |
|
Change in operating assets and liabilities: |
|
|
|
Trade receivables, net |
|
3.0 |
|
|
|
30.7 |
|
Inventories |
|
(14.7 |
) |
|
|
(4.3 |
) |
Due from/due to Becton, Dickinson and Company |
|
(9.5 |
) |
|
|
— |
|
Prepaid expenses and other |
|
(6.6 |
) |
|
|
0.9 |
|
Accounts payable, accrued expenses and other current
liabilities |
|
19.4 |
|
|
|
(2.5 |
) |
Income and other net taxes payable |
|
18.2 |
|
|
|
— |
|
Other assets and liabilities, net |
|
(1.5 |
) |
|
|
— |
|
Net Cash Provided by Operating Activities |
$ |
60.4 |
|
|
$ |
138.8 |
|
Investing Activities |
|
|
|
Capital expenditures |
$ |
(4.7 |
) |
|
$ |
(4.3 |
) |
Net Cash Used for Investing Activities |
$ |
(4.7 |
) |
|
$ |
(4.3 |
) |
Financing Activities |
|
|
|
Payments on long-term debt |
$ |
(2.4 |
) |
|
$ |
— |
|
Payments related to tax withholding for stock-based
compensation |
|
(2.8 |
) |
|
|
— |
|
Payments on finance lease |
|
(0.9 |
) |
|
|
— |
|
Net transfers to Becton, Dickinson and Company |
|
— |
|
|
|
(134.5 |
) |
Net Cash Used for Financing Activities |
$ |
(6.1 |
) |
|
$ |
(134.5 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
4.7 |
|
|
|
— |
|
Net Change in Cash and cash equivalents |
$ |
54.3 |
|
|
$ |
— |
|
Opening Cash and cash equivalents |
|
330.9 |
|
|
|
— |
|
Closing Cash and cash equivalents |
$ |
385.2 |
|
|
$ |
— |
|
|
|
|
|
Schedule of non-cash Financing Activities: |
|
|
|
Dividends payable |
$ |
8.6 |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
About Non-GAAP financial
measures
In evaluating our operating performance, we
supplement the reporting of our financial information determined
under GAAP with certain non-GAAP financial measures including (i)
earnings before interest, taxes, depreciation, and amortization
(“EBITDA”), (ii) Adjusted EBITDA and Margin, (iii) adjusted gross
profit and adjusted gross profit margin, (iv) Constant Currency
revenue growth, (v) Adjusted Operating Income and Margin (vi)
Non-GAAP Pre-tax Income and, (vii) Adjusted Net Income and Adjusted
diluted earnings per share. These non-GAAP financial measures are
indicators of our performance that are not required by, or
presented in accordance with, GAAP. They are presented with the
intent of providing greater transparency to financial information
used by us in our financial analysis and operational
decision-making. We believe that these non-GAAP measures provide
meaningful information to assist investors, stockholders and other
readers of our consolidated financial statements in making
comparisons to our historical operating results and analyzing the
underlying performance of our results of operations. However, the
presentation of these measures has limitations as an analytical
tool and should not be considered in isolation, or as a substitute
for the company’s results as reported under GAAP. Because not all
companies use identical calculations, the presentations of these
non-GAAP measures may not be comparable to other similarly titled
measures of other companies. The company uses non-GAAP financial
measures in its operational and financial decision making, and
believes that it is useful to exclude certain items in order to
focus on what it regards to be a more meaningful representation of
the underlying operating performance of the business.
For the three month periods ended December 31, 2022 and 2021,
the reconciliation of net income to EBITDA and adjusted EBITDA was
as follows (unaudited, in millions)
|
Three Months EndedDecember
31, |
|
|
|
|
|
|
2022 |
|
|
|
2021 |
|
GAAP Net Income |
$ |
35.2 |
|
|
$ |
98.8 |
|
Interest
expense, net |
|
25.6 |
|
|
|
— |
|
Income
taxes |
|
20.9 |
|
|
|
17.8 |
|
Depreciation and amortization |
|
7.2 |
|
|
|
8.4 |
|
EBITDA |
$ |
88.9 |
|
|
$ |
125.0 |
|
Stock-based compensation expense (1) |
|
5.5 |
|
|
|
4.6 |
|
One-time
stand up costs (2) |
|
10.2 |
|
|
|
8.4 |
|
European
regulatory initiative-related costs ("EU MDR") (3) |
|
0.2 |
|
|
|
0.3 |
|
Restructuring-related costs (4) |
|
0.4 |
|
|
|
— |
|
Deferred
jurisdiction adjustments in Other income (expense), net for taxes
(5) |
|
5.0 |
|
|
|
— |
|
Adjusted EBITDA |
$ |
110.2 |
|
|
$ |
138.3 |
|
Adjusted EBITDA Margin |
|
40.0 |
% |
|
|
47.8 |
% |
|
|
|
|
|
|
|
|
(1) Represents stock-based compensation expense incurred during
the three months ended December 31, 2022 and 2021, respectively.
For the three months ended December 31, 2022, $4.6 million is
recorded in Selling and administrative expense, $0.6 million is
recorded in Cost of products sold, and $0.3 million is recorded in
Research and development expense. For the three months ended
December 31, 2021, $2.9 million is recorded in Selling and
administrative expense, $1.0 million is recorded in Cost of
products sold, and $0.7 million is recorded in Research and
development expense.(2) One-time stand up costs incurred during the
three months ended December 31, 2022 primarily include costs
to stand up the Company. Approximately $9.9 million of the
one-time stand up costs are recorded in Other operating expenses
and $0.3 million are recorded in Selling and administrative
expense. During the three months ended December 31, 2021,
$8.4 million of the one-time stand up costs are recorded in
Other operating expenses.(3) Represents costs required to develop
processes and systems to comply with regulations such as the EU MDR
and General Data Protection Regulation ("GDPR") which represent a
significant, unusual change to the existing regulatory framework.
We consider these costs to be duplicative of previously incurred
costs and/or one-off costs, which are limited to a specific period
of time. These costs are recorded in Research and development
expense. During the fourth quarter of fiscal year 2022, the Company
updated its definition for adjustments to include costs associated
with complying with EU MDR. This amount was not previously included
as an adjustment in the prior period.(4) Represents
restructuring-related costs recorded in Other operating
expenses.(5) Represents amounts due to BD for tax liabilities
incurred in deferred jurisdictions where BD is considered the
primary obligor.
For the three month period ended December 31,
2022, the reconciliations of (1) GAAP Gross Profit and Gross Margin
to Adjusted Gross Profit and Adjusted Gross Margin, (2) GAAP
Operating Income and Operating Margin to Adjusted Operating Income
and Adjusted Operating Income Margin and (3) GAAP Diluted Net
Income Per Share to Adjusted Diluted Net Income Per Share are as
follows (unaudited in millions, except per share amounts):
|
Three Months EndedDecember
31, |
|
|
|
|
20221 |
|
Gross Profit |
$ |
188.8 |
|
Gross Margin |
|
68.5 |
% |
Amortization of intangible assets (1) |
|
0.1 |
|
Adjusted Gross Profit |
$ |
188.9 |
|
Adjusted Gross Profit Margin |
|
68.5 |
% |
|
|
GAAP Operating Income |
$ |
88.8 |
|
GAAP Operating Income Margin |
|
32.2 |
% |
Amortization of intangible assets (1) |
|
0.1 |
|
One-time
stand up costs (2) |
|
10.2 |
|
European
regulatory initiative-related costs ("EU MDR") (3) |
|
0.2 |
|
Stock-based compensation expense (4) |
|
1.9 |
|
Restructuring-related costs (5) |
|
0.4 |
|
Adjusted Operating Income |
$ |
101.6 |
|
Adjusted Operating Income Margin |
|
36.9 |
% |
|
|
Income Before Income Taxes |
$ |
56.1 |
|
Adjustments: |
|
Amortization of intangible assets (1) |
|
0.1 |
|
One-time stand up costs (2) |
|
10.2 |
|
EU MDR (3) |
|
0.2 |
|
Stock-based compensation expense (4) |
|
1.9 |
|
Restructuring-related costs (5) |
|
0.4 |
|
Deferred jurisdiction adjustments in Other income (expense), net
for taxes (6) |
|
5.0 |
|
Total Adjustments |
$ |
17.8 |
|
Adjusted Pre-Tax Income |
$ |
73.9 |
|
Adjusted
Taxes on Income |
$ |
(18.5 |
) |
Adjusted Net Income |
$ |
55.4 |
|
Adjusted Diluted Net Income per share |
$ |
0.96 |
|
|
|
GAAP and Adjusted Diluted weighted-average shares
outstanding (in thousands) |
|
57,484 |
|
|
|
|
|
_______________1 Prior to the Separation on April 1, 2022, the
Company’s historical combined financial statements were prepared on
a standalone basis. These results did not purport to reflect what
the Company’s results of operations, comprehensive income,
financial position, equity or cash flows would have been had the
Company operated as a standalone public company. As such, the
Company is not presenting comparable prior period results for the
Non-GAAP metrics in the table above. The Company believes these
metrics are not meaningful for periods prior to the Separation.
(1) Amortization of intangible assets is recorded in Cost of
products sold.(2) One-time stand up costs incurred during the three
months ended December 31, 2022 primarily include costs to
stand up the Company. Approximately $9.9 million of the
one-time stand up costs are recorded in Other operating expenses
and $0.3 million are recorded in Selling and administrative
expense.(3) Represents costs required to develop processes and
systems to comply with regulations such as the EU MDR and GDPR
which represent a significant, unusual change to the existing
regulatory framework. We consider these costs to be duplicative of
previously incurred costs and/or one-off costs, which are limited
to a specific period of time. These costs are recorded in Research
and development expense.(4) Represents stock-based compensation
expense recognized during the period associated with the
incremental value of converted legacy BD share-based awards and
one-time sign-on equity awards granted to certain members of the
Embecta leadership team in connection with the separation from BD.
Stock-compensation expense are recorded in Selling and
administrative expense.(5) Represents restructuring-related costs
recorded in Other operating expenses.(6) Represents amounts due to
BD for tax liabilities incurred in deferred jurisdictions where BD
is considered the primary obligor.
Each reporting period, we face currency exposure
that arises from translating the results of our worldwide
operations to the U.S. dollar at exchange rates that fluctuate from
the beginning of such period. A stronger U.S. dollar, compared to
the prior-year period, resulted in an unfavorable foreign currency
translation impact to our revenues as compared to the prior-year
period. We evaluate our results of operations on both a reported
and a Constant Currency basis, which excludes the impact of
fluctuations in foreign currency exchange rates by comparing
results between periods as if exchange rates had remained constant
period-over-period. As exchange rates are an important factor in
understanding period-to-period comparisons, we believe the
presentation of results on a Constant Currency basis in addition to
reported results helps improve investors’ ability to understand our
operating results and evaluate our performance in comparison to
prior periods. We calculate Constant Currency percentages by
converting our current-period local currency financial results
using the prior-period foreign currency exchange rates and
comparing these adjusted amounts to our current-period results.
These results should be considered in addition to, not as a
substitute for, results reported in accordance with GAAP. Results
on a Constant Currency basis, as we present them, may not be
comparable to similarly titled measures used by other companies and
are not measures of performance presented in accordance with
GAAP.
For the three month period ended December 31, 2022, the
reconciliation of revenue growth to Constant Currency was as
follows:
|
Three months ended December 31, |
Dollars in
millions |
|
2022 |
|
|
|
2021 |
|
|
TotalChange |
|
|
Estimated FXImpact |
|
|
ConstantCurrencyChange |
Total Revenues |
$ |
275.7 |
|
|
$ |
289.3 |
|
|
(4.7 |
)% |
|
(5.4 |
)% |
|
0.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
About Embectaembecta is one of
the largest pure-play diabetes care companies in the world,
leveraging its nearly 100-year legacy in insulin delivery to
empower people with diabetes to live their best life through
innovative solutions, partnerships and the passion of more than
2,000 employees around the globe. For more information,
visit embecta.com, the content of which is not a part of this
press release.
Safe Harbor Statement Regarding
Forward-Looking Statements
This press release contains express or implied
"forward-looking statements" as that term is defined in the Private
Securities Litigation Reform Act of 1995 and other securities laws.
These forward-looking statements concern our current expectations
regarding our future results from operations, performance,
financial condition, goals, strategies, plans and achievements.
These forward-looking statements are subject to various known and
unknown risks, uncertainties and other factors, and you should not
rely upon them except as statements of our present intentions and
of our present expectations, which may or may not occur. When we
use words such as "believes," "expects," "anticipates,"
"estimates," "plans," "intends", “pursue”, “will” or similar
expressions, we are making forward-looking statements. For example,
embecta is using forward-looking statements when it discusses its
fiscal 2023 financial guidance and its expectations with respect to
strengthening its base business, separating and standing up embecta
as an independent company, and investing in growth, and its ability
to obtain sustainable success. Although we believe that our
forward-looking statements are based on reasonable assumptions, our
expected results may not be achieved, and actual results may differ
materially from our expectations. In addition, important factors
that could cause actual results to differ from expectations
include, among others: (i) competitive factors that could adversely
affect embecta’s operations, (ii) any events that adversely affect
the sale or profitability of embecta’s products or the revenues
delivered from sales to its customers, (iii) any failure by BD to
perform of its obligations under the various separation agreements
entered into in connection with the separation and distribution;
(iv) increases in operating costs, including fluctuations in the
cost and availability of raw materials or components used in its
products, the ability to maintain favorable supplier arrangements
and relationships, and the potential adverse effects of any
disruption in the availability of such items; (v) changes in
reimbursement practices of governments or private payers or other
cost containment measures; (vi) the adverse financial impact
resulting from unfavorable changes in foreign currency exchange
rates, as well as regional, national and foreign economic factors,
including inflation, deflation, and fluctuations in interest rates;
(vii) the impact of changes in U.S. federal laws and policy that
could affect fiscal and tax policies, healthcare and international
trade, including import and export regulation and international
trade agreements; (viii) any continuing impact of the COVID-19
pandemic or geopolitical instability, including disruptions in its
operations and supply chains; (ix) new or changing laws and
regulations, or changes in enforcement practices, including laws
relating to healthcare, environmental protection, trade, monetary
and fiscal policies, taxation and licensing and regulatory
requirements for products; (x) the expected benefits of the
separation from BD; (xi) risks associated with embecta’s
indebtedness; (xii) the risk that embecta’s separation from BD will
be more difficult or costly than expected; (xiii) risks associated
with not completing strategic collaborative partnerships and
acquisitions for innovative technologies, complementary product
lines, and new markets; and (xiv) the other risks described in our
periodic reports filed with the Securities and Exchange Commission
(“SEC”), including under the caption “Risk Factors” in our most
recent Annual Report on Form 10-K, as further updated by our
Quarterly Reports on Form 10-Q we have filed or will file
hereafter. Except as required by law, we undertake no obligation to
update any forward-looking statements appearing in this
release.
CONTACTS
Investors:Pravesh KhandelwalVP, Head of
Investor Relations551-264-6547Contact IR
Media: Christian GlazarSr. Director, Corporate
Communications 908-821-6922Contact Media Relations
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