Bergen Brunswig Reports Record Third Quarter Revenues and Operating Earnings.Business Editors & Health/Medical Writers ORANGE, Calif.--(BUSINESS WIRE)--July 26, 2001 Earnings from Continuing Operations continuing operations Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the Increase 78% Revenues from Continuing Operations Increase to $5.5 Billion Bergen Bergen, city, Norway Bergen (bĕr`gən), city (1995 pop. 221,645), capital of Hordaland co., SW Norway, situated on inlets of the North Sea. It is Norway's second largest city and a major shipping center. Brunswig Corporation (NYSE NYSE See: New York Stock Exchange :BBC BBC in full British Broadcasting Corp. Publicly financed broadcasting system in Britain. A private company at its founding in 1922, it was replaced by a public corporation under royal charter in 1927. ) today announced results for the period ended June June: see month. 30, 2001 -- the Company's third quarter of fiscal 2001. For the third quarter, revenues from continuing operations, excluding bulk shipments, increased 14% to a record $5.5 billion, which compares to $4.8 billion last year. Operating earnings Operating Earnings Profits after subtracting expenses such as marketing, cost of goods sold, administration and general operating costs from revenue. Notes: Tax and interest expenses are not subtracted - operating earnings are synonymous with EBIT (earnings before from continuing operations rose to a record $98.6 million for the quarter, up 34% from the year-ago period. Earnings before interest, taxes, depreciation and amortization Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP metric that can be used to evaluate a company's profitability.
Net earnings and earnings from continuing operations were $35.2 million for the third quarter, up 78% from last year's earnings from continuing operations of $19.7 million. Last year's net loss for the quarter, including losses from discontinued operations Discontinued operations Divisions of a business that have been sold or written off and that no longer are maintained by the business. and dispositions related to the sale of Bergen Brunswig Medical Corporation and Stadtlander, was $239.4 million. Diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of from continuing operations were $0.26 compared to $0.15 for the third quarter last year, an increase of 73%. Diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. loss per share including discontinued operations and dispositions was $1.78 for the third quarter of last year. Weighted average diluted shares outstanding were 137.3 million in fiscal 2001 versus 134.5 million for the third quarter last year. For the nine months ended June 30, 2001 revenues from continuing operations, excluding bulk shipments, increased 10% to $15.2 billion which compares to $13.9 billion last year. Operating earnings from continuing operations rose 22% to $264.3 million for the first nine months of fiscal 2001 compared to $217.4 million for the same period a year ago. EBITDA from continuing operations increased 13% in the first nine months of fiscal 2001 to $315.6 million from $279.4 million for the same period last year. For the nine months, net earnings and earnings from continuing operations were $84.7 million, up 32% from last year's earnings from continuing operations of $64.3 million. Last year's net loss of $207.5 million included losses from discontinued operations and dispositions. Diluted earnings per share from continuing operations were $0.62 for the nine months compared to $0.48 for the first nine months of fiscal 2000, an increase of 29%. Diluted loss per share including discontinued operations and dispositions was $1.54 for the first nine months of last year. Weighted average diluted shares outstanding were 136.8 million for the first nine months of fiscal 2001 versus 134.5 million for the first nine months of fiscal 2000. "Last year at this time we stated our resolve to focus on our core expertise in both our major business segments, pharmaceutical distribution and PharMerica PharMerica is a publicly-traded Fortune 1000 company formed in January 2007 from the merger of Kindred Healthcare's pharmacy business with a subsidiary of AmerisourceBergen. , in a concerted effort to enhance shareowner share·own·er n. See shareholder. Noun 1. shareowner - someone who holds shares of stock in a corporation shareholder, stockholder investor - someone who commits capital in order to gain financial returns value," commented Robert Robert, Henry Martyn 1837-1923. American army engineer and parliamentary authority. He designed the defenses for Washington, D.C., during the Civil War and later wrote Robert's Rules of Order (1876). Noun 1. E. Martini, Bergen's Chairman of the Board and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. . "We have done just that. Our current quarter's results show record revenues and operating earnings as well as FIFO (First In First Out) A storage method that retrieves the item stored for the longest time. Contrast with LIFO. See traffic engineering methods. FIFO - first-in first-out operating margin Operating Margin A ratio used to measure a company's pricing strategy and operating efficiency. Calculated by: improvements and demonstrate that our strategies are succeeding. "While many industries have been adversely affected by changes in the economy, the healthcare industry is generally recession-resistant. We continue to see positive trends in our business as the demand for pharmaceutical products increases, generic drug generic drug, a drug sold or prescribed under the nonproprietary name of its active ingredients or under a generally descriptive name rather than under a brand or trade name. usage grows as branded products come off patent, lower interest rates prevail, and our operations become increasingly efficient. All in all, we believe the economic climate continues to shift in our favor." Segment Review Pharmaceutical Distribution Segment This segment, comprised of Bergen Brunswig Drug Company (BBDC BBDC Brantley Capital Corporation (Cleveland, OH) BBDC before bottom dead center (referring to a piston in a engine) BBDC Banting and Best Diabetes Centre BBDC Beijing Benz-DaimlerChrysler Automotive Co, Ltd ) and Bergen Brunswig Specialty Group (BBSG), increased revenues 14% in the third quarter to $5.3 billion and 10% to $14.8 billion for the nine months. Operating earnings for the pharmaceutical distribution segment increased 12% to $102.5 million for the quarter. For the nine month period, operating earnings increased 9% to $275.8 million. Bergen Brunswig Drug Company BBDC reported a 12% revenue increase for the quarter, reporting a record $4.9 billion. For the nine months, revenues were $13.6 billion, an 8% increase over the prior year. "We are very pleased to report our third consecutive quarter of sales, earnings and operating expense Operating Expense The essential things that a company must purchase in order to maintain business. Notes: For example, the payment of employees wages are an operating expense. Also known as OPEX. margin improvement, despite difficult revenue comparisons to last year," said Brent Brent, outer borough (1991 pop. 226,100) of Greater London, SE England. The area is a rail and industrial center. Its manufactures include automobile parts, clocks and watches, and electrical equipment. R. Martini, President, BBDC. "Our customer, supplier and internal initiatives are favorably fa·vor·a·ble adj. 1. Advantageous; helpful: favorable winds. 2. Encouraging; propitious: a favorable diagnosis. 3. impacting profitability." During the quarter, BBDC renewed re·new v. re·newed, re·new·ing, re·news v.tr. 1. To make new or as if new again; restore: renewed the antique chair. 2. several prime vendor contracts. Raley's signed a five-year $3 billion prime vendor contract with BBDC that includes a two year extension. BBDC has served Raley's, which operates supermarkets in California California (kăl'ĭfôr`nyə), most populous state in the United States, located in the Far West; bordered by Oregon (N), Nevada and, across the Colorado River, Arizona (E), Mexico (S), and the Pacific Ocean (W). , Nevada Nevada (nəvăd`ə, –vä–), far western state of the United States. It is bordered by Utah (E), Arizona (SE), California (SW, W), and Oregon and Idaho (N). , and New Mexico New Mexico, state in the SW United States. At its northwestern corner are the so-called Four Corners, where Colorado, New Mexico, Arizona, and Utah meet at right angles; New Mexico is also bordered by Oklahoma (NE), Texas (E, S), and Mexico (S). , for nearly 10 years, and the signing of this contract exemplifies the strong, long-term Long-term Three or more years. In the context of accounting, more than 1 year. long-term 1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term. nature of its relationships with its customers. BBDC also announced an exclusive five-year contract with Big A Drug Stores, which includes 15 Drug Emporium Drug Emporium is the name of a discount drug store corporation, founded in 1977 in Columbus, Ohio, that was sold to several different buyers during 2000 to 2001. Although several store locations continue to use the Drug Emporium name, these locations are no longer affiliated with stores recently acquired by the Big A chain, providing $80 million in incremental Additional or increased growth, bulk, quantity, number, or value; enlarged. Incremental cost is additional or increased cost of an item or service apart from its actual cost. revenues to Bergen annually. Additionally, BBDC renewed its contract with May's Drug Stores, which is expected to generate $100 million in revenues to Bergen annually. BBDC will continue to be the primary provider for pharmaceuticals to May's 39 stores in Northeast Oklahoma Oklahoma (ōkləhō`mə), state in SW United States. It is bordered by Missouri and Arkansas (E); Texas, partially across the Red R. (S, W); New Mexico, across the narrow edge of the Oklahoma Panhandle (W); and Colorado and Kansas (N). and Southwest Southwest or south west is the ordinal direction halfway between south and west, the opposite of northeast. Southwest or south west may also refer to:
Missouri (mĭz  r`ē, –ə), one of the midwestern states of the United States. .During the quarter, the Drug Company and Longs Drug Stores successfully opened the first central fill facility to be jointly operated by a wholesaler and a retailer. The success of this new operation demonstrates BBDC's commitment to create and implement logistical lo·gis·tic also lo·gis·ti·cal adj. 1. Of or relating to symbolic logic. 2. Of or relating to logistics. [Medieval Latin logisticus, of calculation solutions for its customers. This central fill facility, Escalante
adj. Relating to, characteristic of, or employing robots. technology and PDX PDX Product Data Exchange (file name extension; XML technology) PDX Paradox Files (file name extension) PDX Product Definition Exchange PDX Phone Data Exchange (Proxon) software solutions to help alleviate Alleviate To make something easier to be endured. Mentioned in: Kinesiology, Applied capacity issues caused by a growing pharmacist pharmacist /phar·ma·cist/ (fahr´mah-sist) one who is licensed to prepare and sell or dispense drugs and compounds, and to make up prescriptions. phar·ma·cist n. shortage and strong prescription growth. Escalante Solutions promotes accuracy in prescription filling and productivity improvements in the pharmacy pharmacy, art of compounding and dispensing drugs and medication. The term is also applied to an establishment used for such purposes. Until modern times medication was prepared and dispensed by the physician himself. In the 18th cent. operation, allowing community pharmacists This is a list of notable pharmacists.
BBDC continued to expand its Internet Internet Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the based applications and offerings. iBergen(SM), the Company's Internet portal for pharmaceutical services, was enhanced to include manufacturer and new product announcements, stock quotes, newsfeeds, on-line product information and generic usage analysis tools. In addition, the Company unveiled its first personalized per·son·al·ize tr.v. per·son·al·ized, per·son·al·iz·ing, per·son·al·iz·es 1. To take (a general remark or characterization) in a personal manner. 2. To attribute human or personal qualities to; personify. community and content area on the site, designed for the unique needs of its GNP GNP See: Gross National Product customers. The area is known as the GNP Community and serves the Company's more than 2000 independent Good Neighbor Pharmacies Good Neighbor Pharmacy is a retailers' cooperative network of over 2,700 independently owned and operated pharmacies. It has a business affiliation with AmerisourceBergen (Bergen Brunswig Drug Company), which sponsors the network and owns the name "Good Neighbor Pharmacy". . BBDC enhanced the Catalog catalog, descriptive list, on cards or in a book, of the contents of a library. Assurbanipal's library at Nineveh was cataloged on shelves of slate. The first known subject catalog was compiled by Callimachus at the Alexandrian Library in the 3d cent. B.C. & Order Entry application on iBergen through a new version release, and introduced iScan(TM), a powerful barcode system A barcode system is a network of hardware and software, consisting primarily of mobile computers, printers, handheld scanners, infrastructure, and supporting software. Barcode systems are used to automate data collection where hand recoding is neither timely or cost effective. . iScan optimizes the supply chain by providing efficiencies and accuracy in productivity through receiving and accounts payable matching. iScan is currently in use by select customers and will provide a technology platform for expanding barcode See bar code. capabilities. Enhancements to the Drug Company's electronic solutions for retail pharmacy introduced at its fifth annual Healthcare Congress and Manufacturers' Exposition exposition or exhibition, term frequently applied to an organized public fair or display of industrial and artistic productions, designed usually to promote trade and to reflect cultural progress. held recently in Las Vegas Las Vegas (läs vā`gəs), city (1990 pop. 258,295), seat of Clark co., S Nev.; inc. 1911. It is the largest city in Nevada and the center of one of the fastest-growing urban areas in the United States. were received enthusiastically by attendees. A Generic Summit was added to complement last year's successful Branded Rx Summit, providing an opportunity for one-on-one one-on-one adj. 1. Consisting of or being direct communication or exchange between two people: one-on-one instruction. 2. Sports Playing directly or exclusively against a single opponent. information exchange between pharmacists and major generic manufacturers. The 27 continuing education continuing education: see adult education. continuing education or adult education Any form of learning provided for adults. In the U.S. the University of Wisconsin was the first academic institution to offer such programs (1904). courses held over a two-day period had record attendance and included courses on subjects as diverse as the use of the Internet in retail pharmacy to compounding of special prescriptions. Bergen Brunswig Specialty Group BBSG delivered a 41% revenue gain for the quarter to $441.6 million and 34% to $1.2 billion for the nine months, relative to the prior year. Growth was again driven by the unit's oncology oncology /on·col·o·gy/ (ong-kol´ah-je) the sum of knowledge regarding tumors; the study of tumors. on·col·o·gy n. division, which exceeded financial expectations and increased sales by more than 60% relative to last year. Much of the oncology division's success can be attributed to consistent execution in its core operations and sustained market penetration Noun 1. market penetration - the extent to which a product is recognized and bought by customers in a particular market penetration - the act of entering into or through something; "the penetration of upper management by women" by its sales staff. Additional factors include uninterrupted membership growth of its physician services partner which added over 95 new accounts in the quarter. Additionally, BBSG's vaccine vaccine Preparation containing either killed or weakened live microorganisms or their toxins, introduced by mouth, by injection, or by nasal spray to stimulate production of antibodies against an infectious agent. business, Besse Besse is the name of:
n. Informal Biotechnology. biotech Noun short for biotechnology Noun 1. markets, particularly in the area of rheumatology rheumatology /rheu·ma·tol·o·gy/ (-tol´ah-je) the branch of medicine dealing with rheumatic disorders, their causes, pathology, diagnosis, treatment, etc. rheu·ma·tol·o·gy n. . The vaccine market continues to be challenged by manufacturing problems resulting in limited availability When customers of the PSTN make telephone calls, they commonly make use of a telecommunications network called a switched-circuit network. In a switched-circuit network, devices known as switches are used to connect the caller to the callee. of many key vaccines and other injectable in·ject·a·ble adj. Capable of being injected. Used of a drug. n. A drug or medicine that can be injected. products. BBSG's manufacturing services increased year-over-year sales by 30%, contributing to the specialty group's success in the quarter. PharMerica Segment revenues were $336.8 million for the third quarter and $1.0 billion for the nine months ending June 30, 2001, representing an increase of 5% and 6% over the prior periods, respectively. PharMerica's operating earnings increased to $16.0 million for the third quarter of fiscal 2001, which compares to an operating loss operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. of $1.7 million for the same quarter a year ago. For the nine months operating earnings increased 225% to $47.3 million. PharMerica's EBITDA increased 155% to $23.5 million for the third quarter, compared to last year's EBITDA of $9.2 million. For the nine months ended June 30, 2001, EBITDA increased 47% compared to last year, to $69.8 million. Operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. , as a percent of sales, were 30% for this year's third quarter comparing favorably to last year's 37%. For the nine months, operating expenses as a percent of sales improved to 31% compared to 36% last year. Improvement in bad debt expense and lower goodwill amortization were the primary reasons for these results; however, PharMerica's long term care business continues to see improvements in administrative and other expenses as well. In the third quarter, PharMerica extended its agreement with its largest customer, Beverly Beverly, city (1990 pop. 38,195), Essex co., NE Mass., on Massachusetts Bay; inc. as a city 1894. Its chief manufactures are electronic and scientific equipment, consumer goods, and chemicals. Enterprises, through March of 2006. Beverly Enterprises represents approximately 24% of the Company's LTC LTC abbr. lieutenant colonel revenue base. PharMerica is committed to partnering with Beverly, and its other major customers, to remove costs from the pharmacy delivery system while improving service and patient outcomes. PharMerica has experienced cash collections for the third quarter and on a year-to-date Year-to-date (YTD) The period beginning at the start of the calendar year up to the current date. basis of 103% of revenues and 100% of revenues, respectively. Gross and net days sales outstanding In accountancy, Days Sales Outstanding is a company's average collection period. A low figure indicates that the company collects its outstanding receivables quickly. Typically it is looked at either quarterly or yearly (90 or 365 days). (DSO See CSO. ) for PharMerica were 72 and 50 days, respectively, at June 30, 2001. The gross and net DSOs were 90 and 71 days, respectively, at June 30, 2000. PMSI PMSI Purchase-Money Security Interest (generally a lien resulting from a purchase such as a car loan) PMSI Physician Micro Systems, Inc. PMSI Programme de Médicalisation des Systèmes d'Information Hospitaliers PMSI Popular Mortgage Servicing, Inc. , PharMerica's workers compensation and catastrophic care business that provides PBM PBM - play by mail. See play by electronic mail. services along with home delivery of pharmaceutical and medical products, continues to report substantial growth. Revenues for this division grew 37% in this year's third quarter compared to last year's third quarter. On a year-to-date basis, PMSI's revenues this year have increased 36%. PMSI continues to add new customers, principally the larger insurance carriers, reflecting the success of its business model in the marketplace. Summary "The strength of this quarter's financial results for each of our businesses illustrates the wisdom of our business strategies," commented Neil F. Dimick, Bergen's Chief Financial Officer. "BBDC's sales growth is back in double digits Double Digits was a pricing game on the American television game show, The Price Is Right. Played from April 20, 1973 through May 18, 1973's show, it was played for a car and used small prizes. ; each of BBSG's divisions is experiencing rapid growth, led by its oncology unit; and PharMerica's earnings have stabilized sta·bi·lize v. sta·bi·lized, sta·bi·liz·ing, sta·bi·liz·es v.tr. 1. To make stable or steadfast. 2. and improved. "We're we're Contraction of we are. we're we are confident that we will be able to meet our expectations for revenues and earnings growth of 10% and 30% respectively." AmeriSource Bergen Merger The merger of AmeriSource Health Corporation and Bergen Brunswig Corporation, announced March 19, 2001, continues to move towards an expected completion date in late August of this year. "The integration process has proceeded as planned between the two companies and the operating efficiencies have been confirmed as anticipated. We are expecting to close the transaction after the FTC FTC See Federal Trade Commission (FTC). and the shareholders approve the merger," said Dimick. Conference Call Today The senior management of Bergen Brunswig will hold a conference call today at 11:00 a.m. PDT PDT abbr. Pacific Daylight Time PDT Pacific Daylight Time PDT n abbr (US) (= Pacific Daylight Time) → hora de verano del Pacífico PDT to discuss the quarter in more detail. To access the call dial (913) 981-5532 ten minutes prior to the call. The Company will also make a replay available ending August 1, 2001 at noon PDT. The toll-free replay number is (888) 203-1112. The pass code for both calls is 537789. The call will also be available via webcast at www.vcall.com. About Bergen Brunswig Bergen Brunswig Corporation, headquartered in Orange County, California Orange County is a county in Southern California, United States. Its county seat is Santa Ana. According to the 2000 Census, its population was 2,846,289, making it the second most populous county in the state of California, and the fifth most populous in the United States. , is a leading supplier of pharmaceuticals and specialty healthcare products as well as information management solutions and consulting services Noun 1. consulting service - service provided by a professional advisor (e.g., a lawyer or doctor or CPA etc.) service - work done by one person or group that benefits another; "budget separately for goods and services" . With $22 billion in annualized annualized Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. operating revenues operating revenue Revenue from any regular source. Revenue from sales is adjusted for discounts and returns when calculating operating revenue. Compare other revenue. , Bergen's customers include the nation's healthcare providers (hospitals, nursing homes, physicians), drug stores, manufacturers and patients. Though its subsidiary companies, Bergen provides product distribution, logistics, pharmacy management programs, and Internet fulfillment ful·fill also ful·fil tr.v. ful·filled, ful·fill·ing, ful·fills also ful·fils 1. To bring into actuality; effect: fulfilled their promises. 2. strategies designed to reduce costs and improve patient outcomes across the entire healthcare spectrum. Bergen Brunswig press releases are available on the Company's website at www.bergenbrunswig.com. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement Except for historical information, all other information set forth in this press release, such as earnings forecasts and earnings rate projections, consists of "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These "forward-looking statements" are subject to risks, uncertainties and other factors which could cause actual results to differ materially from those projected or implied. Such statements may be identified by the use of forward-looking for·ward-look·ing adj. Concerned with or making provision for the future: forward-looking educators; a forward-looking corporate plan. Adj. 1. language such as "may," "will," "should," "expect," "anticipate," "estimate," "believe," "think," "continue" or the negatives or other variations thereof or other similar terminology. Such risks and uncertainties include the risks described in exhibit 99(a) to the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended September September: see month. 30, 2000 and in other reports and exhibits filed with the Securities and Exchange Commission. These risks and uncertainties include, but are not limited to, the costs and difficulties related to the integration of acquired businesses, the loss or disruption disruption /dis·rup·tion/ (dis-rup´shun) a morphologic defect resulting from the extrinsic breakdown of, or interference with, a developmental process. of one or more key customer or supplier relationships, changes in the distribution outsourcing (1) Contracting with outside consultants, software houses or service bureaus to perform systems analysis, programming and datacenter operations. Contrast with insourcing. See netsourcing, ASP, SSP and facilities management. pattern for pharmaceutical products and/or and/or conj. Used to indicate that either or both of the items connected by it are involved. Usage Note: And/or is widely used in legal and business writing. services, the ability to obtain general financing or financing rates that would be compatible with the Company's business operations Business operations are those activities involved in the running of a business for the purpose of producing value for the stakeholders. Compare business processes. The outcome of business operations is the harvesting of value from assets , and the costs and other effects of governmental regulation and legal and administrative proceedings An administrative proceeding is a non-judicial determination of fault or guilt and may include in some cases penalties of various forms. A "Captain's Mast", held by a commanding officer of a warship is one such proceeding. . The Company assumes no obligation to update the information in the release. Additional Information In connection with their proposed merger, AmeriSource-Bergen, together with AmeriSource and Bergen Brunswig, filed a preliminary joint proxy See proxy server. (networking) proxy - A process that accepts requests for some service and passes them on to the real server. A proxy may run on dedicated hardware or may be purely software. statement/prospectus with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the definitive joint proxy statement/prospectus (when available) and other documents filed by AmeriSource-Bergen (as well as by AmeriSource and Bergen Brunswig) at the Securities and Exchange Commission's web site at www.sec.gov See .gov and GovNet. (networking) gov - The top-level domain for US government bodies. . The definitive joint proxy statement/prospectus and such other documents may also be obtained for free from AmeriSource or from Bergen Brunswig by directing such request to AmeriSource Health Corporation, General Counsel, 1300 Morris Drive, Suite 100, Chesterbrook, Pennsylvania Chesterbrook is a census-designated place (CDP) in Chester County, Pennsylvania, United States. The population was 4,625 at the 2000 census. Geography Chesterbrook is located at (40.074378, -75.455018). 19087-5594, Telephone: (610) 727-7000; or to Bergen Brunswig Corporation, Attention: Corporate Secretary, 4000 Metropolitan Drive, Orange, California The City of Orange is located in Orange County, California, United States. It is approximately 3 miles (6 kilometers) north of the county seat, Santa Ana, and approximately 32 miles (52 kilometers) southeast of Los Angeles. 92868-3510, Telephone: (714) 385-4000. Participants in Solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual AmeriSource and Bergen Brunswig and their respective directors, executive officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies from their respective stockholders in connection with the proposed merger. Information concerning AmeriSource's participants in the solicitation is set forth in AmeriSource's Current Report on Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. filed with the Securities and Exchange Commission on March 19, 2001, and information concerning Bergen Brunswig's participants in the solicitation is set forth in Bergen Brunswig's Current Report on Form 8-K filed with the Securities and Exchange Commission on March 19, 2001.
Bergen Brunswig Corporation
Index to Press Release Exhibits
For the Third Quarter and Nine Months Ended June 30, 2001
A. Summary of Consolidated Sales and Earnings for the Third
Quarter and Nine Months Ended June 30, 2001 and 2000
B. Condensed Consolidated Balance Sheets as of June 30, 2001 and
September 30, 2000
C. Summary of Consolidated Sales and Earnings from Continuing
Operations for the Third Quarter Ended June 30, 2001 and 2000
D. Summary of Consolidated Sales and Earnings from Continuing
Operations for the Nine Months Ended June 30, 2001 and 2000
E. Summary of Consolidated Sales, Operating Earnings and EBITDA by
Business Segment for the Third Quarter Ended June 30, 2001 and 2000
F. Summary of Consolidated Sales, Operating Earnings and EBITDA by
Business Segment for the Nine Months Ended June 30, 2001 and 2000
G. Key Operating Ratios for the Third Quarter and Nine Months
Ended June 30, 2001 and 2000
Bergen Brunswig Corporation
Summary of Consolidated Sales and Earnings
(Unaudited)
(in thousands except Third Quarter Ended Nine Months Ended
per share amounts) June 30, June 30,
2001 2000 2001 2000
Net sales and other revenues:
Excluding bulk shipments
to customers'
warehouses $ 5,476,264 $ 4,805,443 $15,240,338 $13,888,268
Bulk shipments to
customers' warehouses 1,197,183 993,010 3,187,009 3,109,046
------------------------------------------------
Total net sales and
other revenues 6,673,447 5,798,453 18,427,347 16,997,314
Cost of sales 6,342,576 5,479,143 17,462,795 16,062,786
------------------------------------------------
Gross profit 330,871 319,310 964,552 934,528
Distribution, selling,
general and
administrative expenses 232,234 245,607 700,264 717,079
------------------------------------------------
Operating earnings from
continuing operations 98,637 73,703 264,288 217,449
Net interest expense 32,540 31,974 101,674 80,627
------------------------------------------------
Earnings from continuing
operations before taxes
on income and distributions
on preferred securities of
subsidiary trust 66,097 41,729 162,614 136,822
Taxes on income from
continuing operations 27,387 18,490 67,319 61,935
------------------------------------------------
Earnings from continuing
operations before
distributions on
preferred securities of
subsidiary trust 38,710 23,239 95,295 74,887
Distributions on preferred
securities of subsidiary
trust, net of income tax
benefits (3,526) (3,526) (10,578) (10,578)
------------------------------------------------
Earnings from continuing
operations 35,184 19,713 84,717 64,309
Discontinued operations,
net of income tax benefit:
Loss from operations - (8,199) - (20,850)
Loss on dispositions - (250,962) - (250,962)
------------------------------------------------
Net earnings (loss) $ 35,184 $ (239,448) $ 84,717 $ (207,503)
-----------------------------------------------------------------------
Earnings (loss) per share:
Basic:
Continuing operations$ .26 $ .15 $ .63 $ .48
Discontinued operations:
Loss from operations - (.06) - (.15)
Loss on dispositions - (1.87) - (1.87)
------------------------------------------------
Net earnings (loss)$ .26 $ (1.78) $ .63 $ (1.54)
------------------------------------------------
Diluted:
Continuing operations$ .26 $ .15 $ .62 $ .48
Discontinued operations:
Loss from operations - (.06) - (.15)
Loss on dispositions - (1.87) - (1.87)
------------------------------------------------
Net earnings (loss)$ .26 $ (1.78) $ .62 $ (1.54)
------------------------------------------------
Weighted average number of
shares outstanding:
Basic 135,369 134,507 135,168 134,417
Diluted 137,327 134,519 136,824 134,491
-----------------------------------------------------------------------
A
Bergen Brunswig Corporation
Condensed Consolidated Balance Sheets
(Unaudited)
June 30, September 30,
(in thousands) 2001 2000
----------------------------------------------------------------------
Assets
Cash and cash equivalents $ 60,804 $ 94,032
Accounts and notes receivable(a) 1,280,629 1,232,300
Inventories 2,619,495 2,067,335
Other current assets 34,082 123,859
----------------------------------------------------------------------
Total current assets 3,995,010 3,517,526
Goodwill -- net 663,268 658,640
Net property and other assets 352,095 395,258
----------------------------------------------------------------------
Total assets $ 5,010,373 $ 4,571,424
----------------------------------------------------------------------
Liabilities and Shareowners' Equity
Accounts payable $ 2,428,002 $ 2,017,130
Current portion of long-term debt 54,335 22,364
Current portion of other long-term
obligations 1,172 1,388
Other current liabilities 334,933 411,132
----------------------------------------------------------------------
Total current liabilities 2,818,442 2,452,014
Long-term debt, net of current portion(a) 1,058,465 1,067,282
Other long-term obligations, net of
current portion 23,957 28,879
Company-obligated mandatorily redeemable
preferred securities of subsidiary trust
holding solely debt securities of the
Company 300,000 300,000
Shareowners' equity 809,509 723,249
----------------------------------------------------------------------
Total liabilities and shareowners'
equity $ 5,010,373 $ 4,571,424
----------------------------------------------------------------------
(a) Reduced by net proceeds of $340,000 and $168,000 at June 30,
2001 and September 30, 2000, respectively, from the sale of
receivables under the Company's Receivables Securitization program.
B
Bergen Brunswig Corporation
Summary of Consolidated Sales and Earnings
From Continuing Operations
(Unaudited)
(in thousands except Third Quarter Ended
per share amounts) June 30, Change
2001 2000 Amount Percent
------------------------------------------
Net sales and other revenues:
Excluding bulk shipments to
customers' warehouses $5,476,264 $4,805,443 $ 670,821 14 %
Bulk shipments to customers'
warehouses 1,197,183 993,010 204,173 21 %
----------------------------------
Total net sales and other
revenues 6,673,447 5,798,453 874,994 15 %
Cost of sales 6,342,576 5,479,143 863,433 16 %
----------------------------------
Gross profit -- LIFO 330,871 319,310 11,561 4 %
Distribution, selling, general
and administrative expenses 232,234 245,607 (13,373) (5)%
----------------------------------
Operating earnings from
continuing operations 98,637 73,703 24,934 34 %
Net interest expense 32,540 31,974 566 2 %
----------------------------------
Earnings from continuing
operations before taxes
on income and distributions
on preferred securities of
subsidiary trust 66,097 41,729 24,368 58 %
Taxes on income from
continuing operations 27,387 18,490 8,897 48 %
----------------------------------
Earnings from continuing
operations before
distributions on preferred
securities of subsidiary trust 38,710 23,239 15,471 67 %
Distributions on preferred
securities of subsidiary
trust, net of income tax
benefit (3,526) (3,526) - -
----------------------------------
Earnings from continuing
operations $ 35,184 $ 19,713 $ 15,471 78 %
-----------------------------------------------------------------------
As a Percent of Revenue Excluding
Bulk Shipments:
Gross profit 6.04% 6.64% (0.60)
Distribution, selling, general
and administrative expenses 4.24% 5.11% (0.87)
Operating earnings from continuing
operations 1.80% 1.53% 0.27
Net interest expense 0.59% 0.67% (0.08)
Earnings from continuing operations
before taxes on income and
distributions on preferred
securities of subsidiary trust 1.21% 0.87% 0.34
-----------------------------------------------------------------------
Earnings per share from continuing operations:
Basic $ .26 $ .15 $ .11 73 %
Diluted $ .26 $ .15 $ .11 73 %
-----------------------------------------------------------------------
Weighted average number of shares outstanding:
Basic 135,369 134,507
Diluted 137,327 134,519
----------------------------------------------------
C
Bergen Brunswig Corporation
Summary of Consolidated Sales and Earnings
From Continuing Operations
(Unaudited)
(in thousands except Nine Months Ended
per share amounts) June 30, Change
2001 2000 Amount Percent
-------------------------------------------
Net sales and other revenues:
Excluding bulk shipments to
customers' warehouses $15,240,338 $13,888,268 $ 1,352,070 10 %
Bulk shipments to customers'
warehouses 3,187,009 3,109,046 77,963 3 %
------------------------------------
Total net sales and other
revenues 18,427,347 16,997,314 1,430,033 8 %
Cost of sales 17,462,795 16,062,786 1,400,009 9 %
------------------------------------
Gross profit -- LIFO 964,552 934,528 30,024 3 %
Distribution, selling,
general and administrative
expenses 700,264 717,079 (16,815) (2)%
------------------------------------
Operating earnings from
continuing operations 264,288 217,449 46,839 22 %
Net interest expense 101,674 80,627 21,047 26 %
------------------------------------
Earnings from continuing
operations before taxes on
income and distributions on
preferred securities of
subsidiary trust 162,614 136,822 25,792 19 %
Taxes on income from
continuing operations 67,319 61,935 5,384 9 %
------------------------------------
Earnings from continuing
operations before distributions
on preferred securities of
subsidiary trust 95,295 74,887 20,408 27 %
Distributions on preferred
securities of subsidiary trust,
net of income tax benefit (10,578) (10,578) - -
------------------------------------
Earnings from continuing
operations $ 84,717 $ 64,309 $ 20,408 32 %
-----------------------------------------------------------------------
As a Percent of Revenue Excluding
Bulk Shipments:
Gross profit 6.33% 6.73% (0.40)
Distribution, selling, general
and administrative expenses 4.60% 5.16% (0.56)
Operating earnings from continuing
operations 1.73% 1.57% 0.16
Net interest expense 0.67% 0.58% 0.09
Earnings from continuing
operations before taxes on income
and distributions on preferred
securities of subsidiary trust 1.07% 0.99% 0.08
-----------------------------------------------------------------------
Earnings per share from continuing operations:
Basic $ .63 $ .48 $ .15 31 %
Diluted $ .62 $ .48 $ .14 29 %
-----------------------------------------------------------------------
Weighted average number of shares outstanding:
Basic 135,168 134,417
Diluted 136,824 134,491
-----------------------------------------------------------------------
D
Bergen Brunswig Corporation
Summary of Consolidated Sales, Operating Earnings and EBITDA
From Continuing Operations
By Business Segment
(Unaudited)
(dollars in thousands) Third Quarter Ended
June 30, Change
2001 2000 Amount Percent
------------------------------------------
Net Sales and Other Revenues:
Pharmaceutical Distribution $5,315,849 $4,658,310 $ 657,539 14 %
PharMerica 336,783 320,929 15,854 5 %
Other Businesses 228 262 (34) (13)%
Corporate 235 (4) 239 N/M %
Intersegment Eliminations (176,831) (174,054) (2,777) (2)%
----------------------------------
Revenue excluding bulk
shipments 5,476,264 4,805,443 670,821 14 %
Bulk shipments of
pharmaceuticals to
customers' warehouses 1,197,183 993,010 204,173 21 %
------------------------------------------
Total $6,673,447 $5,798,453 $ 874,994 15 %
------------------------------------------
Operating Earnings (Loss):
Pharmaceutical Distribution $ 102,488 $ 91,477 $ 11,011 12 %
PharMerica 16,002 (1,684) 17,686 N/M %
Other Businesses (938) (834) (104) (12)%
Corporate (18,915) (15,256) (3,659) (24)%
Total $ 98,637 $ 73,703 $ 24,934 34 %
------------------------------------------
Operating Earnings (Loss) as a Percent of
Revenue Excluding Bulk Shipments:
Pharmaceutical Distribution 1.93% 1.96% (0.03)
PharMerica 4.75% (0.52)% 5.27
Other Businesses N/M N/M N/M
----------------------------------
Total 1.80% 1.53% 0.27
----------------------------------
Depreciation and Amortization:
Pharmaceutical Distribution $ 8,924 $ 8,882 $ 42 - %
PharMerica 7,476 10,909 (3,433) (31)%
Other Businesses 80 76 4 5 %
Corporate 614 663 (49) (7)%
----------------------------------
Total $ 17,094 $ 20,530 $ (3,436) (17)%
------------------------------------------
EBITDA:
Pharmaceutical Distribution $ 111,412 $ 100,359 $ 11,053 11 %
PharMerica 23,478 9,225 14,253 155 %
Other Businesses (858) (758) (100) (13)%
Corporate (18,301) (14,593) (3,708) (25)%
----------------------------------
Total $ 115,731 $ 94,233 $ 21,498 23 %
------------------------------------------
N/M = Not Meaningful
E
Bergen Brunswig Corporation
Summary of Consolidated Sales, Operating Earnings and EBITDA
From Continuing Operations
By Business Segment
(Unaudited)
(dollars in thousands) Nine Months Ended
June 30, Change
2001 2000 Amount Percent
-------------------------------------------
Net Sales and Other Revenues:
Pharmaceutical Distribution$14,792,711 $13,450,480 $ 1,342,231 10 %
PharMerica 1,011,873 950,429 61,444 6 %
Other Businesses 594 934 (340) (36)%
Corporate 873 574 299 52 %
Intersegment Eliminations (565,713) (514,149) (51,564) (10)%
------------------------------------
Revenue excluding bulk
shipments 15,240,338 13,888,268 1,352,070 10 %
Bulk shipments of
pharmaceuticals to
customers' warehouses 3,187,009 3,109,046 77,963 3 %
------------------------------------
Total $18,427,347 $16,997,314 $ 1,430,033 8 %
-------------------------------------------
Operating Earnings (Loss):
Pharmaceutical Distribution$ 275,790 $ 253,801 $ 21,989 9 %
PharMerica 47,267 14,550 32,717 225 %
Other Businesses (2,694) (2,457) (237) (10)%
Corporate (56,075) (48,445) (7,630) (16)%
------------------------------------
Total $ 264,288 $ 217,449 $ 46,839 22 %
-------------------------------------------
Operating Earnings (Loss) as a Percent of
Revenue Excluding Bulk Shipments:
Pharmaceutical Distribution 1.86% 1.89% (0.03)
PharMerica 4.67% 1.53% 3.14
Other Businesses N/M N/M N/M
------------------------------------
Total 1.73% 1.57% 0.16
------------------------------------
Depreciation and Amortization:
Pharmaceutical Distribution$ 26,635 $ 26,656 $ (21) - %
PharMerica 22,506 33,054 (10,548) (32)%
Other Businesses 243 227 16 7 %
Corporate 1,889 1,980 (91) (5)%
------------------------------------
Total $ 51,273 $ 61,917 $ (10,644) (17)%
-------------------------------------------
EBITDA:
Pharmaceutical Distribution$ 302,425 $ 280,457 $ 21,968 8 %
PharMerica 69,773 47,604 22,169 47 %
Other Businesses (2,451) (2,230) (221) (10)%
Corporate (54,186) (46,465) (7,721) (17)%
------------------------------------
Total $ 315,561 $ 279,366 $ 36,195 13 %
-------------------------------------------
N/M = Not Meaningful
F
Bergen Brunswig Corporation
Key Operating Ratios
From Continuing Operations
(Unaudited)
(in thousands) Third Quarter Ended Nine Months Ended
June 30, June 30,
2001 2000 2001 2000
-----------------------------------------------
Total Continuing Operations:
Revenues Excluding
Bulk Shipments $ 5,476,264 $ 4,805,443 $15,240,338 $13,888,268
Gross Profit --
FIFO Basis 335,871 320,560 972,052 938,278
% of Revenues 6.13% 6.67% 6.38% 6.76%
Gross Profit --
LIFO Basis 330,871 319,310 964,552 934,528
% of Revenues 6.04% 6.64% 6.33% 6.73%
DSG&A Expenses 232,234 245,607 700,264 717,079
% of Revenues 4.24% 5.11% 4.60% 5.16%
Operating Earnings --
FIFO Basis 103,637 74,953 271,788 221,199
% of Revenues 1.89% 1.56% 1.78% 1.60%
Operating Earnings --
LIFO Basis 98,637 73,703 264,288 217,449
% of Revenues 1.80% 1.53% 1.73% 1.57%
EBITDA -- FIFO Basis 120,731 95,483 323,061 283,116
% of Revenues 2.20% 1.99% 2.12% 2.04%
EBITDA -- LIFO Basis 115,731 94,233 315,561 279,366
% of Revenues 2.11% 1.96% 2.07% 2.01%
-----------------------------------------------------------------------
Pharmaceutical Distribution:
Revenues Excluding
Bulk Shipments $ 5,315,849 $ 4,658,310 $14,792,711 $13,450,480
Gross Profit --
FIFO Basis 218,217 203,389 611,500 583,816
% of Revenues 4.10% 4.37% 4.13% 4.34%
Gross Profit --
LIFO Basis 213,217 202,139 604,000 580,066
% of Revenues 4.01% 4.34% 4.08% 4.31%
DSG&A Expenses 110,729 110,662 328,210 326,265
% of Revenues 2.08% 2.38% 2.22% 2.42%
Operating Earnings --
FIFO Basis 107,488 92,727 283,290 257,551
% of Revenues 2.02% 1.99% 1.91% 1.92%
Operating Earnings --
LIFO Basis 102,488 91,477 275,790 253,801
% of Revenues 1.93% 1.96% 1.86% 1.89%
EBITDA -- FIFO Basis 116,412 101,609 309,925 284,207
% of Revenues 2.19% 2.18% 2.10% 2.11%
EBITDA -- LIFO Basis 111,412 100,359 302,425 280,457
% of Revenues 2.10% 2.15% 2.04% 2.09%
-----------------------------------------------------------------------
PharMerica:
Revenues Excluding
Bulk Shipments $ 336,783 $ 320,929 $ 1,011,873 $ 950,429
Gross Profit 117,191 116,913 359,085 352,954
% of Revenues 34.80% 36.43% 35.49% 37.14%
DSG&A Expenses 101,189 118,597 311,818 338,404
% of Revenues 30.05% 36.95% 30.82% 35.61%
Operating Earnings (Loss) 16,002 (1,684) 47,267 14,550
% of Revenues 4.75% (0.52)% 4.67% 1.53%
EBITDA 23,478 9,225 69,773 47,604
% of Revenues 6.97% 2.87% 6.90% 5.01%
Change
vs. 2000
Quarter Nine Months
Total Continuing Operations:
Revenues Excluding
Bulk Shipments 14% 10%
Gross Profit --
FIFO Basis 5% 4%
% of Revenues (0.54) (0.38)
Gross Profit --
LIFO Basis 4% 3%
% of Revenues (0.60) (0.40)
DSG&A Expenses (5)% (2)%
% of Revenues (0.87) (0.56)
Operating Earnings --
FIFO Basis 38% 23%
% of Revenues 0.33 0.18
Operating Earnings --
LIFO Basis 34% 22%
% of Revenues 0.27 0.16
EBITDA -- FIFO Basis 26% 14%
% of Revenues 0.21 0.08
EBITDA -- LIFO Basis 23% 13%
% of Revenues 0.15 0.06
-----------------------------------------------------------------------
Pharmaceutical Distribution:
Revenues Excluding
Bulk Shipments 14% 10%
Gross Profit --
FIFO Basis 7% 5%
% of Revenues (0.27) (0.21)
Gross Profit --
LIFO Basis 5% 4%
% of Revenues (0.33) (0.23)
DSG&A Expenses 0% 1%
% of Revenues (0.30) (0.20)
Operating Earnings --
FIFO Basis 16% 10%
% of Revenues 0.03 (0.01)
Operating Earnings --
LIFO Basis 12% 9%
% of Revenues (0.03) (0.03)
EBITDA -- FIFO Basis 15% 9%
% of Revenues 0.01 (0.01)
EBITDA -- LIFO Basis 11% 8%
% of Revenues (0.05) (0.05)
-----------------------------------------------------------------------
PharMerica:
Revenues Excluding
Bulk Shipments 5% 6%
Gross Profit 0% 2%
% of Revenues (1.63) (1.65)
DSG&A Expenses (15)% (8)%
% of Revenues (6.90) (4.79)
Operating Earnings (Loss) N/M 225%
% of Revenues 5.27 3.14
EBITDA 155% 47%
% of Revenues 4.10 1.89
G
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