Neogen Announces Preliminary¹ Second-Quarter 2025 Results

    --  Revenue of $231.3 million.
    --  Net loss of $456.3 million due to non-cash goodwill impairment; $(2.10)
        per diluted share.
    --  Adjusted Net Income(2) of $24.4 million; $0.11 per diluted share.
    --  Adjusted EBITDA(2) of $51.4 million.
    --  Updating full-year guidance.

LANSING, Mich., Jan. 10, 2025 /PRNewswire/ -- Neogen Corporation (NASDAQ: NEOG) announced today the preliminary results of the second quarter ended November 30, 2024.

"The second quarter reflected steady progress, as we saw improvement across the business compared to the first quarter, with core revenue growth accelerating in both of our segments, sequential margin expansion and significantly better free cash flow," said John Adent, Neogen's President and Chief Executive Officer. "In our Food Safety segment, we did see continued gradual improvement in the end market as it works through largely unprecedented times stemming from the significant inflation in food prices and resulting lower levels of food production. This gradual end-market improvement has coincided with what we see as an increasing focus on food safety from both regulators and consumers, driven in part by numerous recent food contamination incidents. While we're not reliant on the regulatory environment to drive growth, the increased regulatory interest highlights not only the importance of food safety overall, but also the room for improvement that exists. In our Animal Safety segment, we saw a significant improvement in core revenue growth from the first quarter despite the end market being around what we believe is a cyclical low point. Inventory levels in the distribution channel appear to be low, but we are encouraged by the growth in sales of our products out of the channel in the quarter."

Adent continued, "While our primary focus has shifted to winning in the market, we have also undertaken actions to accelerate the building of a more profitable, focused Neogen. During the second quarter, we initiated restructuring actions focused mainly on rightsizing our Genomics business to focus our end-market exposure and streamline our operations. We expect these actions, combined with cost reductions related to our logistics operations, to support continued margin improvement in the second half of the fiscal year. We have also entered the next phase of portfolio review with specific projects actively underway and will evaluate any potential opportunities that arise to drive a higher level of focus in the business and improved profitability. The significant progress we've made notwithstanding, the integration of the former 3M Food Safety business has been slowed by a combination of end-market weakness and operational delays. We continue to have full confidence in the post-integration prospects of the business and, with the food safety end market showing gradual improvement and our share recapture progressing well, we intend to build on the progress we made in the second quarter in building Neogen for the future and positioning the company to win in the market."

Financial and Business Highlights

Revenues for the second quarter were $231.3 million, an increase of 0.7% compared to $229.6 million in the prior year. Core revenue(2), which excludes the impacts of foreign currency translation, as well as acquisitions completed and product lines discontinued in the last 12 months, increased by 3.5%. Acquisitions and discontinued product lines had a negative impact of 0.3% while foreign currency had a negative impact of 2.5%.

Net loss for the second quarter was $456.3 million, or $(2.10) per diluted share, compared to net loss of $3.5 million, or $(0.02) per diluted share, in the prior-year period, with the current-year net loss driven by a non-cash goodwill impairment charge related primarily to the acquisition of the former 3M Food Safety Division. Adjusted Net Income was $24.4 million, or $0.11 per diluted share, compared to $24.9 million, or $0.11 per diluted share, in the prior-year period. The slight decline in Adjusted Net Income was driven primarily by the lower level of operating income, mostly offset by a more favorable effective tax rate.

Gross margin was 49.0% in the second quarter of fiscal 2025. This compares to a gross margin of 50.9% in the same quarter a year ago, with the decrease mainly due to restructuring costs. Excluding integration and restructuring costs, gross margin was 52.2% in the second quarter compared to 52.3% in the prior-year quarter.

Second-quarter Adjusted EBITDA was $51.4 million, representing an Adjusted EBITDA Margin of 22.2%, compared to $55.1 million and a margin of 24.0% in the prior-year period. The decline in Adjusted EBITDA Margin was driven primarily by the full cost to exit the various transition service agreements that had been in place, including higher distribution costs.

Food Safety Segment

Revenues for the Food Safety segment were $164.2 million in the second quarter, a decrease of 0.1% compared to $164.4 million in the prior year, consisting of 3.6% core growth, a negative 0.1% impact from discontinued product lines and a negative foreign currency impact of 3.6%. The core growth was driven largely by a solid performance in the biosecurity and bacterial & general sanitation product categories. In the indicator testing, culture media & other product category, solid growth in food quality, culture media and Petrifilm was partially offset by a decline in sample collection. Within the natural toxins & allergens product category, modest growth in allergens was partially offset by a slight decline in natural toxins.

Animal Safety Segment

Revenues for the Animal Safety segment were $67.0 million in the second quarter, an increase of 2.8% compared to $65.2 million in the prior year, consisting of a 3.2% core growth, a favorable 0.3% foreign currency impact and a negative 0.7% impact from discontinued product lines. The growth was led by the biosecurity and animal care & other product categories, particularly rodent control biologics and wound care products.

On a global basis, the Company's Genomics business experienced a core revenue decline in the mid-single-digit range. Increased sales in U.S. and international beef and dairy markets were offset by lower sales in the companion animal market.

Internal Controls

As a result of management's assessment of the Company's internal control over financial reporting, the Company concluded that, as of November 30, 2024, the Company had deficiencies in the control activities and information and communication components of the COSO Framework that constitute material weaknesses. More information regarding these control deficiencies and the material weakness will be contained within the Company's Form 10-Q to be filed for the quarter ended November 30, 2024.

Liquidity and Capital Resources

As of November 30, 2024, the Company had total cash of $140.2 million and total outstanding non-current debt of $900.0 million, as well as committed borrowing headroom of $150.0 million.

Preliminary Nature of Reported Results

The information provided in this release is preliminary in nature because the analysis of the non-cash goodwill impairment charge described above has not been completed. The Company does not currently expect the estimated amount of that charge to change; however, the preliminary results presented in this release are subject to change as the Company finalizes its condensed consolidated financial statements for the second quarter of fiscal 2025. The Company expects to file its Form 10-Q for such quarter by Wednesday, January 15, 2025.

Fiscal Year 2025 Outlook

The Company is updating its full-year outlook. Primarily due to the strengthening of the U.S. dollar and, to a lesser degree, a delay in the ramp-up of sample collection production and the voluntary attrition of genomics revenue related to restructuring activities, revenue is now expected to be in the range of $905 million to $925 million. Adjusted EBITDA is now expected to be in the range of $205 million to $215 million, primarily reflecting the impact of lower revenue and higher shipping and distribution costs. The Company continues to expect capital expenditures to be approximately $85 million, including approximately $55 million related specifically to the integration of the former 3M Food Safety Division.

Conference Call and Webcast

Neogen Corporation will host a conference call today at 8:00 a.m. Eastern Time to discuss the Company's financial results. The live webcast of the conference call and accompanying presentation materials can be accessed through Neogen's website at neogen.com/investor-relations. For those unable to access the webcast, the conference call can be accessed by dialing (800) 836-8184 (U.S.) or +1 (646) 357-8785 (International) and requesting the Neogen Corporation Second Quarter 2025 Earnings Call. A replay of the conference call and webcast will be available shortly following the conclusion of the call, and can be accessed domestically or internationally by dialing (888) 660-6345 or +1 (646) 517-4150, respectively, and providing the entry code 39384#, or through Neogen's Investor Relations website at neogen.com/investor-relations.

About Neogen

Neogen is committed to fueling a brighter future for global food security through the advancement of human and animal well-being. Harnessing the power of science and technology, Neogen Corporation has developed comprehensive solutions spanning the Food Safety, Livestock and Pet Health & Wellness markets. A world leader in these fields, Neogen has a presence in over 140 countries with a dedicated network of scientists and technical experts focused on delivering optimized products and technology for its customers.

Cautionary Note Regarding Forward-Looking Statements

Statements in this news release that are not historical facts constitute forward-looking statements. These forward-looking statements are subject to significant risks and uncertainties. Actual future results and trends may differ materially from historical results and from those currently expected depending on a variety of factors, including those risk factors described in the company's most recently filed Form 10-K, as may be updated by subsequent SEC filings. In addition, the finalization of our interim goodwill impairment analysis, the possibility that the company will not be able to file its Form 10-Q within the five-day extension period permitted by SEC rules, and the occurrence of subsequent events are other factors that could cause actual results to be different than the forward-looking statements included in this press release. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except to the extent required by law, the company does not undertake, and expressly disclaims, any obligation to update any forward-looking statement after the date of this release, whether as a result of new information, future events, changes in assumptions, or otherwise.

(1 )Results presented in this release are preliminary and unaudited estimates based on information currently available to the Company. Such results could differ from the final amounts the Company reports in its Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2024. The Company assumes no obligation, and does not intend, to update these estimates prior to filing its Form 10-Q.

(2 )Non-GAAP financial measures; see explanations and reconciliations that follow.


                                                     
            
              NEOGEN CORPORATION

                                            
       
              UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS

                                              
       (In thousands, except for share and per share amounts)

                                                        
            (Preliminary Unaudited)




                                                                          Three months ended November 30,                        Six months ended November 30,


                                                                         2024                                   2023                   2024                             2023



     Revenue



     Food Safety                                             $
            164,238                           $
         164,403        $
            323,583                    $
          330,681



     Animal Safety                                                      67,020                                   65,226                  124,639                            127,935



     
              Total revenue                                          231,258                                  229,629                  448,222                            458,616



     Cost of revenues                                                  117,928                                  112,855                  229,966                            225,081



     Gross profit                                                      113,330                                  116,774                  218,256                            233,535



     Operating expenses



     Sales & marketing                                                  46,545                                   44,832                   92,344                             90,615



     Administrative                                                     57,771                                   51,721                  109,442                             96,842



     Goodwill impairment                                               461,390                                                          461,390



     Research & development                                              5,108                                    5,756                   10,307                             12,478



     Total operating expenses                                          570,814                                  102,309                  673,483                            199,935



     Operating (loss) income                                         (457,484)                                  14,465                (455,227)                            33,600



     Interest expense, net                                            (17,367)                                (16,169)                (34,989)                          (32,835)



     Other expense                                                     (1,721)                                 (2,043)                 (1,965)                           (2,849)



     Loss before tax                                                 (476,572)                                 (3,747)               (492,181)                           (2,084)



     Income tax benefit                                               (20,290)                                   (260)                (23,290)                             (100)



     
              Net loss                                   $
            (456,282)                          $
         (3,487)     $
            (468,891)                   $
          (1,984)



     
              Net loss per diluted share         $
            
              (2.10)                $
            
           (0.02)  $
       
              (2.16)                $
     
            (0.01)



     Shares to calculate per share amount                          216,813,788                              216,410,493              216,754,244                        216,359,511


                                                                                                   
           
                NEOGEN CORPORATION

                                                                                          
              
             UNAUDITED CONSOLIDATED BALANCE SHEET

                                                                                                 
           (In thousands, except share amounts)

                                                                                                       
           (Preliminary Unaudited)




                                                                                                                                                                 November 30, 2024                  May 31, 2024



       
                Assets

    ---


       Current Assets



       Cash and cash equivalents                                                                                                                     $
         140,231                 $
         170,611



       Marketable securities                                                                                                                                                                  325



       Accounts receivable, net of allowance of $4,833 and $4,140                                                                                           164,086                        173,005



       Inventories, net of reserves of $19,505 and $12,361                                                                                                  198,267                        189,267



       Prepaid expenses and other current assets                                                                                                             67,863                         56,025



       Total Current Assets                                                                                                                                 570,447                        589,233



       Net Property and Equipment                                                                                                                           310,552                        277,104



       Other Assets



       Right of use assets                                                                                                                                   17,201                         14,785



       Goodwill                                                                                                                                           1,672,501                      2,135,632



       Intangible assets, net                                                                                                                             1,463,163                      1,511,653



       Other non-current assets                                                                                                                              20,228                         20,426



       Total Assets                                                                                                                                $
         4,054,092               $
         4,548,833



       
                Liabilities and Stockholders' Equity

    ---


       Current Liabilities



       Current portion of finance lease                                                                                                                $
         2,576                   $
         2,447



       Accounts payable                                                                                                                                      79,574                         83,061



       Accrued compensation                                                                                                                                  16,480                         19,949



       Income tax payable                                                                                                                                    11,176                         10,449



       Accrued interest                                                                                                                                      11,091                         10,985



       Deferred revenue                                                                                                                                       5,651                          4,632



       Other accruals                                                                                                                                        24,647                         22,800



       Total Current Liabilities                                                                                                                            151,195                        154,323



       Deferred Income Tax Liability                                                                                                                        302,405                        326,718



       Non-current debt                                                                                                                                     889,867                        888,391



       Other non-current liabilities                                                                                                                         41,555                         35,259



       Total Liabilities                                                                                                                                  1,385,022                      1,404,691



       Commitments and Contingencies



       Equity



       Preferred stock, $1.00 par value, 100,000 shares authorized, none issued and outstanding



       Common stock, $0.16 par value, 315,000,000 shares authorized, 216,944,017 and                                                                         34,712                         34,658


       216,614,407 shares issued and outstanding



       Additional paid-in capital                                                                                                                         2,592,374                      2,583,885



       Accumulated other comprehensive loss                                                                                                                (44,745)                      (30,021)



       Retained earnings                                                                                                                                     86,729                        555,620



       Total Stockholders' Equity                                                                                                                         2,669,070                      3,144,142



       Total Liabilities and Stockholders' Equity                                                                                                  $
         4,054,092               $
         4,548,833


                                                                                    
         
                NEOGEN CORPORATION

                                                                      
              
           UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                        
              (In thousands)

                                                                                      
           (Preliminary Unaudited)




                                                                                                                                                         Six months ended November
                                                                                                                                                                        30,


                                                                                                                                                   2024                             2023



     Cash Flows provided by Operating Activities



     Net loss                                                                                                                           $
         (468,891)                  $
           (1,984)



     Adjustments to reconcile net loss to net cash from operating activities:



     Depreciation and amortization                                                                                                                59,849                             58,203



     Deferred income taxes                                                                                                                      (23,924)                             1,178



     Share-based compensation                                                                                                                      8,801                              6,150



     Loss on disposal of property and equipment                                                                                                      164                                 38



     Amortization of debt issuance costs                                                                                                           1,720                              1,720



     Goodwill and other asset impairment                                                                                                         468,718                                716



     Other                                                                                                                                         (261)



     Change in operating assets and liabilities, net of business acquisitions:



     Accounts receivable, net                                                                                                                      5,332                              3,633



     Inventories, net                                                                                                                           (17,398)                          (25,929)



     Prepaid expenses and other current assets                                                                                                  (16,675)                          (29,896)



     Accounts payable and accrued liabilities                                                                                                      2,166                             34,950



     Interest expense accrual                                                                                                                        106                              (164)



     Change in other non-current assets and non-current liabilities                                                                                2,632                            (9,892)



     Net Cash provided by Operating Activities                                                                                                    22,339                             38,723



     Cash Flows (used for) provided by Investing Activities



     Purchases of property, equipment and other non-current intangible assets                                                                   (55,590)                          (55,046)



     Proceeds from the maturities of marketable securities                                                                                           325                             57,828



     Proceeds from the sale of property and equipment and other                                                                                    4,446                                 70



     Net Cash (used for) provided by Investing Activities                                                                                       (50,819)                             2,852



     Cash Flows (used for) provided by Financing Activities



     Exercise of stock options and issuance of employee stock purchase plan shares                                                                 1,182                              1,230



     Tax payments related to share-based awards                                                                                                  (1,439)                              (89)



     Repayment of finance lease and other                                                                                                          (173)                             (389)



     Net Cash (used for) provided by Financing Activities                                                                                          (430)                               752



     Effects of Foreign Exchange Rate on Cash                                                                                                    (1,470)                               198



     Net (Decrease) Increase in Cash and Cash Equivalents                                                                                       (30,380)                            42,525



     Cash and Cash Equivalents, Beginning of Year                                                                                                170,611                            163,240



     Cash and Cash Equivalents, End of Year                                                                                               $
         140,231                   $
           205,765



     
                Supplemental cash flow information



     Right of use assets obtained in exchange for new operating lease liabilities                                                           $
         5,802                     $
           2,198

Non-GAAP Financial Measures

This press release includes certain non-GAAP financial measures, which management believes are useful to investors, securities analysts and other interested parties. The following description of the non-GAAP financial measures included in this release, as well as the information included within the reconciliation tables on the pages that follow, refer to GAAP and non-GAAP financial measures on a preliminary, expected basis only.

Management uses Adjusted EBITDA as a key profitability measure. This is a non-GAAP measure that represents EBITDA before certain items that impact comparison of the performance of our business period-over-period. Adjusted EBITDA Margin is Adjusted EBITDA for a particular period expressed as a percentage of revenues for that period.

Management uses Adjusted Net Income as an additional measure of profitability. Adjusted Net Income is a non-GAAP measure that represents net income before certain items that impact comparison of the performance of our business period-over-period.

Core revenue growth is a non-GAAP measure that represents net sales for the period excluding the effects of foreign currency translation rates and the first-year impacts of acquisitions and discontinued product lines, where applicable. Core revenue growth is presented to allow for a meaningful comparison of year-over-year performance without the volatility caused by foreign currency translation rates, or the incomparability that would be caused by the impact of an acquisition, disposal or product line discontinuation.

These non-GAAP financial measures should be considered only as supplemental to, and not as superior to, financial measures prepared in accordance with GAAP. Please see below for a reconciliation of historical non-GAAP financial measures used in this press release to the most directly comparable financial measures prepared in accordance with GAAP.

The Company is not presenting a reconciliation of the forward-looking non-GAAP financial measure, Adjusted EBITDA, to the most directly comparable GAAP financial measure, Net Income (Loss), because it is impractical to forecast certain items without unreasonable efforts. This is due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized, including adjustments that are made for future changes in foreign exchange and the other adjustments reflected in our reconciliation of historical non-GAAP financial measures, the amounts of which could be material.


                                                                   
             
                NEOGEN CORPORATION

                                                            
     
              RECONCILIATION OF NET(LOSS) INCOME TO ADJUSTED EBITDA

                                                                
             (In thousands, except for percentages)

                                                                       
             (Preliminary Unaudited)




                                                                                                   Three months ended November                          Six months ended November
                                                                                                                    30,                                                     30,


                                                                                             2024                                  2023                  2024                                2023



     
                Net loss                                       $
             
                (456,282)                    $
          
       (3,487)  $
         
        (468,891)                 $
        
          (1,984)



     Income tax benefit                                                                   (20,290)                                  (260)               (23,290)                                (100)



     Depreciation and amortization                                                          30,049                                  29,469                  59,849                                58,203



     Interest expense, net                                                                  17,367                                  16,169                  34,989                                32,835



     
                EBITDA                                         $
             
                (429,156)                     $
          
       41,891   $
         
        (397,343)                  $
        
          88,954



     Share-based compensation                                                                4,819                                   3,512                   8,801                                 6,150



     FX transaction loss on loan and other revaluation (1)                                     384                                   1,002                      64                                   712



     Certain transaction fees and integration costs (2)                                      3,593                                   4,688                   8,715                                 6,639



     Restructuring (3)                                                                       9,568                                   1,856                   9,938                                 2,415



     Goodwill impairment                                                                   461,390                                                        461,390



     Contingent consideration adjustments                                                                                             150                                                          450



     ERP expense (4)                                                                           716                                   2,075                   2,551                                 2,203



     Discontinued product line expense (5)                                                                                                                   912                                    20



     Other                                                                                      67                                    (74)                     67                                  (74)



     
                Adjusted EBITDA                                   $
             
                51,381                      $
          
       55,100     $
        
          95,095                  $
        
          107,469



     Adjusted EBITDA margin (% of sales)                                                      22.2                                    24.0                    21.2                                  23.4
                                                                                                  %                                      %                      %                                    %




     (1)   Net foreign currency transaction loss associated with the revaluation of foreign denominated intercompany loans established in connection with
              the 3M Food Safety transaction and other non-hedged foreign currency revaluation resulting from 3M agreements.



     (2)   Includes costs associated with the 3M transaction, including various transition agreements. During the three months ended November 30, 2024 and
              2023, $2.6 million and $3.8 million are recorded within Cost of Revenues, respectively.



     (3)   Severance, non-cash impairment, and other related exit costs primarily associated with a reduction in our global genomics business. During the
              three months ended November 30, 2024 and 2023, $4.8 million and $0.3 million are recorded within Cost of Revenues, respectively.



     (4) 
     Expenses related to ERP implementation.



     (5) 
     Expenses associated with certain discontinued product lines.


                                                                  
              
                NEOGEN CORPORATION

                                                            
     
           RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED NET INCOME

                                                                
              (In thousands, except for per share)

                                                                      
              (Preliminary Unaudited)




                                                                                                   Three months ended November                                Six months ended November
                                                                                                                    30,                                                           30,


                                                                                              2024                                     2023                     2024                                  2023



     
                Net loss                                       $
              
                (456,282)                   $
            
         (3,487)  $
          
          (468,891)                $
          
           (1,984)



     Amortization of acquisition-related intangibles                                         23,174                                     23,094                     46,312                                  46,419



     Share-based compensation                                                                 4,819                                      3,512                      8,801                                   6,150



     FX transaction loss on loan and other revaluation (1)                                      384                                      1,002                         64                                     712



     Certain transaction fees and integration costs (2)                                       3,593                                      4,688                      8,715                                   6,639



     Restructuring (3)                                                                        9,568                                      1,856                      9,938                                   2,415



     Goodwill impairment                                                                    461,390                                                              461,390



     Contingent consideration adjustments                                                                                                 150                                                               450



     ERP expense (4)                                                                            716                                      2,075                      2,551                                   2,203



     Discontinued product line expense (5)                                                                                                                          912                                      20



     Other                                                                                       67                                       (74)                        67                                    (74)



     Estimated tax effect of above adjustments (6)                                         (23,077)                                   (7,953)                  (31,129)                               (14,400)



     
                Adjusted Net Income                               $
              
                24,352                     $
            
         24,863    $
         
             38,730                 $
         
             48,550



     
                Adjusted Earnings per Share                         $
              
                0.11                       $
            
         0.11      $
         
             0.18                   $
         
             0.22




     (1)   Net foreign currency transaction loss associated with the revaluation of foreign denominated intercompany loans established in connection with
              the 3M Food Safety transaction and other non-hedged foreign currency revaluation resulting from 3M agreements.



     (2) 
     Includes costs associated with the 3M transaction, including various transition agreements.



     (3) 
     Severance, non-cash impairment, and other related exit costs primarily associated with a reduction in our global genomics business.



     (4) 
     Expenses related to ERP implementation.



     (5) 
     Expenses associated with certain discontinued product lines.



     (6) 
     Tax effect of adjustments is calculated using projected effective tax rates for each applicable item.


                                                      
          
                NEOGEN CORPORATION

                                                  
       
            RECONCILIATION OF GROWTH TO CORE GROWTH

                                                          
              (In thousands)

                                                        
            (Preliminary Unaudited)




                                      Q2 FY25                     Q2 FY24                              Growth       Foreign Currency                  Acquisitions              Core Revenue
                                                                                                                                                /                        Growth
                                                                                                                                           Divestitures


     Food Safety                   $
         164,238            $
              164,403                            (0.1 %)                (3.6 %)                       (0.1 %)                     3.6 %


     Animal Safety                         67,020                         65,226                              2.8 %                  0.3 %                       (0.7 %)                     3.2 %


                  Total Neogen $
     
           231,258   $
          
                229,629                              0.7 %                (2.5 %)                       (0.3 %)                     3.5 %

Contact
Bill Waelke
(517) 372-9200
ir@neogen.com

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SOURCE Neogen Corporation