Financial Data and Key Metrics Changes - For the full year 2021, adjusted EPS was $2.06, down 12% from the previous year due to a weak cough/cold season and supply chain disruptions [10][21] - Fourth quarter net sales grew 5%, adjusted operating income increased 12%, and adjusted diluted EPS rose 28% compared to the previous year [11][20] - Full year net sales increased 1.2%, while organic net sales declined 0.7% primarily due to lower cough/cold product sales [25][26] Business Line Data and Key Metrics Changes - Consumer Self-Care Americas (CSCA) net sales grew 5% in Q4, driven by a rebound in cough/cold products [27] - Consumer Self-Care International (CSCI) net sales increased 4.6% in Q4, with a strong performance in cough/cold products and skincare [29] - Full year net sales for CSCI increased 3.6%, while organic sales were flat due to a weak cough and flu season [30] Market Data and Key Metrics Changes - In the U.S., cough/cold product sales grew 28% in Q4, reflecting a return to strong demand [11][12] - The U.S. OTC market grew 17.5%, Nutrition grew 24.7%, and Oral Care grew 9.1% in Q4 [12] - European demand for essential products increased by 33%, while self-care products grew by 2% [12] Company Strategy and Development Direction - The company aims to focus solely on consumer self-care following the divestiture of its Rx business for $1.6 billion [7] - Plans to acquire HRA Pharma for €1.8 billion, expected to add €400 million in revenue and €150 million in operating income by 2023 [7] - The company is focused on executing its self-care strategy, integrating HRA, and stabilizing gross margins through supply chain redesign [17] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about entering 2022 with strong top-line momentum and consumer demand [12][14] - Gross margin pressure is expected to continue in the first half of 2022, with improvements anticipated in the second half [15] - The company is committed to achieving its original financial objectives and expects adjusted EPS in the range of $2.10 to $2.30 for 2022 [15][32] Other Important Information - The company settled a significant Irish tax issue for €266 million, reducing financial overhangs [7][8] - Cash on the balance sheet at year-end was $1.9 billion, down from $2.1 billion at the end of Q3 [31] Q&A Session Summary Question: Gross margin dynamics and second half margin improvement - Management discussed factors affecting margin improvement, including the impact of Rx divestiture and pricing actions [34][36] Question: 2023 EPS range and recovery from 2021 impacts - Management maintained a mid-$3 EPS target for 2023, driven by cough/cold recovery and HRA contributions [39][40] Question: G&A management and R&D sustainability - Management indicated ongoing opportunities for G&A management and confirmed R&D levels remain stable [44][47] Question: New product flow and Rx-OTC switches - Management highlighted ongoing opportunities in Rx-OTC switches and a robust pipeline of new products [50][52] Question: Growth outlook for CSCA vs. CSCI - Management noted that both segments are expected to have similar growth rates, with a focus on cough/cold recovery [55][58] Question: Cough/cold inventory and forecast conservatism - Management acknowledged potential conservatism in forecasts regarding inventory replenishment [61][62] Question: Addressing manufacturing inefficiencies - Management outlined plans for improving manufacturing efficiencies without significant facility rationalization [64][66]

Financial Data and Key Metrics Changes - The company reported a GAAP loss from continuing operations of $54 million for Q3 2021, translating to a loss of $0.40 per diluted share, while adjusted net income was $61 million, with adjusted diluted EPS at $0.45, reflecting a 25% decline year-over-year [26][24][25] - Consolidated net sales increased by 4% year-over-year, despite a $43 million impact from supply chain disruptions, with organic net sales growing by 2.6% [10][29] - Gross margin for the quarter was 34.4%, down 480 basis points from the previous year, primarily due to lower operating efficiencies and higher material and freight costs [30][29] Business Line Data and Key Metrics Changes - In the Consumer Self-Care Americas segment, net sales increased by 4.6%, driven by e-commerce and improved cough/cold sales, with organic net sales growing by 4.2% [32] - The Consumer Self-Care International segment saw net sales grow by 2.8%, aided by favorable currency and acquisitions, although organic net sales decreased by 0.6% [33] - The cough/cold sales in the U.S. experienced a 21% year-over-year growth, while global e-commerce sales grew by 36% [9][10] Market Data and Key Metrics Changes - The total OTC category in the U.S. grew by 18.1% year-over-year, with total nutrition (infant formula and electrolytes) up 29.9% and oral care up 9.7% [11] - The company lost approximately 1.5 share points in the store brand OTC market, attributed to increased consumption of national brands rather than a switch from store brands [11] - Consumer takeaway in the CSCI division was up nearly 10% year-over-year, indicating strong market demand [12] Company Strategy and Development Direction - The company completed its transformation to a consumer self-care focus by divesting its generic Rx business for $1.6 billion and announcing the acquisition of HRA Pharma for €1.8 billion, expected to add $400 million in revenue and $150 million in operating income by 2023 [6][7] - The management emphasized a commitment to long-term profitable growth and plans to recover from temporary adverse impacts caused by supply chain disruptions and higher input costs [22][24] Management's Comments on Operating Environment and Future Outlook - Management acknowledged significant challenges due to global supply chain disruptions, which impacted the ability to meet consumer demand and led to higher costs [6][9] - The company expects strong consumer demand to continue in Q4, but also anticipates ongoing challenges from higher input costs and supply chain issues [14][20] - Management remains confident in achieving long-term growth targets, despite short-term setbacks, and believes that the negative impacts from the current environment will be recaptured over the next two years [22][23] Other Important Information - The company settled a significant Irish tax liability for €297 million, which was a major overhang for the business, and this settlement was funded by a €355 million arbitration award received during the quarter [8][7] - Operating cash flow for the quarter was $350 million, bolstered by the Belgian arbitration award [35] Q&A Session Summary Question: Concerns about gross margins and their volatility - Management acknowledged the complexity of gross margin performance, attributing significant impacts to supply chain disruptions and inflation, with expectations for recovery as conditions normalize [37][39] Question: Clarification on absorption issues and inventory management - Management explained that unabsorbed overhead costs were due to lower production levels during a weak cough/cold season, which would gradually reverse as demand increases [44][45] Question: Market share dynamics in the OTC space - Management indicated that while there were short-term share losses in certain categories, recent management changes have led to significant customer wins, and they are optimistic about regaining market share [48][49] Question: Bridging current EPS guidance to 2023 targets - Management outlined that recovering cough/cold sales and the impact of the HRA acquisition would be key drivers in achieving the 2023 EPS targets, with expectations for gradual improvement in gross margins [52][53] Question: Update on tax issues and potential new products - Management provided insights into ongoing tax matters, including the IRS case linked to previous acquisitions, and discussed the potential for new RX to OTC switches that could enhance future growth [64][71]

Summary of Perrigo Company plc Conference Call on HRA Pharma Acquisition Company Overview - **Company**: Perrigo Company plc (NYSE: PRGO) - **Event**: Conference Call regarding the acquisition of HRA Pharma - **Date**: September 8, 2021 Key Points on the Acquisition - **Acquisition Announcement**: Perrigo announced a binding offer to acquire HRA Pharma, a leading global consumer self-care company [4][10] - **Strategic Importance**: The acquisition is seen as a significant step in Perrigo's transformation from a healthcare company to a consumer self-care company, aiming for sustainable growth [6][10] - **Financial Impact**: The acquisition is projected to add approximately €400 million in net sales by 2023, with expected mid-teen percentage growth [20][21] - **Purchase Price**: The acquisition is valued at $1.8 billion, approximately $2.1 billion in today's conversion rate, with an enterprise value to expected 2022 adjusted EBITDA of 18 times [21][22] HRA Pharma Overview - **Brand Portfolio**: HRA's brands are category leaders globally, including Compeed (70% market share in EU), ellaOne (50% market share in EU), and Mederma [12][15][16] - **Growth Potential**: HRA is expected to drive Perrigo's growth beyond CPG averages, with significant potential for expansion into adjacent categories and geographies [12][14] - **Operating Margins**: HRA's operating margins are projected to approach 30%, contributing positively to Perrigo's overall financial profile [21] Financial Projections and Synergies - **Cost Synergies**: Expected operating synergies of over $30 million by 2023, primarily through leveraging Perrigo's existing sales force and distribution capabilities [19][43] - **EPS Impact**: The acquisition is expected to be immediately accretive, adding around $1 to adjusted EPS in the first full year [21][28] - **Leverage**: Post-acquisition leverage is expected to be around four times EBITDA in 2022, decreasing to below three by 2024 [39] Strategic Vision and Future Outlook - **Transformation Journey**: Perrigo has undergone significant transformation since May 2019, focusing on divesting non-core businesses and enhancing its consumer self-care portfolio [6][24] - **Market Positioning**: The acquisition positions Perrigo as a major player in Europe, enhancing credibility and revenue synergies [18][29] - **Long-term Growth**: The company aims for double-digit revenue growth and improved margins, with a focus on continuous improvement and reducing uncertainty [29][28] Additional Insights - **Management Team**: The existing HRA management team will remain post-acquisition, ensuring continuity and expertise [17] - **Regulatory Approvals**: The acquisition is subject to regulatory approvals, expected to be completed in the first half of 2022 [22] - **Market Dynamics**: The acquisition is seen as a strategic move to capitalize on self-care trends and enhance Perrigo's growth trajectory [10][11] This summary encapsulates the key points discussed during the conference call regarding Perrigo's acquisition of HRA Pharma, highlighting the strategic importance, financial implications, and future growth potential of the deal.

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