Qiagen N.V 6-K, filed Nov 8, 2024
Qiagen N.V. (QGEN)
6-K
2024-11-08
For: 2024-09-30
View Original
Added on
July 04, 2026
About this 6-K
Qiagen N.V filed this 6-K on November 8, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
FORM 6-K
__________________________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2024
Commission File Number 001-38332
__________________________________
QIAGEN N.V.
(Translation of registrant’s name into English)
__________________________________
Hulsterweg 82
5912 PL Venlo
The Netherlands
(Address of principal executive office)
__________________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ý Form 40-F o
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QIAGEN N.V.
Form 6-K
TABLE OF CONTENTS
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OTHER INFORMATION
On November 6, 2024, QIAGEN N.V. (NYSE: QGEN; Frankfurt, Prime Standard: QIA) issued a press release announcing its unaudited financial results for the third quarter ended September 30, 2024. The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
QIAGEN has regularly reported adjusted results, which are considered non-GAAP financial measures, to give additional insight into our financial performance as a supplement to understand, manage, and evaluate our business results and make operating decisions. We also use the adjusted results when comparing to our historical operating results, which have consistently been presented on an adjusted basis.
Adjusted results should be considered in addition to the reported results prepared in accordance with U.S. generally accepted accounting principles, but should not be considered as a substitute. Reconciliations of reported results to adjusted results are included in the tables accompanying the press release. We believe certain items should be excluded from adjusted results when they are outside of our ongoing core operations, vary significantly from period to period, or affect the comparability of results with the Company’s competitors and our own prior periods.
The non-GAAP financial measures used in this press release are non-GAAP net sales, gross profit, operating income, pre-tax income, net income, tax rate and diluted earnings per share. These adjusted results exclude costs related to business integration, acquisition and restructuring related items, long-lived asset impairments, amortization of acquired intangible assets, non-cash interest expense charges as well as other special income and expense items. Management views these costs as not indicative of the profitability or cash flows of our ongoing or future operations and therefore considers the adjusted results as a supplement, and to be viewed in conjunction with, the reported GAAP results.
We use a measure of free cash flow to estimate the cash flow remaining after purchases of property, plant and equipment as required to maintain or expand our business. This measure provides us with supplemental information to assess our liquidity needs. We calculate free cash flow as net cash from operating activities less purchases of property, plant and equipment.
We also consider results on a constant currency basis. Our functional currency is the U.S. dollar and our subsidiaries’ functional currencies are the local currency of the respective countries in which they are headquartered. A significant portion of our revenues and expenses is denominated in euros and currencies other than the United States dollar. Management believes that analysis of constant currency period-over-period changes is useful because changes in exchange rates can affect the growth rate of net sales and expenses, potentially to a significant degree. Constant currency figures are calculated by translating the local currency actual results in the current period using the average exchange rates from the previous year’s respective period instead of the current period.
We use non-GAAP and constant currency financial measures internally in our planning, forecasting and reporting, as well as to measure and compensate our employees. We do not reconcile forward-looking non-GAAP financial measures to the corresponding GAAP measures due to the high variability and difficulty in making accurate forecasts and projections that are impacted by future decisions and actions. Accordingly, reconciliations of these forward-looking non-GAAP financial measures to the corresponding GAAP measures are not available without unreasonable effort. However, the actual amounts of these excluded items will have a significant impact on QIAGEN’s GAAP results.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| QIAGEN N.V. | ||||||||
| By: | /s/ Roland Sackers | |||||||
| Roland Sackers | ||||||||
| Chief Financial Officer | ||||||||
Date: November 7, 2024
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EXHIBIT INDEX
Exhibit No. | Exhibit | |||||||
| Press Release dated November 6, 2024 | ||||||||
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Exhibit 99.1
| Media Release |  | |||||||
QIAGEN delivers solid Q3 2024 growth ahead of outlook, increases
full-year 2024 adjusted EPS outlook
•Q3 2024: Net sales of $502 million (+5% actual rates, +6% constant exchange rates, CER); diluted EPS of $0.44 and adjusted diluted EPS of $0.57
◦Net sales of $502 million CER ahead of outlook for at least $495 million CER and
adjusted diluted EPS of $0.58 CER ahead of outlook for at least $0.55 CER
adjusted diluted EPS of $0.58 CER ahead of outlook for at least $0.55 CER
◦+10% CER growth in Diagnostic solutions leads results among product groups
◦29.6% adj. operating income margin up 3 percentage points vs. 26.6% in Q3 2023
◦Free cash flow up 73% to $364 million in first nine months of 2024 vs. same 2023 period
•FY 2024 net sales outlook reaffirmed for at least $1.985 billion CER on solid core business
trends; adj. diluted EPS outlook increased to at least $2.19 CER
trends; adj. diluted EPS outlook increased to at least $2.19 CER
Venlo, the Netherlands, November 6, 2024 - QIAGEN N.V. (NYSE: QGEN; Frankfurt Prime Standard: QIA) today announced results for the third quarter and first nine months of 2024.
Net sales rose 5% to $502 million in Q3 2024 over Q3 2023, while results at constant exchanges rates (CER) of $502 million rose 6% and were above the outlook for at least $495 million CER. The adjusted operating income margin rose three percentage points to 29.6% on benefits from the recent decision to discontinue the NeuMoDx system as well as broader efficiency gains that have improved profitability and freed up resources for targeted reinvestment. Adjusted diluted earnings per share (EPS) were $0.57, and results at CER of $0.58 were above the outlook for at least $0.55 CER.
QIAGEN has reaffirmed its FY 2024 sales outlook for at least $1.985 billion CER based on the solid core business performance in the first nine months of the year. The outlook for adjusted diluted EPS has been increased to at least $2.19 CER (previously $2.10 CER at start of 2024), while the adjusted operating income margin target has been reaffirmed for at least 28.5% compared to 26.9% in 2023.
"QIAGEN delivered another solid performance in the third quarter of 2024, exceeding our goals for net sales and adjusted earnings thanks to the strong trends in our business and the resilience of our portfolio with over 85% of sales from highly recurring revenues. We are executing quarter after quarter in this challenging macro environment on delivering sales growth combined with market share gains and operational efficiency thanks to a differentiated portfolio," said Thierry Bernard, CEO of QIAGEN.
"The value of our portfolio was again underscored with three QIAGEN customers recently being awarded Nobel Prizes for their groundbreaking contributions to advancing science and improving healthcare. Our teams are constantly enhancing this portfolio, and recent developments include the launch of 100 new assays for the QIAcuity digital PCR system along with the new QIAcuityDx version for clinical applications. We have expanded the utility of our QIAstat-Dx system beyond syndromic testing through new pharma partnerships with AstraZeneca and Eli Lilly. This progress in 2024 to achieve our goals marks a key step toward achieving our 2028 targets and delivering on our commitment to solid profitable growth," Bernard said.
"Our 2024 results to date reflect a positive quarterly trend in sales and adjusted earnings, along with a 73% increase in free cash flow. We are well-positioned to achieve the updated outlook for 2024 as we once again increase our adjusted EPS target," said Roland Sackers, CFO of QIAGEN. "We are implementing initiatives to simplify QIAGEN and increase efficiency, and these initiatives are putting us on track to increase our adjusted operating income margin above 31% by the end of 2028, reaffirming our commitment to solid profitable growth."
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Key figures
| In $ millions (Except EPS and diluted shares) | Q3 | 9M | ||||||||||||||||||||||||||||||||||||
| 2024 | 2023 | Change | 2024 | 2023 | Change | |||||||||||||||||||||||||||||||||
| Net sales | 502 | 476 | 5 | % | 1,457 | 1,456 | 0 | % | ||||||||||||||||||||||||||||||
| Net sales - CER | 502 | 6 | % | 1,466 | 1 | % | ||||||||||||||||||||||||||||||||
| Operating income (loss) | 112 | 97 | 15 | % | (21) | 299 | -107 | % | ||||||||||||||||||||||||||||||
| Net income (loss) | 98 | 78 | 26 | % | (5) | 244 | -102 | % | ||||||||||||||||||||||||||||||
Diluted EPS / (Net loss per share) (1) | $0.44 | $0.34 | 29 | % | ($0.02) | $1.06 | -102 | % | ||||||||||||||||||||||||||||||
Diluted shares (in millions) (1) | 224 | 231 | 225 | 231 | ||||||||||||||||||||||||||||||||||
| Adjusted operating income | 149 | 126 | 18 | % | 408 | 386 | 6 | % | ||||||||||||||||||||||||||||||
| Adjusted net income | 128 | 115 | 11 | % | 354 | 350 | 1 | % | ||||||||||||||||||||||||||||||
Adjusted diluted EPS | $0.57 | $0.50 | 14 | % | $1.58 | $1.52 | 4 | % | ||||||||||||||||||||||||||||||
Adjusted diluted EPS - CER | $0.58 | 16 | % | $1.60 | 5 | % | ||||||||||||||||||||||||||||||||
Please refer to accompanying tables in this release for full income statement information and a reconciliation of reported to adjusted figures.
(1) Reported diluted EPS for 9M 2024 based on basic shares of 222.7 million. Weighted number of diluted shares (9M 2024: 224.9 million).
Tables may have rounding differences. Percentage changes are to prior-year periods.
•Sales: Q3 2024 results delivered 6% CER sales growth over the same 2023 period, and also rose 6% CER excluding NeuMoDx sales. Diagnostic solutions led the performance among product groups, rising 10% CER and driven by QuantiFERON (+10% CER) and QIAstat-Dx (+40% CER), along with higher sales in Sample technologies and PCR product groups. Consumables and related revenues grew 8% CER over Q3 2023, supported by improved trends in all regions. Instrument sales declined 9% CER, and in line with the results for the first nine months of 2024 amid ongoing cautious customer capital spending trends.
•Operating income: For Q3 2024, operating income rose 15% to $112 million, and included $21 million of pre-tax charges (of which over 60% was non-cash) primarily related to the decision in June 2024 to discontinue NeuMoDx. Adjusted operating income rose 18% to $149 million, while the adjusted operating income margin rose to 29.6% of sales from 26.6% in Q3 2023. This increase reflected efficiency gains across QIAGEN to improve profitability and free up resources to reinvest in growth initiatives as well as benefits from the NeuMoDx decision. In terms of components, the adjusted gross margin rose to 66.5% in Q3 2024 from 66.1% in Q3 2023 on higher production capacity utilization. R&D investments were 8.9% in Q3 2024 compared to 10.1% in Q3 2023. Sales and marketing expenses were 22.2% compared to 23.4% in Q3 2023, while General and administrative expenses were steady at 5.9% of sales.
•EPS: Diluted EPS rose to $0.44 per share in Q3 2024 from $0.34 in Q3 2023. Adjusted diluted EPS for Q3 2024 were $0.57, while adjusted diluted EPS of $0.58 CER were above the outlook for at least $0.55 CER. The adjusted tax rate was 20% in Q3 2024, and above the quarterly estimate for about 19%.
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Sales by product groups
In $ millions | Q3 | 9M | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 sales | 2023 sales | Change | CER change | 2024 sales | 2023 sales | Change | CER change | |||||||||||||||||||||||||||||||||||||||||||||||||
| Sample technologies | 162 | 160 | +1 | % | +1 | % | 480 | 499 | -4 | % | -3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Diagnostic solutions | 197 | 179 | +10 | % | +10 | % | 552 | 518 | +7 | % | +7 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Of which QuantiFERON | 122 | 110 | +10 | % | +10 | % | 338 | 306 | +10 | % | +11 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Of which QIAstat-Dx | 28 | 20 | +41 | % | +40 | % | 77 | 62 | +24 | % | +24 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Of which NeuMoDx | 7 | 8 | -9 | % | -10 | % | 23 | 31 | -25 | % | -26 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Of which Other | 41 | 41 | -1 | % | 0 | % | 114 | 118 | -4 | % | -3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| PCR / Nucleic acid amplification | 74 | 68 | +9 | % | +9 | % | 218 | 219 | -1 | % | 0 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Genomics / NGS | 55 | 55 | 0 | % | 0 | % | 168 | 174 | -3 | % | -3 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Other | 14 | 14 | -3 | % | +2 | % | 39 | 46 | -17 | % | -12 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Total net sales | 502 | 476 | +5 | % | +6 | % | 1,457 | 1,456 | 0 | % | +1 | % | ||||||||||||||||||||||||||||||||||||||||||||
Tables may have rounding differences. Percentage changes are to prior-year periods.
•Sample technologies: Higher consumables sales in Q3 2024 led the performance with 1% CER growth over the year-ago period. Instrument sales declined modestly despite ongoing solid placement trends for the QIAcube Connect and EZ2 systems.
•Diagnostic solutions: Q3 2024 sales grew 10% CER, and were up 11% CER excluding NeuMoDx, led by double-digit CER gains in consumables sales but lower instrument sales over the year-ago period. Among the key drivers, sales of the QuantiFERON test for latent tuberculosis (TB) detection maintained a solid 10% CER growth rate and the sixth consecutive quarter with sales above $100 million on solid demand in all regions on conversion from the tuberculin skin test. QIAstat-Dx grew a dynamic 40% CER on double-digit sales gains in both consumables and instrument sales for the syndromic testing system. QIAstat-Dx placements were robust in Q3 2024 and remain on track to achieve the 2024 goal of at least 600 new systems. NeuMoDx results reflected the decision in Q2 2024 to discontinue this system and support customers during a transition period into 2025.
•PCR / Nucleic acid amplification: Overall Q3 2024 sales growth of 9% CER over the year-ago period reflected solid double-digit gains in various PCR consumables. QIAcuity digital PCR consumables sales rose at a double-digit CER pace and supported by the launch of new assays, but instrument sales also declined at a double-digit CER rate compared to Q3 2023 due to the cautious instrument purchasing environment.
•Genomics / Next-generation sequencing (NGS): Sales in Q3 2024 were largely unchanged compared to Q3 2023, with single-digit CER growth in NGS consumables against a low-single-digit CER decline in QIAGEN Digital Insights (QDI) bioinformatics. Sales in the market-leading QDI business reflected higher sales among clinical customers, but also the transition, particularly in the pharmaceuticals sector, to SaaS (software-as-a-service) subscription models from longer-term licensing agreements.
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Key cash flow data
| In $ millions | Q3 | 9M | ||||||||||||||||||||||||||||||||||||
| 2024 | 2023 | Change | 2024 | 2023 | Change | |||||||||||||||||||||||||||||||||
| Net cash provided by operating activities | 182 | 125 | +46 | % | 482 | 308 | +56 | % | ||||||||||||||||||||||||||||||
| Purchases of property, plant and equipment | (43) | (36) | +22 | % | (118) | (98) | +21 | % | ||||||||||||||||||||||||||||||
| Free cash flow | 139 | 89 | +56 | % | 364 | 210 | +73 | % | ||||||||||||||||||||||||||||||
| Net cash (used in) provided by investing activities | (231) | 249 | NM | (242) | (29) | NM | ||||||||||||||||||||||||||||||||
| Net cash provided by (used in) financing activities | 485 | (401) | NM | 66 | (426) | NM | ||||||||||||||||||||||||||||||||
Tables may have rounding differences. Percentage changes are to prior-year periods.
•Net cash from operating activities was $482 million for 9M 2024, rising 56% from $308 million in the year-ago period. Results for 2024 reflected an overall decrease in working capital requirements amid an increased focus on improving cash flow. Free cash flow rose 73% to $364 million in 9M 2024, absorbing a slight increase in property, plant and equipment investments.
•As of September 30, 2024, cash, cash equivalents and short-term investments were $1.5 billion compared to $1.1 billion as of December 31, 2023. Results for the 2024 period included the net proceeds of $496.4 million from the issuance of new convertible notes, the return of approximately $300 million through the synthetic share repurchase in January and the repayment in June of $101.5 million of German private debt placements. The leverage ratio was 0.6x (net debt to adjusted EBITDA) as of September 30, 2024 compared to 0.6x at December 31, 2023. QIAGEN has $500 million of convertible notes reaching maturity in Q4 2024.
Portfolio update
QIAGEN is building momentum in its Sample to Insight portfolio through targeted actions including:
•Four QIAstat-Dx panels have received FDA clearance to date in 2024, and now offers a full menu of tests in the U.S. for detection of respiratory, gastrointestinal and meningitis / encephalitis conditions. FDA clearances have now been received in 2024 for these tests:
◦QIAstat-Dx Meningitis/Encephalitis Panel
◦QIAstat-Dx Gastrointestinal Panel 2
◦QIAstat-Dx Respiratory Panel Plus
◦QIAstat-Dx Respiratory Panel Mini
Several QIAstat-Dx products - instruments as well as the Respiratory and Gastrointestinal panels - also received CE-marking under the European Union’s new In-Vitro Diagnostic Medical Devices Regulation (IVDR). QIAGEN has already transitioned over 80% of its overall portfolio of diagnostic products to the new regulatory framework.
Additionally, two new pharma collaborations were also announced to expand QIAstat-Dx into precision medicine and build on the initial success in syndromic testing. QIAGEN will develop companion diagnostics for AstraZeneca on QIAstat-Dx for therapies being developed to address various chronic diseases. QIAGEN also announced a new collaboration with Eli Lilly and Company to support the development on QIAstat-Dx of the first commercially available in-vitro diagnostic identify APOE genotypes, which can play a role in diagnosing Alzheimer’s disease.
Additionally, two new pharma collaborations were also announced to expand QIAstat-Dx into precision medicine and build on the initial success in syndromic testing. QIAGEN will develop companion diagnostics for AstraZeneca on QIAstat-Dx for therapies being developed to address various chronic diseases. QIAGEN also announced a new collaboration with Eli Lilly and Company to support the development on QIAstat-Dx of the first commercially available in-vitro diagnostic identify APOE genotypes, which can play a role in diagnosing Alzheimer’s disease.
•The QIAcuityDx digital PCR system was launched in September, expanding the power of digital PCR into clinical diagnostics. This system streamlines clinical testing by providing highly precise, absolute quantitation of target DNA and RNA, and can support liquid biopsy applications. QIAGEN has already signed three partnerships with pharmaceutical companies to develop companion diagnostics on QIAcuityDx and is leading the entry of digital PCR into precision medicine.
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The QIAcuity dPCR portfolio was also expanded with the addition of over 100 new validated assays for cancer research, inherited genetic disorders, infectious disease surveillance and other applications. QIAGEN continues to expand the portfolio of validated assays to enhance utilization across multiple application areas. These assays are available via the GeneGlobe platform.
•In the Sample technologies portfolio, PreAnalytiX (a QIAGEN and BD joint venture) launched the PAXgene® Urine Liquid Biopsy Set to address the challenge of gaining access to cell-free DNA (cfDNA) from urine, which can provide important data and information not found in blood samples.
Leadership change in Executive Committee
Dr. Jonathan Sheldon, Head of the QIAGEN Digital Insights Business Area and member of the Executive Committee, has stepped down from this role. QIAGEN would like to thank Dr. Sheldon for his many important contributions to developing our bioinformatics business and wish him all the best in his future endeavors. The highly experienced QDI team will now report to Thierry Bernard.
Outlook
For FY 2024, QIAGEN reaffirms the outlook for net sales of at least $1.985 billion CER based on the solid performance in the first nine months 2024. Consumables and related revenues are expected to drive growth, while larger-scale instrument sales remain challenging. Adjusted diluted EPS are now expected to be at least $2.19 CER (previously $2.16 CER), and a significant increase from the initial 2024 outlook of at least $2.10 CER. QIAGEN also continues to expect the adjusted operating income margin of at least 28.5%, an increase of at least 1.6 percentage points from 26.9% in 2023.
Based on exchange rates as of October 31, 2024, currency movements against the U.S. dollar are expected to have a negative impact on full-year net sales of about one percentage point and a negative impact of about $0.02 per share on adjusted EPS results.
For Q4 2024, net sales are expected to be at least $520 million CER compared to $509 million in Q4 2023. Adjusted diluted EPS are expected to be at least $0.60 CER per share compared to $0.55 in Q4 2023.
Based on exchange rates as of October 31, 2024, currency movements against the U.S. dollar are expected to have a neutral impact on Q4 2024 net sales and adjusted EPS results.
Investor presentation and conference call
A conference call is planned for Thursday, November 7, 2024 at 15:30 Frankfurt Time / 14:30 London Time / 9:30 New York Time. A live audio webcast will be made available in the investor relations section of the QIAGEN website, and a recording will also be made available after the event.
A presentation will be available before the conference call at https://corporate.qiagen.com/investor-relations/events-and-presentations/default.aspx.
Use of adjusted results
QIAGEN reports adjusted results, as well as results on a constant exchange rate (CER) basis, and other non-U.S. GAAP figures (generally accepted accounting principles), to provide additional insight into its performance. These results include adjusted net sales, adjusted gross income, adjusted gross profit, adjusted operating income, adjusted operating expenses, adjusted operating income margin, adjusted net income, adjusted net income before taxes, adjusted diluted EPS, adjusted EBITDA, adjusted EPS, adjusted income taxes, adjusted tax rate, and free cash flow. Free cash flow is calculated by deducting capital expenditures for Property, Plant & Equipment from cash flow from operating activities. Adjusted results are non-GAAP financial measures that QIAGEN believes should be considered in addition to reported results prepared in accordance with GAAP but should not be considered as a substitute. QIAGEN believes certain items should be excluded from adjusted results
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when they are outside of ongoing core operations, vary significantly from period to period, or affect the comparability of results with competitors and its own prior periods. Furthermore, QIAGEN uses non-GAAP and constant currency financial measures internally in planning, forecasting and reporting, as well as to measure and compensate employees. QIAGEN also uses adjusted results when comparing current performance to historical operating results, which have consistently been presented on an adjusted basis.
About QIAGEN
QIAGEN N.V., a Netherlands-based holding company, is the leading global provider of Sample to Insight solutions that enable customers to gain valuable molecular insights from samples containing the building blocks of life. Our sample technologies isolate and process DNA, RNA and proteins from blood, tissue and other materials. Assay technologies make these biomolecules visible and ready for analysis. Bioinformatics software and knowledge bases interpret data to report relevant, actionable insights. Automation solutions tie these together in seamless and cost-effective workflows. QIAGEN provides solutions to more than 500,000 customers around the world in Molecular Diagnostics (human healthcare) and Life Sciences (academia, pharma R&D and industrial applications, primarily forensics). As of September 30, 2024, QIAGEN employed more than 5,800 people in over 35 locations worldwide. Further information can be found at https://www.qiagen.com.
Forward-Looking Statement
Certain statements contained in this press release may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. To the extent that any of the statements contained herein relating to QIAGEN's products, timing for launch and development, marketing and/or regulatory approvals, financial and operational outlook, growth and expansion, collaborations, markets, strategy or operating results, including without limitation its expected adjusted net sales and adjusted diluted earnings results, are forward-looking, such statements are based on current expectations and assumptions that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with management of growth and international operations (including the effects of currency fluctuations, regulatory processes and dependence on logistics), variability of operating results and allocations between customer classes, the commercial development of markets for our products to customers in academia, pharma, applied testing and molecular diagnostics; changing relationships with customers, suppliers and strategic partners; competition; rapid or unexpected changes in technologies; fluctuations in demand for QIAGEN's products (including fluctuations due to general economic conditions, the level and timing of customers' funding, budgets and other factors); our ability to obtain regulatory approval of our products; difficulties in successfully adapting QIAGEN's products to integrated solutions and producing such products; the ability of QIAGEN to identify and develop new products and to differentiate and protect our products from competitors' products; market acceptance of QIAGEN's new products and the integration of acquired technologies and businesses; actions of governments, global or regional economic developments, weather or transportation delays, natural disasters, political or public health crises, and its impact on the demand for our products and other aspects of our business, or other force majeure events; as well as the possibility that expected benefits related to recent or pending acquisitions may not materialize as expected; and the other factors discussed under the heading “Risk Factors” contained in our most recent Annual Report on Form 20-F. For further information, please refer to the discussions in reports that QIAGEN has filed with, or furnished to, the U.S. Securities and Exchange Commission.
Contacts
Investor Relations | Public Relations | |||||||||||||
John Gilardi | +49 152 018 11711 | Thomas Theuringer | +49 2103 29 11826 | |||||||||||
Domenica Martorana | +49 152 018 11244 | Lisa Specht | +49 2013 29 14181 | |||||||||||
e-mail: ir@QIAGEN.com | e-mail: pr@QIAGEN.com | |||||||||||||
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QIAGEN N.V.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(unaudited)
| (In $ thousands, except per share data) | Three months | Nine months | ||||||||||||||||||||||||
| ended September 30, | ended September 30, | |||||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||||||
| Net sales | $501,869 | $475,894 | $1,457,012 | $1,456,149 | ||||||||||||||||||||||
| Cost of sales: | ||||||||||||||||||||||||||
| Cost of sales | 179,817 | 161,864 | 777,922 | 490,407 | ||||||||||||||||||||||
| Acquisition-related intangible amortization | 13,745 | 16,070 | 45,030 | 48,154 | ||||||||||||||||||||||
| Total cost of sales | 193,562 | 177,934 | 822,952 | 538,561 | ||||||||||||||||||||||
| Gross profit | 308,307 | 297,960 | 634,060 | 917,588 | ||||||||||||||||||||||
| Operating expenses: | ||||||||||||||||||||||||||
| Sales and marketing | 111,262 | 111,462 | 337,069 | 342,434 | ||||||||||||||||||||||
| Research and development | 44,453 | 47,934 | 144,889 | 152,545 | ||||||||||||||||||||||
| General and administrative | 29,394 | 28,649 | 85,580 | 90,780 | ||||||||||||||||||||||
| Acquisition-related intangible amortization | 2,351 | 2,713 | 7,787 | 8,072 | ||||||||||||||||||||||
| Restructuring, acquisition, integration and other, net | 8,744 | 10,021 | 80,122 | 24,434 | ||||||||||||||||||||||
| Total operating expenses | 196,204 | 200,779 | 655,447 | 618,265 | ||||||||||||||||||||||
| Income (loss) from operations | 112,103 | 97,181 | (21,387) | 299,323 | ||||||||||||||||||||||
| Other income (expense): | ||||||||||||||||||||||||||
| Interest income | 18,254 | 20,380 | 52,924 | 59,731 | ||||||||||||||||||||||
| Interest expense | (11,484) | (13,018) | (32,698) | (40,969) | ||||||||||||||||||||||
| Other expense, net | (2,417) | (4,713) | (3,544) | (7,152) | ||||||||||||||||||||||
| Total other income, net | 4,353 | 2,649 | 16,682 | 11,610 | ||||||||||||||||||||||
| Income (loss) before income tax expense | 116,456 | 99,830 | (4,705) | 310,933 | ||||||||||||||||||||||
| Income tax expense | 18,400 | 22,012 | 26 | 67,294 | ||||||||||||||||||||||
| Net income (loss) | $98,056 | $77,818 | ($4,731) | $243,639 | ||||||||||||||||||||||
Diluted earnings (loss) per common share (1) | $0.44 | $0.34 | ($0.02) | $1.06 | ||||||||||||||||||||||
Diluted earnings per common share (adjusted) (1) | $0.57 | $0.50 | $1.58 | $1.52 | ||||||||||||||||||||||
| Diluted shares used in computing diluted earnings per common share | 224,035 | 230,613 | 224,874 | 230,578 | ||||||||||||||||||||||
(1) Reported diluted net loss per common share based on basic shares for 9M 2024 of 222.7 M. Adjusted diluted EPS calculated using
224.9 M diluted shares.
224.9 M diluted shares.
7
QIAGEN N.V.
RECONCILIATION OF REPORTED TO ADJUSTED RESULTS
(In $ millions, except EPS data)
(unaudited)
Three months ended September 30, 2024 | Net Sales | Gross Profit | Operating Income | Pre-tax Income | Income Tax | Tax Rate | Net Income | Diluted EPS* | ||||||||||||||||||||||||||||||||||||||||||
| Reported results | 501.9 | 308.3 | 112.1 | 116.5 | (18.4) | 16 | % | 98.1 | $0.44 | |||||||||||||||||||||||||||||||||||||||||
| Adjustments: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Business integration, acquisition and restructuring related items (a) | — | 11.9 | 20.5 | 20.5 | (8.8) | 11.7 | 0.05 | |||||||||||||||||||||||||||||||||||||||||||
Purchased intangibles amortization | — | 13.7 | 16.1 | 16.1 | (4.0) | 12.1 | 0.05 | |||||||||||||||||||||||||||||||||||||||||||
Non-cash interest expense charges (b) | — | — | — | 4.9 | — | 4.9 | 0.02 | |||||||||||||||||||||||||||||||||||||||||||
Non-cash other income, net (c) | — | — | — | 2.1 | — | 2.1 | 0.01 | |||||||||||||||||||||||||||||||||||||||||||
Certain income tax items (d) | — | — | — | — | (1.0) | (1.0) | 0.00 | |||||||||||||||||||||||||||||||||||||||||||
| Total adjustments | — | 25.5 | 36.7 | 43.7 | (13.8) | 29.9 | 0.14 | |||||||||||||||||||||||||||||||||||||||||||
| Adjusted results | 501.9 | 333.9 | 148.8 | 160.2 | (32.2) | 20 | % | 128.0 | $0.57 | |||||||||||||||||||||||||||||||||||||||||
*Using 224.0 M diluted shares | ||||||||||||||||||||||||||||||||||||||||||||||||||
Nine months ended September 30, 2024 | Net Sales | Gross Profit | Operating Income (Loss) | Pre-tax Income (Loss) | Income Tax | Tax Rate | Net Income (Loss) | Diluted EPS* | ||||||||||||||||||||||||||||||||||||||||||
| Reported results | 1,457.0 | 634.1 | (21.4) | (4.7) | — | 0 | % | (4.7) | ($0.02) | |||||||||||||||||||||||||||||||||||||||||
| Adjustments: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Business integration, acquisition and restructuring related items (a) | — | 295.9 | 376.0 | 376.0 | (74.0) | 302.0 | 1.34 | |||||||||||||||||||||||||||||||||||||||||||
Purchased intangibles amortization | — | 45.0 | 52.8 | 52.8 | (13.0) | 39.8 | 0.18 | |||||||||||||||||||||||||||||||||||||||||||
Non-cash interest expense charges (b) | — | — | — | 14.6 | — | 14.6 | 0.06 | |||||||||||||||||||||||||||||||||||||||||||
Non-cash other income, net (c) | — | — | — | 2.6 | — | 2.6 | 0.01 | |||||||||||||||||||||||||||||||||||||||||||
Certain income tax items (d) | — | — | — | — | — | — | 0.00 | |||||||||||||||||||||||||||||||||||||||||||
| Total adjustments | — | 341.0 | 428.9 | 446.1 | (87.0) | 359.0 | 1.60 | |||||||||||||||||||||||||||||||||||||||||||
| Adjusted results | 1,457.0 | 975.1 | 407.5 | 441.4 | (87.0) | 20 | % | 354.3 | $1.58 | |||||||||||||||||||||||||||||||||||||||||
*Reported Diluted EPS does not consider dilutive shares in the nine months ended September 30, 2024 as those shares would be antidilutive. Basic shares for 9M 2024 were 222.7 M. Impact of adjustments and Adjusted Diluted EPS were calculated using 224.9 M diluted shares.
(a) Results for 2024 include charges for the restructuring program initiated in Q2 2024, as well as acquisition projects, including the continued integration of Verogen Inc.
(b) Cash Convertible Notes were recorded at an original issue discount that is recognized as incremental non-cash interest expense over the expected life of the notes.
(c) Adjustment includes the net impact of changes in fair value of the Call Options and the Embedded Cash Conversion Options related to the Cash Convertible Notes.
(d) Includes the impact of the estimated annual effective tax rate applied to the pretax amount in order to calculate the non-GAAP provision for income taxes. Additionally, certain income tax items were excluded from adjusted results that represent updates in QIAGEN's assessment of ongoing examinations or other tax items that are not indicative of the Company's normal future income tax expense.
Tables may contain rounding differences.
8
QIAGEN N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS
| (In $ thousands, except par value) | September 30, 2024 | December 31, 2023 | ||||||||||||
| Assets | (unaudited) | |||||||||||||
| Current assets: | ||||||||||||||
| Cash and cash equivalents | $972,985 | $668,084 | ||||||||||||
| Short-term investments | 507,379 | 389,698 | ||||||||||||
| Accounts receivable, net | 345,581 | 381,877 | ||||||||||||
| Inventories, net | 321,699 | 398,385 | ||||||||||||
| Prepaid expenses and other current assets | 306,429 | 309,516 | ||||||||||||
| Total current assets | 2,454,073 | 2,147,560 | ||||||||||||
| Long-term assets: | ||||||||||||||
| Property, plant and equipment, net | 759,932 | 765,037 | ||||||||||||
| Goodwill | 2,486,242 | 2,475,732 | ||||||||||||
| Intangible assets, net | 330,829 | 526,821 | ||||||||||||
| Other long-term assets | 239,121 | 200,040 | ||||||||||||
| Total long-term assets | 3,816,124 | 3,967,630 | ||||||||||||
| Total assets | $6,270,197 | $6,115,190 | ||||||||||||
Liabilities and equity | ||||||||||||||
| Current liabilities: | ||||||||||||||
| Current portion of long-term debt | $555,257 | $587,970 | ||||||||||||
| Accrued and other current liabilities | 494,293 | 407,168 | ||||||||||||
| Accounts payable | 79,018 | 84,155 | ||||||||||||
| Total current liabilities | 1,128,568 | 1,079,293 | ||||||||||||
| Long-term liabilities: | ||||||||||||||
| Long-term debt, net of current portion | 1,364,584 | 921,824 | ||||||||||||
| Other long-term liabilities | 247,051 | 306,309 | ||||||||||||
| Total long-term liabilities | 1,611,635 | 1,228,133 | ||||||||||||
| Equity: | ||||||||||||||
Common shares, 0.01 EUR par value, authorized—410,000 shares, issued—223,904 and 230,829 shares, respectively | 2,601 | 2,702 | ||||||||||||
| Additional paid-in capital | 1,655,076 | 1,915,115 | ||||||||||||
| Retained earnings | 2,362,542 | 2,456,800 | ||||||||||||
| Accumulated other comprehensive loss | (413,475) | (433,830) | ||||||||||||
Less treasury stock, at cost — 1,647 and 2,627 shares, respectively | (76,750) | (133,023) | ||||||||||||
| Total equity | 3,529,994 | 3,807,764 | ||||||||||||
| Total liabilities and equity | $6,270,197 | $6,115,190 | ||||||||||||
9
QIAGEN N.V.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
| (In $ thousands) | Nine Months Ended September 30, | |||||||||||||
| 2024 | 2023 | |||||||||||||
| Cash flows from operating activities: | ||||||||||||||
| Net (loss) income | ($4,731) | $243,639 | ||||||||||||
| Adjustments to reconcile net (loss) income to net cash provided by operating activities, net of effects of businesses acquired: | ||||||||||||||
| Depreciation and amortization | 157,716 | 153,766 | ||||||||||||
| Non-cash impairments | 200,270 | 4,158 | ||||||||||||
| Amortization of debt discount and issuance costs | 15,391 | 25,143 | ||||||||||||
| Share-based compensation expense | 32,793 | 35,067 | ||||||||||||
| Deferred tax benefit | (32,313) | (14,421) | ||||||||||||
| Other items, net including fair value changes in derivatives | 8,776 | 7,174 | ||||||||||||
| Change in operating assets, net | 102,561 | (68,696) | ||||||||||||
| Change in operating liabilities, net | 1,579 | (77,743) | ||||||||||||
| Net cash provided by operating activities | 482,042 | 308,087 | ||||||||||||
| Cash flows from investing activities: | ||||||||||||||
| Purchases of property, plant and equipment | (118,483) | (98,260) | ||||||||||||
| Purchases of intangible assets | (3,103) | (12,320) | ||||||||||||
| Purchases of short-term investments | (561,377) | (905,617) | ||||||||||||
| Proceeds from redemptions of short-term investments | 443,173 | 1,151,742 | ||||||||||||
| Cash paid for acquisitions, net of cash acquired | — | (149,532) | ||||||||||||
| Cash paid for collateral asset | (926) | (12,557) | ||||||||||||
| Purchases of investments, net | (1,728) | (2,657) | ||||||||||||
| Net cash used in investing activities | (242,444) | (29,201) | ||||||||||||
| Cash flows from financing activities: | ||||||||||||||
| Proceeds from long-term debt, net of issuance costs | 496,352 | — | ||||||||||||
| Capital repayment | (292,099) | — | ||||||||||||
| Repayment of long-term debt | (101,536) | (400,000) | ||||||||||||
| Proceeds from exercise of call options related to cash convertible notes | — | 36,762 | ||||||||||||
| Payment of intrinsic value of cash convertible notes | — | (36,762) | ||||||||||||
| Proceeds from issuance of common shares | — | 163 | ||||||||||||
| Tax withholding related to vesting of stock awards | (33,254) | (17,183) | ||||||||||||
| Cash paid for collateral liability | (2,550) | (9,371) | ||||||||||||
| Other financing activities | (833) | — | ||||||||||||
| Net cash provided by (used in) financing activities | 66,080 | (426,391) | ||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (777) | (3,229) | ||||||||||||
| Net increase (decrease) in cash and cash equivalents | 304,901 | (150,734) | ||||||||||||
| Cash and cash equivalents, beginning of period | 668,084 | 730,669 | ||||||||||||
| Cash and cash equivalents, end of period | $972,985 | $579,935 | ||||||||||||
Reconciliation of free cash flow(1) | ||||||||||||||
| Net cash provided by operating activities | $482,042 | $308,087 | ||||||||||||
| Purchases of property, plant and equipment | (118,483) | (98,260) | ||||||||||||
| Free cash flow | $363,559 | $209,827 | ||||||||||||
(1) Free cash flow is a non-GAAP financial measure and is calculated from net cash provided by operating activities reduced by purchases of property, plant and equipment.
10