Third Quarter 2021 Net Revenues Increased 35%
to $106.8 Million Year-Over-Year with Adjusted EBITDA Up 27%
Year-Over-Year to $24.5 Million
First Nine Months Net Revenues Increased 33% to
$283.2 Million, with LTM Net Revenues at $401.4 Million and LTM
Adjusted EBITDA up to $100.3 Million
Strong Double Digit Revenue Growth in Four Out
of Five Business Units Driven by Market Share Gains and New Product
Launches
Closed Business Combination with Union
Acquisition Corp. II on September 29, 2021, and Listed on The
Nasdaq Global Market Under “PROC” on September 30, 2021
As a Result of the Business Combination,
Procaps Group Ended the Third Quarter 2021 with $100.2 Million in
Unrestricted Cash and Cash Equivalents, Which Will Fund Future
Growth Initiatives
Company to Host Business Update Call on
Tuesday, November 23, 2021 at 4:30 p.m. Eastern Time
Procaps Group (NASDAQ: PROC), a leading integrated international
healthcare and pharmaceutical company, today announced its
financial results for the third quarter ended September 30,
2021.
Key Third Quarter 2021 Financial Highlights
Net revenues increased by $27.5 million, or 35%, to $106.8
million for the three months ended September 30, 2021, compared to
$79.3 million for the three months ended September 30, 2020, driven
by strong demand across our branded Rx and OTC businesses in both
our existing products as well as from our continued rollout of new
product launches.
- Gross profit increased by 14.5 million, or 30%, to $62.3
million (yielding a gross margin of 58%) for the three months ended
September 30, 2021, compared to $47.8 million (yielding a gross
margin of 60%) for the three months ended September 30, 2020.
- Net loss for the three months ended September 30, 2021 was
$36.9 million, compared to a net loss of $1.0 million for the three
months ended September 30, 2020. The increase in net loss was
primarily attributable to a one-time, non-cash adjustment of $44
million to reflect the termination, on the closing of the business
combination, of the put options previously granted to certain
shareholders.
- Adjusted EBITDA increased by 27% to $24.5 million for the three
months ended September 30, 2021, compared to $19.3 million for the
three months ended September 30, 2020.
- Adjusted EBITDA margin decreased to 22.9% for the three months
ended September 30, 2021, compared to 24.3% for the three months
ended September 30,2020.
- LTM Adjusted EBITDA for the period ended September 30, 2021 was
approximately $100.3 million, representing a LTM Adjusted EBITDA
margin of approximately 25%.
- Net Debt-to-LTM Adjusted EBITDA ratio of approximately 1.2x
incorporating the $100 million of cash balance as of September 30,
2021.
- Cash totaled $100.2 million at September 30, 2021, as compared
to $4.2 million at December 31, 2020. The increase in cash is
expected to fund future growth opportunities.
Key Financial Highlights for the Nine Months Ended September
30, 2021
- Net revenues increased by $69.9 million, or 33%, to $283.2
million for the nine months ended September 30, 2021, compared to
$213.3 million for the nine months ended September 30, 2020.
- Net loss for the nine months ended September 2021 was $54.6
million, compared to a net loss of $19.9 million for the nine
months ended September 30, 2020. The increase in net loss was
primarily attributable to a one-time, non-cash adjustment of $59
million to reflect the termination, on the closing of the business
combination, of the put options previously granted to certain
shareholders and the valuation of such put options.
- Adjusted EBITDA increased by 38% to $57.6 million for the nine
months ended September 30, 2021, compared to $41.9 million for the
nine months ended September 30, 2020.
- Adjusted EBITDA margin was 20.3% for the nine months ended
September 30, 2021, compared to 19.6% for the nine months ended
September 30, 2020.
Management Commentary
“The third quarter of 2021 was highlighted by the achievement of
a successful business combination with Union Acquisition Corp. II
(“LATN”) and the listing of our ordinary shares on the Nasdaq,
along with continued financial and operational momentum,” said
Ruben Minski, Procaps Group’s Founder, Chairman and Chief Executive
Officer. “The resurgence in the market with the re-opening of the
economy, rapid ramp-up of new product launches, continued roll-out
of products into new geographic areas and measured improvements to
our inventory rotations combined to deliver 35% revenue growth
during the quarter, including double-digit increases in four out of
five of our business units.
“The Procaps Colombia, CAN and CASAND business units had the
highest growth among our business units as a result of increased
demand across the board for a variety of products, including both
Rx and OTC products, and new product launches. Likewise, our
Diabetrics business unit experienced strong growth during the third
quarter of 2021 compared to the previous quarter.
“As we look to further our growth initiatives, we believe the
new capital from our business combination has positioned us to
execute a multi-prong growth strategy that we expect will continue
to deliver double-digit growth in our core markets with strong cash
generation to the bottom line. We are now further enabled to focus
on strategic roll-ups and consolidation in the region that we
believe will drive an accelerated competitive position and value
creation.
“In our B2B segment, we expect to see growth from both our
existing portfolio and product pipeline and in our B2C segment, we
anticipate growth initiatives from our existing portfolio and from
new products focused on current therapeutic areas in chronic
diseases such as pain relief, immunology, cardiology, respiratory
and dermatology, and the internationalization of our existing
portfolio, with on-going efforts to expand our footprint of
successful products outside of Colombia. Our internationalization
strategy and on-going efforts to expand our footprint of successful
products outside of Colombia continues to be one of our primary
focuses, with a return to trade fairs and over 67 products
internationalized during the quarter. We believe our company-wide
product pipeline, with an estimate of over 600 product launches in
the next three years, will provide the support for our growth in
the next few years.
“The quarter’s accomplishments and strong financial results are
helping to accelerate the delivery of our innovative pharmaceutical
solutions and drive new expansion initiatives that we believe will
enable us to increase our market share of the approximately $58
billion pharmaceutical market in Latin America,” concluded
Minski.
Chief Financial Officer Patricio Vargas commented: “As a result
of our business combination, there were a number of one-time
charges that affected our bottom line, and we are happy to report
that they are extinguished and now reflect positive total equity on
the balance sheet. For the nine months ended September 30, 2021,
finance expenses totaled $79 million, of which $23 million was
related to finance expenses accrued for the put options held by
certain shareholders and $36 million represented a one-time expense
for the termination of put options held by certain shareholders in
connection with the recently closed business combination. Moreover,
classifying and extinguishing these derivatives enables the Company
to articulate a cleaner financial profile in subsequent quarters as
we move closer toward positive net income operations. Considering
the favorable demand conditions that we have observed in the
different markets we operate, we have decided to increase our
investments in marketing and R&D, which we believe will result
in further growth in 2022. We look forward to reviewing these
numbers and all of the positive operational metrics since the
closing of our business combination on our upcoming business update
conference call next week,” concluded Vargas.
Third Quarter 2021 Financial Results
Net revenues for the three months ended September 30, 2021
totaled $106.8 million, compared to net revenues of $79.3 million
for the three months ended September 30, 2020, representing a
growth of 35% year-over-year. Net revenue by strategic business
unit (“SBU”) is shown below.
Net Revenue by SBU for the
Three Months Ended September 30
USD$mm
2021
2020
% Growth
Procaps Colombia
$40.9
$27.3
50%
Nextgel
31.4
30.6
3%
CASAND
13.8
8.3
67%
CAN
13.4
7.3
84%
Diabetrics
7.3
5.8
25%
Total
$106.8
$79.3
35%
Net Revenue by SBU for the
Nine Months Ended September 30
USD$mm
2021
2020
% Growth
Procaps Colombia
$109.4
$70.7
55%
Nextgel
83.9
76.7
9%
CASAND
39.0
23.6
65%
CAN
30.5
26.4
16%
Diabetrics
20.4
15.9
28%
Total
$283.2
$213.3
33%
The increase in net revenue was attributed to growth across all
SBUs.
- Procaps Colombia
- Pharmaceutical market in Colombia saw an increase in sales of
18.8% during the three months ended September 30, 2021 when
compared to the three months ended September 30, 2020, primarily as
a result of the re-opening of economy in Colombia in general. The
50% growth in net revenue of the Procaps Colombia business during
the three months ended September 30, 2021 when compared to the
three months ended September 30, 2020 is primarily due to the
growth of the Ethical businesses by 37.4%, generics by 38.2% and
the Institutional market by 89%.
- Nextgel
- The 3% growth in net revenue for the three months ended
September 30,2021 when compared to the three months ended September
30, 2020 in this business unit was driven by strong demand from our
CDMO business from third parties, and the launch of new products in
Brazil as well as new products in our Funtrition (gummies) line.
This increase in demand was partially offset by certain logistics
issues that affected our supply chain as a result of the global
supply chain crisis. Nextgel experienced a net revenue growth of
approximately 9% for the nine months ended September 30, 2021,
compared to the nine months ended September 30,2020.
- Central America North (CAN)
- Our strategic decision to lower inventory levels from
distributors and increase our point of sales penetration and cost
to serve, as well as effective marketing strategies, have resulted
in increase in net revenues of 84% for the three months ended
September 30, 2021 when compared to the three months ended
September 30, 2021. Additionally, the region experienced an
increase in demand of both Rx and OTC products, which contributed
to the increase in net revenue. On a year-to-date basis through the
nine months ended September 30, 2021, CAN experienced net revenue
growth of approximately 16% compared to the nine months ended
September 30, 2020.
- Central America South and Andean
Region (CASAND)
- The 67% growth in net revenue for the three months ended
September 30,2021 when compared to the three months ended September
30, 2020, was primarily due to improvements in inventory turnover
from distributor and sales channels, the rollout of new products in
the region, the further development of new products and the
continued strengthening of our existing brands in key growth
markets.
- Diabetrics
- Increased demand for our core Diabetrics products resulted in a
net revenue growth of 25% for the three months ended September 30,
2021 when compared to the three months ended September 30,2020
primarily as a result of the increase in the demand for our product
portfolio and the expansion of our products offering in this
segment to a more complete diabetes solution focus. Additionally,
in what constitutes our first international rollout for this
business unit, we launched diabetes therapeutic solutions and
medical devices in El Salvador in April 2021, which contributed to
our increased sales for the three months ended September 30,
2021.
Gross profit increased by 30% to $62.3 million for the three
months ended September 30, 2021, compared to $47.8 million for
three months ended September 30, 2020. This increase was primarily
attributable to strong topline growth.
Gross margin decreased 200 basis points to 58% in the three
months ended September 30, 2021, compared to 60% in the three
months ended September 30, 2020. The slight decrease in gross
margin resulted from increased sales in Clinical Specialties due to
increased demand related to the COVID-19 pandemic, and increased
sales of OTC products in CAN, both of which have lower margins than
other business lines.
Net loss for the three months ended September 30, 2021 was $36.9
million, compared to a net loss of $1.0 million for the three
months ended September 30, 2020. The increase in net loss was
primarily attributable to a one-time, non-cash adjustment of $44
million to reflect the termination, on the closing of the business
combination, of the put options previously granted to certain
shareholders.
See below under the heading “Interim Statement of Changes in
Equity” for a table that reconciles the termination of put options
from liability to equity on the Company’s balance sheet. As of
December 31, 2020, the Company reported total equity (deficit) of
($254.7 million) and due to the reconciliation post business
combination, the Company reported total equity of $36.3 million as
of September 30, 2021.
Adjusted EBITDA increased by 27% to $24.5 million for the three
months ended September 30, 2021, compared to $19.3 million for the
three months ended September 30, 2020. This increase was driven by
the strong demand across branded Rx and OTC businesses from both
our existing products as well as from our continued rollout of new
product launches.
See below under the heading “Use of Non-IFRS Financial Measures”
for a discussion of Adjusted EBITDA and a reconciliation of net
income, which the Company believes is the most comparable IFRS
measure, to Adjusted EBITDA.
Total net debt as of September 30, 2021, totaled 118.5 million,
of which approximately 47% consisted of long-term obligations. Net
Debt-to-LTM Adjusted EBITDA ratio as of September 30, 2021 was
1.2x.
Cash totaled $100.2 million at September 30, 2021, compared to
$4.2 million at December 31, 2020. The increase in cash during year
is a result of a net of $100.0 million in cash proceeds related to
the closing of the business combination with Union Acquisition
Corp. II.
Additional Third Quarter 2021 Operational Highlights
Product Development and Intellectual Property
- New products represented 21% of total sales for the nine months
ended September 30, 2021
- 12+ products (brands) for owned brand business
- 21+ products (brands) for CDMO business (excluding
gummies)
- Alliance with Indian company for the management of 3 biological
products
Market Expansion
- 60+ products internationalized during the nine months ended
September 30, 2021.
- 17 products in registration stages for openings in Paraguay as
of September 30, 2021.
- 25 Rx approvals of registries in CAN and CASAND regions for the
nine months ended September 30, 2021.
- 9 OTC approvals for registries in CAN and CASAND regions for
the nine months ended September 30, 2021.
Team
- Further strengthened management team with the appointments of
Patricio Vargas as global Chief Financial Officer.
- 24 years of public company finance experience with proven
capabilities in global financial management, business development
and global capital markets.
Use of Non-IFRS Financial Measures
Our management uses and discloses EBITDA, Adjusted EBITDA,
Adjusted EBITDA margin, LTM Adjusted EBITDA, LTM Adjusted EBITDA
margin and Net Debt-to-LTM Adjusted EBITDA ratio, which are
non-IFRS financial information to assess our operating performance
across periods and for business planning purposes. We believe the
presentation of these non-IFRS financial measures is useful to
investors as it provides additional information to facilitate
comparisons of historical operating results, identify trends in our
underlying operating results and provide additional insight and
transparency on how we evaluate our business. These non-IFRS
measures are not meant to be considered in isolation or as a
substitute for financial information presented in accordance with
International Financial Reporting Standards (“IFRS”) issued by the
International Accounting Standards Board and should be viewed as
supplemental and in addition to our financial information presented
in accordance with IFRS.
We define EBITDA as profit (loss) for the period before interest
expense, net, income tax expense and depreciation and amortization.
We define Adjusted EBITDA as EBITDA further adjusted to exclude
certain isolated costs incurred as a result of the COVID-19
pandemic, transaction expenses related to the business combination
with Union Acquisition Corp. II, certain costs related to business
transformation initiatives, certain foreign currency translation
adjustments and certain other finance costs adjustments. We also
report Adjusted EBITDA as a percentage of net revenue as an
additional measure so investors may evaluate our Adjusted EBITDA
margins. None of EBITDA, Adjusted EBITDA or Adjusted EBITDA margin
are presented in accordance with generally accepted accounting
principles (“GAAP”) or IFRS and are non-IFRS financial
measures.
We use EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, LTM
Adjusted EBITDA and Net Debt-to-LTM Adjusted EBITDA ratio for
operational and financial decision-making and believe these
measures are useful in evaluating our performance because they
eliminate certain items that we do not consider indicators of our
operating performance. EBITDA, Adjusted EBITDA, Adjusted EBITDA
margin, LTM Adjusted EBITDA and Net Debt-to-Adjusted EBITDA ratio
are also used by many of our investors and other interested parties
in evaluating our operational and financial performance across
reporting periods. We believe that the presentation of EBITDA,
Adjusted EBITDA, Adjusted EBITDA margin, LTM Adjusted EBITDA and
Net Debt-to-LTM Adjusted EBITDA ratio provides useful information
to investors by allowing an understanding of key measures that we
use internally for operational decision-making, budgeting,
evaluating acquisition targets, and assessing our operating
performance.
EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, LTM Adjusted
EBITDA and Net Debt-to-LTM Adjusted EBITDA ratio are not recognized
terms under IFRS and should not be considered as a substitute for
net income (loss), cash flows from operating activities, or other
income or cash flow statement data. These measures have limitations
as analytical tools, and should not be considered in isolation or
as substitutes for analysis of our results as reported under IFRS.
We strongly encourage investors to review our financial statements
in their entirety and not to rely on any single financial
measure.
Because non-IFRS financial measures are not standardized,
EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, LTM Adjusted
EBITDA and Net Debt-to-LTM Adjusted EBITDA ratio, as defined by us,
may not be comparable to similarly titled measures reported by
other companies. It therefore may not be possible to compare our
use these non-IFRS financial measures with those used by other
companies.
The following table contains a reconciliation of profit for the
period to EBITDA, Adjusted EBITDA and Adjusted EBITDA margin for
the periods presented. Procaps Group is unable to present a
reconciliation of its third quarter 2021 net revenue and Adjusted
EBITDA guidance because management cannot reliably predict all of
the necessary components of such measures. Accordingly, investors
are cautioned not to place undue reliance on this information.
Reconciliation of Adjusted
EBITDA and Adjusted EBITDA Margin for the Three Months Ended
September 30, 2021 and 2020
Three Months Ended September
30
% Change
Unaudited Financial Information
2021
2020
(in millions of U.S. dollars
except percentages)
Profit (loss) for the period
(36.9)
(1.0)
-3707.1%
Interest expense, net
50.7
14.2
255.8%
Income tax expense
3.6
(0.8)
-574.8%
Depreciation and amortization
4.2
3.2
33.3%
EBITDA
21.5
15.7
37.2%
COVID-19 impact adjustments(1)
1.3
1.9
-33.7%
Transaction expenses(2)
1.0
-
N/A
Business transformation initiatives(3)
-
0.5
-100.0%
Foreign currency translation
adjustments(4)
0.6
0.7
-16.7%
Other finance costs adjustments(5)
0.1
0.5
-85.4%
Adjusted EBITDA
24.5
19.3
26.9%
Adjusted EBITDA margin
22.9%
24.3%
(1)
COVID-19 impact adjustments primarily
include: (i) expenses incurred for safety pre-cautions during the
pandemic, such as employee COVID-19 testing, vaccination, office
and production infrastructure adaptation to practice social
distancing, to maintain a safe work and production environment for
the employees, (ii) operating and production expenses incurred in
connection with hiring of additional employees and costs paid to
third party agencies for such hiring, contractors and production
sub-contractors in order to mitigate any decrease in production and
operating capabilities of Procaps Group as a result of employees
absenteeism or attrition as a result of the COVID-19 pandemic,
(iii) expense incurred for certain logistic arrangements to
minimize Procaps employees’ exposure to COVID-19 through arranging
transportation from home to work, lodgings, face masks and PPE,
(iv) additional costs incurred to acquire certain raw materials
that are essential to production due to the lockdowns of suppliers’
factories and ports of entry worldwide, and additional logistic
costs due to delays, (v) expenses of certain one-time financial
discounts that Procaps provided to its customers, such as medicine
distributors, during the COVID-19 pandemic due to financial and
liquidity difficulties and customers’ inability to settle invoices
as a result of the effects of the COVID-19 pandemic and
governmental restrictions such as lockdowns, and (vi) other
miscellaneous expenses resulted from COVID-19 pandemic.
(2)
Primarily includes capital markets
advisory fees, incremental audit cost and consulting, accounting
and legal expenses incurred in connection with the business
combination with Union Acquisition Corp. II (NASDAQ: LATN).
(3)
Business transformation initiatives
consists of costs and expenses in connection with severance
payments made to separate employees from Procaps for certain
business transformation initiatives implemented during the three
months ended September 30, 2020.
(4)
Foreign currency translation adjustments
represent the reversal of exchange losses recorded by Procaps Group
due to foreign currency translation of monetary balances of certain
of its subsidiaries from U.S. dollars into the functional currency
of those subsidiaries as of September 30, 2021 and 2020.
(5)
Other finance costs adjustments represent
non-operating expenses incurred by Procaps Group, primarily
including additional interests incurred by Procaps Group due to the
withholding tax obligations of certain financial institutions
outside of Colombia.
Reconciliation of Adjusted
EBITDA and Adjusted EBITDA Margin for the Nine Months Ended
September 30, 2021 and 2020
Nine Months Ended September
30
% Change
Unaudited Financial Information
2021
2020
(in millions of U.S. dollars
except percentages)
Profit (loss) for the period
(54.6)
(19.9)
-174.3%
Interest expense, net
79.2
39.8
99.3%
Income tax expense
6.3
0.7
804.7%
Depreciation and amortization
13.1
11.1
18.0%
EBITDA
44.2
31.7
39.2%
COVID-19 impact adjustments(1)
3.2
3.4
-6.9%
Transaction expenses(2)
7.8
-
N/A
Business transformation initiatives(3)
-
1.2
-100.0%
Foreign currency translation
adjustments(4)
2.3
4.1
-42.7%
Other finance costs adjustments(5)
0.2
1.5
-85.4%
Adjusted EBITDA
57.6
41.9
37.5%
Adjusted EBITDA margin
20.3%
19.6%
(1)
COVID-19 impact adjustments primarily
include: (i) expenses incurred for safety pre-cautions during the
pandemic, such as employee COVID-19 testing, vaccination, office
and production infrastructure adaptation to practice social
distancing, to maintain a safe work and production environment for
the employees, (ii) operating and production expenses incurred in
connection with hiring of additional employees and costs paid to
third party agencies for such hiring, contractors and production
sub-contractors in order to mitigate any decrease in production and
operating capabilities of Procaps Group as a result of employees
absenteeism or attrition as a result of the COVID-19 pandemic,
(iii) expense incurred for certain logistic arrangements to
minimize Procaps employees’ exposure to COVID-19 through arranging
transportation from home to work, lodgings, face masks and PPE,
(iv) additional costs incurred to acquire certain raw materials
that are essential to production due to the lockdowns of suppliers’
factories and ports of entry worldwide, and additional logistic
costs due to delays, (v) expenses of certain one-time financial
discounts that Procaps provided to its customers, such as medicine
distributors, during the COVID-19 pandemic due to financial and
liquidity difficulties and customers’ inability to settle invoices
as a result of the effects of the COVID-19 pandemic and
governmental restrictions such as lockdowns, and (vi) other
miscellaneous expenses resulted from COVID-19 pandemic.
(2)
Primarily includes capital markets
advisory fees, incremental audit cost and consulting, accounting
and legal expenses incurred in connection with the business
combination with Union Acquisition Corp. II (NASDAQ: LATN).
(3)
Business transformation initiatives
consists of costs and expenses in connection with severance
payments made to separate employees from Procaps for certain
business transformation initiatives implemented during the nine
months ended September 30, 2020.
(4)
Foreign currency translation adjustments
represent the reversal of exchange losses recorded by Procaps Group
due to foreign currency translation of monetary balances of certain
of its subsidiaries from U.S. dollars into the functional currency
of those subsidiaries as of September 30, 2021 and 2020.
(5)
Other finance costs adjustments represent
non-operating expenses incurred by Procaps Group, primarily
including additional interests incurred by Procaps Group due to the
withholding tax obligations of certain financial institutions
outside of Colombia.
In conjunction with Procaps Group’s earnings release, Chief
Executive Officer Ruben Minski and Chief Financial Officer Patricio
Vargas will host a Business Update conference call on Tuesday,
November 23, 2021 at 4:30 p.m. ET (1:30 p.m. PT) during which
management will discuss third quarter 2021 financial results and
provide an update on current and future business initiatives.
This event will also include a question-and-answer period
following management’s prepared remarks designed for both sell-side
research analysts and institutional investors.
To access the call, please use the following information:
Date:
Tuesday, November 23, 2021
Time:
4:30 p.m. ET, 1:30 p.m. PT
Toll Free dial-in number:
1-877-407-0789
Toll/International dial-in number:
1-201-689-8562
Conference ID:
13725189
Please call the conference telephone number 5-10 minutes prior
to the start time. An operator will register your name and
organization. If you have difficulty connecting with the conference
call, please contact MZ Group at +1 (949) 491-8235.
The conference call will be broadcast live and available for
replay at
https://viavid.webcasts.com/starthere.jsp?ei=1513872&tp_key=6d49ae3058
and via the investor relations section of Procaps’ website
here.
A telephone replay will be available approximately two hours
after the call and will run through December 14, 2021 by dialing
1-844-512-2921 from the U.S., or 1-412-317-6671 from international
locations and entering replay pin number: 13725189.
About Procaps Group
Procaps Group is a developer of pharmaceutical and nutraceutical
solutions, medicines, and hospital supplies that reach more than 50
countries in all five continents. Procaps has a direct presence in
13 countries in Latin America and more than 4,500 collaborators
working under a sustainable model. Procaps develops, manufactures,
and markets over-the-counter (“OTC”) pharmaceutical products and
prescription pharmaceutical drugs (“Rx”), nutritional supplements
and high-potency clinical solutions. For more information, visit
www.procapsgroup.com or Procaps Group’s investor relations website
investor.procapsgroup.com.
Forward-Looking Statements
This press release contains “forward-looking statements.”
Forward looking statements may be identified by the use of words
such as “forecast,” “intend,” “seek,” “target,” “anticipate,”
“believe,” “expect,” “estimate,” “plan,” “outlook,” and “project”
and other similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
Such forward-looking statements include projected financial
information, including projected revenue and sales growth for 2021
and 2022; the effects of the net cash proceeds from the Procaps
Group business combination on expansion, including through
strategic roll-ups and consolidation; expectations related to
increased demand and market share for certain Procaps Group
products and services; expectations relating to the growth of
Procaps Group’s B-to-B and B-to-C business and R&D and
marketing expenses; expectations related to potential M&A
acquisitions; expectations relating to Procaps Group’s ability to
invest in growth through organic and inorganic growth; estimated
product and product candidate launches in next three years; and
expectations related to Procaps Group’s internationalization
strategy and on-going efforts to expand its footprint outside of
Colombia. Such forward-looking statements with respect to revenues,
earnings, performance, strategies, synergies, prospects, and other
aspects of the businesses of Procaps Group are based on current
expectations that are subject to risks and uncertainties. A number
of factors could cause actual results or outcomes to differ
materially from those indicated by such forward-looking statements.
These statements involve risks, uncertainties and other factors
that may cause actual results, levels of activity, performance or
achievements to be materially different from the information
expressed or implied by these forward-looking statements. Although
we believe that we have a reasonable basis for each forward-looking
statement contained in this press release, we caution you that
these statements are based on a combination of facts and factors
currently known by us and our projections of the future, about
which we cannot be certain. Forward-looking statements in this
press release include, but are not limited to: (1) the inability to
recognize the anticipated benefits of the business combination with
Union Acquisition Corp. II, which may be affected by, among other
things, competition, and the ability of the combined business to
grow and manage growth profitably; (2) the inability to
successfully retain or recruit officers, key employees, or
directors; (3) effects on Procaps Group’s public securities’
liquidity and trading; (4) the market’s reaction to the business
combination; (6) the lack of a market for Procaps Group’s
securities; (6) Procaps Group’s financial performance following the
business combination; (7) costs related to the business
combination; (8) changes in applicable laws or regulations; (9) the
possibility that Procaps Group may be adversely affected by other
economic, business, and/or competitive factors; and (10) other
risks and uncertainties indicated from time to time in documents
filed or to be filed with the SEC by Procaps Group. We cannot
assure you that the forward-looking statements in this press
release will prove to be accurate. These forward-looking statements
are subject to a number of significant risks and uncertainties that
could cause actual results to differ materially from expected
results, including, among others, the ability to recognize the
anticipated benefits of the business combination, the outcome of
any legal proceedings that may be instituted against LATN or
Procaps Group following the closing of the business combination and
related transactions, the impact of COVID-19 on Procaps Group’s
business and/or the ability to obtain or maintain the listing
Procaps Group’s ordinary shares on Nasdaq, costs related to the
business combination, changes in applicable laws or regulations,
the possibility that Procaps Group may be adversely affected by
other economic, business, and/or competitive factors, and other
risks and uncertainties, including those included under the header
“Risk Factors” in the Form F-4 Registration Statement filed with
the SEC, as well as Procaps Group’s other filings with the SEC.
Should one or more of these risks or uncertainties materialize, or
should any of our assumptions prove incorrect, actual results may
vary in material respects from those projected in these
forward-looking statements. We undertake no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
under applicable securities laws. Accordingly, you should not put
undue reliance on these statements.
Procaps Group S.A. and
subsidiaries (The Group)
Unaudited Condensed
Consolidated Interim Statement of Financial Position
As of September 30, 2021 and
December 31, 2020
(In thousands of United States
Dollars, unless otherwise stated)
As of September 30,
2021
As of December 31,
2020
Assets
Non-current assets
Property, plant and equipment, net
$
71,259
70,335
Right-of-use assets
36,645
43,195
Goodwill
6,851
6,863
Intangible assets
24,754
27,583
Investments in joint ventures
2,478
2,460
Other financial assets
440
761
Deferred tax assets
6,675
21,769
Other assets
2,778
1,870
Total non-current assets
151,880
174,836
Cash
100,192
4,229
Trade and other receivables, net
110,023
96,493
Inventories, net
76,981
64,284
Amounts owed by related parties
3,398
2,562
Current tax assets
21,314
16,774
Other current assets
960
360
Total current assets
312,868
184,702
Total assets
$
464,748
359,538
Liabilities and stockholders’ equity
(deficit)
Total equity (deficit)
$
36,305
(254,678
)
Borrowings
101,932
339,738
Amounts owed to related parties
11,190
12,163
Warrant liability
33,950
—
Deferred tax liabilities
1,451
18,890
Other liabilities
3,173
3,797
Total non-current liabilities
151,696
374,588
Borrowings
116,713
102,621
Trade and other payables, net
132,462
106,275
Amounts owed to related parties
5,703
8,459
Current tax liabilities
14,249
9,393
Provisions
1,663
1,829
Other liabilities
5,957
11,051
Total current liabilities
276,747
239,628
Total liabilities and stockholders'
equity (deficit)
$
464,748
359,538
Procaps Group S.A. and
subsidiaries (The Group)
Unaudited Condensed
Consolidated Interim Statement of Profit or Loss
For the three and nine months
ended September 30, 2021 and 2020
(In thousands of United States
Dollars, unless otherwise stated)
For the three months ended
September 30
2021
2020
Revenue
$
106,829
79,313
Cost of sales
(44,577
)
(31,525
)
Gross profit
62,252
47,788
Sales and marketing expenses
(22,841
)
(19,234
)
Administrative expenses
(21,011
)
(14,370
)
Finance expenses
(50,651
)
(14,236
)
Other expenses
(1,107
)
(1,668
)
Income (loss) before tax
$
(33,358
)
(1,720
)
Income tax expense
(3,566
)
751
Loss for the period
$
(36,924
)
(969
)
For the nine months ended
September 30
2021
2020
Revenue
$
283,206
213,320
Cost of sales
(123,152
)
(90,133
)
Gross profit
160,054
123,187
Sales and marketing expenses
(61,191
)
(53,352
)
Administrative expenses
(64,670
)
(43,857
)
Finance expenses
(79,242
)
(39,763
)
Other expenses
(3,179
)
(5,406
)
Income (loss) before tax
$
(48,228
)
(19,191
)
Income tax expense
(6,342
)
(701
)
Loss for the period
$
(54,570
)
(19,892
)
Procaps Group S.A. and
subsidiaries (The Group)
Unaudited Condensed
Consolidated Interim Statement of Cash Flows
For the nine months ended
September 30, 2021 and 2020
(In thousands of United States
Dollars, unless otherwise stated)
For the nine months ended
September 30
2021
2020
Operating activities
Loss for the period
$
(54,570
)
$
(19,892
)
Adjustments to reconcile net loss with net
cash from operating
activities:
Depreciation of property, plant and
equipment
4,184
4,062
Depreciation of right-of-use
3,281
3,098
Amortization of intangibles
5,892
4,705
Income tax expense
6,342
701
Finance expenses
79,242
39,763
Share of result of joint ventures
(371
)
(416
)
Net (gain)/loss on sale of property, plant
and equipment
710
—
Inventory provision
3,263
3,538
Provision for bad debt
741
(2,087
)
Provisions
1,182
1,599
Cash flow from operating activities
before changes in working capital
$
49,896
$
35,071
(Increase)/decrease in operating assets
and liabilities:
Trade and other receivables
(14,271
)
20,526
Amounts owed by related parties
(835
)
(7,038
)
Inventories
(15,523
)
828
Current tax assets
(4,540
)
(5,295
)
Other current assets
(563
)
(47
)
Trade and other payables
(10,975
)
(12,772
)
Amounts owed to related parties
(252
)
9,148
Current tax liabilities
(1,120
)
(3,542
)
Other liabilities
13,710
(4,534
)
Provisions
(1,182
)
(2,110
)
Other financial assets
321
—
Other assets
(946
)
(4,027
)
Cash generated from operations
$
13,720
$
26,208
Dividends received
300
—
Income tax paid
(2,711
)
3,291
Cash flow from operating
activities
$
11,309
$
29,499
Investing activities
Acquisition of property, plant and
equipment
(10,933
)
(5,641
)
Proceeds from sale of property, plant and
equipment
26
—
Acquisition of intangibles
(5,898
)
(5,595
)
Cash flow used in investing
activities
$
(16,805
)
$
(11,236
)
Financing activities
Proceeds from borrowings
122,042
89,950
Payments on borrowings
(80,101
)
(75,209
)
Payments to related parties
(3,577
)
(4,836
)
Interest paid on borrowings
(9,527
)
(7,997
)
Payment of lease liabilities
(4,354
)
(3,511
)
Cash obtained from acquisition
91,585
—
Cash flow generated from (used in)
financing activities
$
116,068
$
(1,603
)
Net increase/(decrease) in cash
110,572
16,660
Cash less bank overdrafts at beginning of
the period
4,229
2,042
Effect of exchange rate fluctuations
(14,609
)
(12,229
)
Cash less bank overdrafts at end of the
period
$
100,192
$
6,473
Non-cash financing and investing
activities (1)
$
948
$
6,418
Procaps Group S.A. and
subsidiaries (The Group)
Unaudited Condensed
Consolidated Interim Statement of Changes in Equity
For the nine months ended
September 30, 2021 and 2020
(In thousands of United States
Dollars, unless otherwise stated)
Attributable to equity holders
of the Group
Issued Capital
Share premium
Reserves 1
Accumulated deficit
Other Comprehensive
Income
Total
Non-controlling
interest
Total equity (deficit)
Balance as of December 31, 2019
2,001
54,412
28,681
(305,634
)
(23,753
)
(244,293
)
346
(243,947
)
Loss for the period
—
—
—
(20,620
)
—
(20,620
)
728
(19,892
)
Transfer reserves
—
—
11,177
(11,177
)
—
—
—
—
Other comprehensive income
—
—
—
—
11,600
11,600
—
11,600
Non-controlling interest
—
—
—
728
—
728
—
728
Balance as of September 30,
2020
$
2,001
$
54,412
$
39,858
$
(336,703
)
$
(12,153
)
$
(252,585
)
$
1,074
$
(251,511
)
Balance as of December 31, 2020
2,001
54,412
39,897
(327,344
)
(24,421
)
(255,455
)
778
(254,677
)
Loss for the period
—
—
—
(54,947
)
—
(54,947
)
377
(54,570
)
Transfer reserves
—
—
(8
)
8
—
—
—
—
Other comprehensive income
—
—
—
—
(3,894
)
(3,894
)
—
(3,894
)
Non-controlling interest
—
—
377
—
377
—
377
Share redemption and issuance in business
combination
(873
)
201,304
148,638
—
349,069
—
349,069
Balance as of September 30,
2021
$
1,128
$
255,716
$
39,889
$
(233,268
)
$
(28,315
)
$
35,150
$
1,155
$
36,305
1 Includes the appropriate values from net income to comply with
legal provisions related to asset protection according to
applicable jurisdictions with cumulative earnings.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211119005454/en/
Investor Contact: Chris Tyson Executive Vice President MZ
North America Direct: 949-491-8235 PROC@mzgroup.us
Union Acquisition Corpor... (NASDAQ:LATN)
過去 株価チャート
から 10 2024 まで 11 2024
Union Acquisition Corpor... (NASDAQ:LATN)
過去 株価チャート
から 11 2023 まで 11 2024