Hologic Announces Fourth Quarter and Fiscal 2012 Operating Results

      Hologic Announces Fourth Quarter and Fiscal 2012 Operating Results

Year-over-Year Revenue Growth in All Four Operating Segments

PR Newswire

BEDFORD, Mass., Nov. 12, 2012

BEDFORD, Mass., Nov. 12, 2012 /PRNewswire/ --Hologic, Inc. (Hologic or the
Company) (NASDAQ: HOLX), a leading developer, manufacturer and supplier of
premium diagnostics products, medical imaging systems and surgical products
dedicated to serving the healthcare needs of women, today announced its
results for the fourth fiscal quarter and fiscal year ended September 29,
2012.

Highlights of the Quarter Include:

  oRevenues of $588.5 million, net of an $(11.6) million adjustment for
    contingent revenue earned and received under Gen-Probe Incorporated's
    (Gen-Probe) collaboration agreement with Novartis following the
    acquisition date that was eliminated under U.S. generally accepted
    accounting principles (GAAP) as a result of the effects of purchase
    accounting.
  oNon-GAAP adjusted revenues of $600.2 million, including the $11.6 million
    explained above.
  oHologic legacy revenues (excluding the contribution from the Company's
    acquisition of Gen-Probe) of $499.1 million, as compared to guidance of
    $485 million, representing year-over-year growth of 7%.
  oGen-Probe revenues of $89.5 million ($101.1 million, as adjusted for the
    contingent revenue explained above) for the two-month post-acquisition
    period.
  oNet loss of $77.8 million, or $0.29 per diluted share, calculated in
    accordance with GAAP.
  oNon-GAAP adjusted net income of $98.3 million, or $0.37 per diluted share,
    and adjusted EBITDA (non-GAAP adjusted earnings before interest, taxes,
    depreciation and amortization) of $210.0 million.
  oClosing of the Gen-Probe acquisition on August 1, 2012, with integration
    efforts and synergy goals on track.

Highlights Subsequent to the Quarter Include:

  oU.S. Food and Drug Administration (FDA) Approval of the APTIMA 16 18/45
    Genotype Assay for use on the TIGRIS system received on October 12, 2012.
  oFavorable vote by the Radiological Devices Panel of the FDA on October 24,
    2012 for the Company's C-View mammography technology. Commercial use of
    C-View in the U.S. remains subject to FDA approval.
  oDigital breast tomosynthesis voted "hottest clinical procedure" of 2012
    for the third consecutive year by the radiology community.

A reconciliation of historical GAAP to non-GAAP results is included as an
attachment to this press release.

Fourth Quarter Fiscal 2012 Operating Results Overview:

Fourth quarter fiscal 2012 revenues totaled $588.5 million, net of a purchase
accounting adjustment which reduced revenues by $11.6 million. This purchase
accounting adjustment related to contingent revenue earned and received under
Gen-Probe's collaboration agreement with Novartis. The $11.6 million in cash
was subsequently collected by Hologic following the acquisition. Excluding the
effect of this purchase accounting adjustment, non-GAAP adjusted revenues were
$600.2 million, an increase of 28.5% (29.8% on a constant currency basis)
compared to revenues of $467.0 million in the fourth quarter of fiscal 2011.
This increase primarily resulted from: (i) the inclusion of Gen-Probe non-GAAP
adjusted revenues of $101.1 million from the date of acquisition (August 1,
2012); (ii) a combined increase in Hologic's legacy Diagnostics revenues of
$13.5 million, or 9.0%, primarily from international ThinPrep sales, as well
as growth in the molecular diagnostics product lines; (iii) growth in Breast
Health revenues of $11.2 million, or 5.1%, driven by a $10.5 million, or
14.5%, increase in service revenue primarily related to the Company's
increased installed base of digital mammography systems; (iv) an increase in
GYN Surgical revenues of $5.7 million, or 7.7%, from growth in sales of both
the MyoSure hysteroscopic tissue removal (MyoSure) and the NovaSure
endometrial ablation (NovaSure) systems, partially offset by the Company's
decision in the second quarter to discontinue sales of its Adiana permanent
contraception (Adiana) system; and (v) an increase in Skeletal Health revenues
of $1.7 million, or 7.2%. The impact on revenues from changes in foreign
currencies as compared to the fourth quarter of fiscal 2011 was a reduction of
approximately $6.1 million.

Excluding the revenue contribution from the Company's acquisition of Gen-Probe
during the quarter, revenues were $499.1 million as compared to the Company's
guidance provided on July 30, 2012 of $485 million, representing an increase
of $32.0 million, or 6.9% (7.9% on a constant currency basis), compared to
revenues in the fourth quarter of fiscal 2011.

For the fourth quarter of fiscal 2012, the Company reported a net loss of
$77.8 million, or $0.29 per diluted share, compared with net income of $27.6
million, or $0.10 per diluted share, in the fourth quarter of fiscal 2011.

The Company's non-GAAP adjusted net income increased 10.8% to $98.3 million,
or $0.37 per diluted share, in the fourth quarter of fiscal 2012 compared to
$88.8 million, or $0.34 per diluted share, for the same period in the prior
year. The Company's fiscal 2012 and 2011 fourth quarter non-GAAP adjusted net
income primarily excludes: (i) a non-cash charge of $90.9 million and $60.5
million, respectively, attributable to the amortization of intangible assets;
(ii) non-cash interest expense of $16.5 million and $18.5 million,
respectively, related to the Company's Convertible Notes; (iii)
acquisition-related costs of $38.5 million and $0.4 million, respectively;
(iv) a net charge to operating expenses of $40.4 million and $11.3 million,
respectively, attributable to contingent consideration related to certain of
the Company's acquisitions. The Company's non-GAAP adjusted net income for the
fourth quarter of fiscal 2012 also primarily excludes a reduction to
Gen-Probe's revenues of $11.6 million as a result of the effect of a purchase
accounting adjustment related to Gen-Probe's collaboration with Novartis and
charges of: (i) $16.7 million related to restructuring and divestiture; (ii)
$19.9 million (non-cash) related to the fair value write-up of acquired
inventory sold; (iii) $2.5 million (non-cash) of additional depreciation
expense related to the fair value write-up of acquired fixed assets; (iv) $5.8
million (non-cash) for the impairment of goodwill related to the Company's
MammoSite reporting unit as a result of changes in estimates; and (v) $4.5
millionfor acquired in-process research and development. Both periods also
include income taxes related to such adjustments.

For the twelve months ended September 29, 2012, revenues totaled $2.0 billion,
an increase of 11.9% (12.6% on a non-GAAP adjusted basis, excluding the $11.6
million purchase accounting adjustment), compared to revenues of $1.79 billion
in the twelve months ended September 24, 2011. This increase resulted from:
(i) the inclusion of Gen-Probe revenues of $89.5 million ($101.1 million on a
non-GAAP basis) from the date of acquisition; (ii) a combined increase in
Hologic's legacy Diagnostics revenues of $57.3 million, or 10.0%, primarily
from international ThinPrep sales, as well as growth in the molecular
diagnostics product lines; (iii) growth in Breast Health revenues of $50.2
million, or 6.1%, driven by a $27.8 million, or 10.1%, increase in service
revenues and a $22.4 million, or 4.1%, increase in product revenues primarily
related to sales of the Company's 2D and 3D Dimensions digital mammography
systems; (iv) an increase in GYN Surgical revenues of $12.6 million, or 4.2%,
primarily related to growth in sales of the MyoSure system, partially offset
by a decrease in NovaSure and Adiana system sales (excluding Adiana revenues
in both periods, GYN Surgical revenues increased $23.5 million, or 8.4%); and
(v) an increase in Skeletal Health revenues of $3.7 million, or 4.1%,
primarily due to an increase in both Mini C-Arm and bone densitometry system
sales.

For the twelve months ended September 29, 2012, the Company reported a net
loss of $73.6 million, or $0.28 per diluted share, compared with net income of
$157.2 million, or $0.59 per diluted share, in the twelve months ended
September 24, 2011. The Company's non-GAAP adjusted net income increased 9.6%
to $367.8million, or $1.38 per diluted share, in the twelve months ended
September 29, 2012 compared to $335.5million, or $1.27 per diluted share, for
the same period in the prior year. The Company's non-GAAP adjusted net income
for the twelve months of fiscal 2012 and 2011 primarily excludes: (i) a
non-cash charge of $273.9 million and $235.8 million, respectively,
attributable to the amortization of intangible assets; (ii) non-cash interest
expense of $68.5 million and $72.9 million, respectively, related to the
Company's Convertible Notes; (iii) a net charge to operating expenses of
$119.5 million and $12.0 million, respectively, attributable to contingent
consideration related to certain of the Company's acquisitions; (iv)
acquisition-related costs and charges of $45.6 million and $2.3 million,
respectively; (v) a non-cash loss of $42.3 million and $29.9 million,
respectively, on the exchange of Convertible Notes; (vi) a net gain of $12.4
million and $84.5 million, respectively, included as a credit within operating
expenses, related to the Company's agreement to sell the rights of the Makena
assets; and (vii) a non-cash charge of $19.9 million and $3.3 million,
respectively, related to the fair value write-up of acquired inventory sold.
The Company's non-GAAP adjusted net income for the twelve months of fiscal
2012 also primarily excludes a reduction to Gen-Probe's revenues of $11.6
million as a result of the effect of a purchase accounting adjustment related
to Gen-Probe's collaboration with Novartis and charges of: (i) $17.0 million
related to restructuring and divestiture; (ii) $19.5 million related to the
Company's decision in the second quarter to discontinue sales of the Adiana
product; (iii) $2.5 million (non-cash) of additional depreciation expense
related to the fair value write-up of acquired fixed assets; (iv) $5.8 million
(non-cash) for the impairment of goodwill related to the Company's MammoSite
reporting unit as a result of changes in estimates; and (v) $4.5 million for
acquired in-process research and development. Both periods also include income
taxes related to such adjustments.

Non-GAAP adjusted revenues, non-GAAP adjusted net income, non-GAAP adjusted
earnings per diluted share (non-GAAP adjusted EPS), and adjusted EBITDA are
non-GAAP financial measures. The Company's definitions of these non-GAAP
financial measures, and the reconciliations of these historical measures to
the Company's comparable GAAP financial measures for the periods presented,
are set forth in the supplemental information attached to this press release.
When analyzing the Company's operating performance, investors should not
consider these non-GAAP measures as a substitute for the comparable financial
measures prepared in accordance with GAAP.

"We are very pleased with our execution during fiscal 2012. We finished the
year with a strong quarter that included revenue growth in all four of our
business segments," said Rob Cascella, President and Chief Executive Officer.
"Hologic is at the onset of two major product growth cycles with Dimensions 3D
breast tomosynthesis and PANTHER automation. The addition of the Gen-Probe
product line establishes Hologic as a leader in the diagnostics market. With
our current portfolio, development pipeline and established global
infrastructure, we are well-positioned for continued growth in fiscal 2013 and
beyond."

Fourth Quarter Fiscal 2012 Revenue Overview by Segment (As Compared to the
Fourth Quarter Fiscal 2011):

  oDiagnostics revenues totaled $253.5 million in the current quarter, net of
    the $11.6 millionreduction for the effect of purchase accounting related
    to Gen-Probe's collaboration agreement with Novartis, compared to $150.5
    million the prior year. Including the $11.6 million, non-GAAP adjusted
    revenues totaled $265.1 million, an increase of 76.1%. Sales growth was
    driven primarily by: (i) the inclusion of Gen-Probe revenues of $89.5
    million ($101.1 million, as adjusted) from the date of acquisition; (ii)
    higher ThinPrep revenues (with the majority of the increase from
    international sales); and (iii) strong growth in Hologic's legacy
    molecular diagnostics revenues. Excluding the revenue contribution from
    Gen-Probe, Diagnostics revenues were approximately $164.0 million, an
    increase of 9.0%.
  oBreast Health revenues increased to $230.3 million in the current quarter
    compared to $219.1 million in the prior year, an increase of 5.1%. Revenue
    growth was driven primarily by an increase in service revenues related to
    the Company's growing installed base of digital mammography systems.
  oGYN Surgical revenues totaled $79.7 million in the current quarter
    compared to $74.0 million in the prior year, an increase of 7.7%. This was
    driven primarily by an increase in sales of the MyoSure system and, to a
    lesser extent, an increase in NovaSure system sales. These increases were
    partially offset by a $6.2 million reduction in revenues from the Adiana
    system as compared to the prior year as a result of the Company's decision
    in the second quarter to discontinue sales of that product line. Excluding
    Adiana revenues in both periods, the increase in GYN Surgical revenues was
    approximately 17.0%.
  oSkeletal Health revenues totaled $25.1 million in the current quarter
    compared to $23.4 million in the prior year, an increase of 7.2%. This
    increase was primarily the result of an increase in Mini C-Arm product
    sales, slightly offset by a reduction in the number of bone densitometry
    system sales.

Gen-Probe Acquisition and Related Financing:

On August 1, 2012, the Company completed its acquisition of Gen-Probe for a
total net purchase price of approximately $3.8 billion. Gen-Probe is now a
wholly-owned subsidiary of Hologic and its results of operations are reported
within the Company's Diagnostics business segment from the date of
acquisition. Concurrent with the completion of the acquisition, Hologic closed
a private placement of $1.0 billion in aggregate principal amount of its 6.25%
Senior Notes due 2020. Separately, the Company closed on its $2.8 billion of
Senior Secured Credit Facilities, including an undrawn $300 million revolving
credit facility. The blended interest yield on the Company's total financing
for the Gen-Probe acquisition was approximately 4.80%, including the
amortization of the original issue discount (OID) and excluding the impact of
deferred financing costs.

New Product:

On October 12, 2012, the FDA approved the Company's APTIMA HPV 16 18/45
Genotype Assay for use on its TIGRIS system. Hologic's APTIMA HPV 16 18/45
Genotype Assay is the first test FDA-approved for genotyping human
papillomavirus (HPV) types 16, 18 and/or 45, which are associated with
approximately 80% of all invasive cervical cancers worldwide. Detecting these
HPV types provides health care professionals with more information regarding a
patient's risk of subsequently developing cervical cancer. The APTIMA HPV
Assay received FDA approval in 2011 and was CE marked in 2008.

FDA Panel Review of C-View:

On October 24, 2012, the Radiological Devices Panel of the FDA voted that the
expanded indications for use of Hologic's Dimensions 3D mammography system to
allow Hologic's C-View synthesized 2D images in place of traditional 2D images
in breast cancer screening are safe, effective and the benefits outweigh the
risks. Sale of the 3-D version of this system in the United States remains
subject to FDA approval. The C-View synthesized 2D software module is
commercially available outside the United States, including countries in
Europe, Latin America and Asia.

Radiology Community Votes Digital Breast Tomosynthesis "Hottest Clinical
Procedure" of 2012 for Third Consecutive Year:

In October 2012 and for the third consecutive year, the readers and editors of
the leading radiology portal, AuntMinnie.com, named digital breast
tomosynthesis the "hottest clinical procedure" in radiology for 2012 in their
annual event recognizing excellence in medical imaging. AuntMinnie.com
provides a forum for radiology professionals to acknowledge the contributions
of their peers to the field of medical imaging. Candidates are nominated by
AuntMinnie.com members and are selected by a panel of experts in the field
through two rounds of voting. AuntMinnie.com provides a comprehensive
community Internet site for radiologists and related professionals in the
medical imaging industry and features the latest news and information about
medical imaging.

Financial Guidance:

The Company's guidance includes current operations, including revenues from
its approved/cleared products and its recently acquired businesses.

First Quarter Fiscal 2013 (Quarter Ending December 29, 2012):

  oThe Company expects first quarter fiscal 2013 non-GAAP adjusted revenues
    of $640 million to $645 million (excludes an expected purchase accounting
    reduction of $17 million related to the Novartis collaboration).
    Year-over-year, this represents an expected increaseof 35% to 36% over
    first quarter fiscal 2012 revenues of $472.7 million. The increase
    primarily reflects the inclusion of expected revenues related to the
    Gen-Probe acquisition, the continued ramp-up of new products including the
    Dimensions and MyoSure systems, and an overall strengthening in each of
    the Company's operating segments, partially offset by a reduction in
    revenues related to the Adiana product.

  oThe Company expects non-GAAP adjusted EPS of $0.37. This reflects
    additional expected interest expense of $45 million related to the
    financing of the Gen-Probe acquisition, as well as the expected seasonal
    increase in operating expenses related to trade shows, including RSNA, and
    national sales meetings that occur in the first quarter.

Fiscal 2013 (Year Ending September 28, 2013):

  oThe Company expects fiscal 2013 non-GAAP adjusted revenues of $2.61
    billion to $2.64 billion (excludes an expected purchase accounting
    reduction of $22 million related to the Novartis collaboration).
    Year-over-year, this represents an expected increase of 30% to 31% over
    fiscal 2012 non-GAAP revenues of $2.01 billion. This primarily reflects an
    increase in expected revenues related to the Gen-Probe acquisition and, to
    a lesser extent, increases in the Breast Health, GYN Surgical and legacy
    Diagnostics segments, partially offset by a reduction in revenues related
    to the Adiana product.

  oThe Company expects non-GAAP adjusted EPS of $1.56 to $1.58. This reflects
    additional expected interest expense of $180 million related to the
    financing of the Gen-Probe acquisition, as well as a charge of
    approximately $25 million related to the medical device excise tax
    beginning on January 1, 2013. The medical device excise taxis expected
    beapproximately $0.06 dilutive to EPS. The Company anticipates recording
    the charge as a General and Administrative expense in its Statements of
    Operations beginning in the second fiscal quarter.

Hologic may not generate expected revenues and may incur expenses or charges,
realize income or gains, or execute acquisitions or dispositions in fiscal
2013 that could cause actual results to vary from the guidance above. In
addition, the Company is continuing to monitor the effects of the U.S.,
European and general worldwide economic and regulatory conditions and related
uncertainties, including the implementation of healthcare cost containment
measures and healthcare reform legislation, as well as foreign currency
fluctuations, which, along with other uncertainties facing the Company's
business including those referenced elsewhere herein and its filings with the
Securities and Exchange Commission, could adversely affect anticipated
results.

Conference Call and Webcast:

Hologic's management will host a conference call on Monday, November 12, 2012,
at 5:00 p.m. (Eastern) to discuss fourth quarter and fiscal year 2012
operating results. Interested participants may listen to the call by dialing
877-856-1958 or 719-325-4810 for international callers and referencing code
9845290 approximately 15 minutes prior to the call. For those unable to
participate in the live broadcast, a replay will be available one hour after
the call ends through Friday, November 30, 2012, at 888-203-1112 or
719-457-0820 for international callers, access code 9845290. The Company will
also provide a live webcast of the call. Interested participants may access
the webcast on the Company's website at www.hologic.com/investors-overview. A
PowerPoint presentation related to the conference call has been posted to the
site.

About Hologic, Inc.:

Hologic, Inc. is a leading developer, manufacturer and supplier of premium
diagnostic products, medical imaging systems, and surgical products. The
Company operates four core business units focused on breast health,
diagnostics, GYN surgical and skeletal health.With a comprehensive suite of
technologies and a robust research and development program, Hologic is
committed to improving lives.The Company is headquartered in Massachusetts.
For more information, visit www.hologic.com.

Hologic, Adiana, APTIMA, C-View, Dimensions, Gen-Probe,MyoSure, NovaSure,
PANTHER, ThinPrep and TIGRIS and associated logos are trademarks and/or
registered trademarks of Hologic, Inc. and/or its subsidiaries in the United
States and/or other countries.

Forward-Looking Statement Disclaimer:

This News Release contains forward-looking information that involves risks and
uncertainties, including statements about the Company's plans, objectives,
expectations and intentions. Such statements include, without limitation:
financial or other information included herein based upon or otherwise
incorporating judgments or estimates relating to future performance, events or
expectations; the Company's positioning and expectations for future growth;
the anticipated benefits of the Gen-Probe acquisition; and the Company's
outlook and financial and other guidance. These forward-looking statements are
based upon assumptions made by the Company as of the date hereof and are
subject to known and unknown risks and uncertainties that could cause actual
results to differ materially from those anticipated.

Risks and uncertainties that could adversely affect the Company's business and
prospects, and otherwise cause actual results to differ materially from those
anticipated, include without limitation: U.S., European and general worldwide
economic conditions and related uncertainties; the Company's reliance on
third-party reimbursement policies to support the sales and market acceptance
of its products, including the possible adverse impact of government
regulation and changes in the availability and amount of reimbursement and
uncertainties for new products or product enhancements; uncertainties
regarding the recently enacted or future healthcare reform legislation,
including associated tax provisions, or budget reduction or other cost
containment efforts; changes in guidelines, recommendations and studies
published by various organizations that could affect the use of the Company's
products; uncertainties inherent in the development of new products and the
enhancement of existing products, including FDA approval and/or clearance and
other regulatory risks, technical risks, cost overruns and delays; the risk
that products may contain undetected errors or defects or otherwise not
perform as anticipated; risks associated with acquisitions, including without
limitation, the Company's ability to successfully integrate acquired
businesses, the risks that the acquired businesses may not operate as
effectively and efficiently as expected even if otherwise successfully
integrated, the risks that acquisitions may involve unexpected costs or
unexpected liabilities, including the risks and challenges associated with the
Company's recent acquisition of Gen-Probe and operations in China;
manufacturing risks, including the Company's reliance on a single or limited
source of supply for key components, and the need to comply with especially
high standards for the manufacture of many of its products; the Company's
ability to predict accurately the demand for its products, and products under
development, and to develop strategies to address its markets successfully;
the early stage of market development for certain of the Company's products;
the Company's leverage risks, including the Company's obligation to meet
payment obligations and financial covenants associated with its debt; risks
related to the use and protection of intellectual property; expenses,
uncertainties and potential liabilities relating to litigation, including,
without limitation, commercial, intellectual property, employment and product
liability litigation; technical innovations that could render products
marketed or under development by the Company obsolete; competition; the risks
of conducting business internationally, including the effect of exchange rate
fluctuations on those operations; and the Company's ability to attract and
retain qualified personnel.

The risks included above are not exhaustive. Other factors that could
adversely affect the combined company's business and prospects are described
in the filings made by the Company with the SEC. The Company expressly
disclaims any obligation or undertaking to release publicly any updates or
revisions to any such statements presented herein to reflect any change in
expectations or any change in events, conditions or circumstances on which any
such statements are based.

HOLOGIC, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
                               September 29, 2012     September 24, 2011
ASSETS
CURRENT ASSETS:
Cash and cash equivalents      $             $         
                               566,126                712,869
Accounts receivable, net       409,333                318,712
Inventories                    367,191                230,544
Deferred income tax assets     11,715                 39,607
Prepaid expenses and other     208,649                41,168
current assets
Total current assets           1,563,014              1,342,900
Property and equipment, net    507,998                238,666
Intangible assets, net         4,301,250              2,090,807
Goodwill                       3,942,779              2,290,330
Other assets                   162,067                46,077
                               $                $        
                               10,477,108            6,008,780
LIABILITIES AND STOCKHOLDERS'
EQUITY
CURRENT LIABILITIES:
Accounts payable               $            $          
                               87,223                63,467
Accrued expenses               380,003                325,327
Deferred revenue               129,688                120,656
Current portion of long-term   64,435                 -
debt
Total current liabilities      661,349                509,450
Long-term debt, net of current 4,971,179              1,488,580
portion
Deferred income tax            1,771,585              957,426
liabilities
Deferred service obligations-  13,714                 9,467
long term
Other long-term liabilities    98,250                 106,962
Total long-term liabilities    6,854,728              2,562,435
STOCKHOLDERS' EQUITY:
Common stock                   2,656                  2,625
Additional paid-in capital     5,396,657              5,303,713
Accumulated deficit            (2,443,554)            (2,369,920)
Accumulated other              6,790                  1,995
comprehensive income
Treasury stock, at cost        (1,518)                (1,518)
Total stockholders' equity     2,961,031              2,936,895
                               $                $        
                               10,477,108            6,008,780





HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
                                   Three Months Ended
                                   September 29, 2012            September 24,
                                                                 2011
REVENUES
Product sales                      $                     $      
                                   492,954                        385,995
Service and other revenues         95,594                        81,050
                                   588,548                       467,045
COSTS AND EXPENSES (1):
Cost of product sales              196,410                       135,326
Cost of product sales –            66,072                        45,978
amortization of intangible assets
Cost of service and other revenues 51,749                        42,542
Research and development           47,094                        28,877
Selling and marketing              89,947                        75,112
General and administrative         88,723                        39,732
Contingent consideration           40,399                        11,316
Amortization of intangible assets  24,832                        14,492
Restructuring and divestiture      16,687                        (71)
Impairment of goodwill             5,826                         -
Acquired in-process research and   4,500                         -
development
Other expenses                     12                            320
                                   632,251                       393,624
(Loss) income from operations      (43,703)                      73,421
Interest expense                   (56,673)                      (29,079)
Other income (expense), net        2,412                         (2,736)
(Loss) income before provision for (97,964)                      41,606
income taxes
(Benefit) provision for income     (20,197)                      14,037
taxes
Net (loss) income                  $                    $      
                                   (77,767)                         27,569
Net (loss) income per share:
                                   $                  $      
Basic                              (0.29)                             
                                                                 0.11
                                   $                  $      
Diluted                            (0.29)                             
                                                                 0.10
Weighted average number of shares
outstanding:
Basic                              264,938                       262,164
Diluted                            264,938                       264,878
(1) Stock-based compensation included in costs and expenses
during the three months ended September 29, 2012 was $2,120 for
cost of revenues, $1,640 for research and development, $2,121
for selling and marketing, $4,831 for general and administrative
and $3,500 for restructuring. Stock-based compensation included
in costs and expenses during the three months ended September
24, 2011 was $1,069 for cost of revenues, $1,219 for research
and development, $1,468 for selling and marketing and $4,471 for
general and administrative.



HOLOGIC, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
                                    Year Ended
                                    September 29, 2012           September 24,
                                                                 2011
REVENUES
Product sales                       $                     $      
                                    1,657,728                     1,478,340
Service and other revenues          344,924                      311,009
                                    2,002,652                    1,789,349
COSTS AND EXPENSES (1):
Cost of product sales               616,839                      521,189
Cost of product sales –             201,864                      177,456
amortization of intangible assets
Cost of service and other revenues  189,512                      167,523
Research and development            130,962                      116,696
Selling and marketing               322,314                      286,730
General and administrative          220,042                      158,793
Contingent consideration            119,497                      11,986
Amortization of intangible assets   72,036                       58,334
Restructuring and divestiture       17,515                       (71)
Impairment of goodwill              5,826                        -
Acquired in-process research and    4,500                        -
development
Gain on sale of intellectual        (12,424)                     (84,502)
property, net
Other expenses                      452                          770
                                    1,888,935                    1,414,904
Income from operations              113,717                      374,445
Interest expense                    (140,287)                    (114,846)
Other income (expense), net         7,256                        (2,322)
Debt extinguishment loss            (42,347)                     (29,891)
(Loss) income before provision for  (61,661)                     227,386
income taxes
Provision for income taxes          11,973                       70,236
Net (loss) income                   $                   $      
                                    (73,634)                       157,150
Net (loss) income per share:
                                    $                 $      
Basic                               (0.28)                            
                                                                 0.60
                                    $                 $      
Diluted                             (0.28)                            
                                                                 0.59
Weighted average number of shares
outstanding:
Basic                               264,041                      261,099
Diluted                             264,041                      264,305
(1) Stock-based compensation included in costs and expenses
during the twelve months ended September 29, 2012 was $5,722 for
cost of revenues, $5,328 for research and development, $7,355
for selling and marketing, $18,667 for general and
administrative and $3,500 for restructuring. Stock-based
compensation included in costs and expenses during the twelve
months ended September 24, 2011 was $4,602 for cost of revenues,
$4,852 for research and development, $5,954 for selling and
marketing, and $20,064 for general and administrative.



HOLOGIC, INC.
RECONCILIATION OF GAAP REVENUES, EPS AND NET (LOSS) INCOME TO NON-GAAP
ADJUSTED REVENUES, EPS, NET INCOME AND EBITDA
(Unaudited)
(In thousands, except earnings per share)
                                    Three Months Ended
                                    September 29, 2012      September 24, 2011
REVENUES
GAAP revenues                       $ 588,548
Adjustment related to Novartis      11,606
collaboration
Non-GAAP adjusted revenues          $ 600,154      (1)
(LOSS) EARNINGS PER SHARE
GAAP (loss) earnings per share-     $ (0.29)                $ 0.10
Diluted
Adjustments to net (loss) income    0.66                    0.24
(as detailed below)
Non-GAAP adjusted earnings per      $ 0.37         (2)      $ 0.34       (2)
share- Diluted
NET (LOSS) INCOME
GAAP net (loss) income              $ (77,767)              $ 27,569
Adjustments:
Contingent revenue from Novartis    11,606                  -
collaboration
Amortization of intangible assets   90,904                  60,470
Contingent consideration            40,399                  11,316
Non-cash interest expense relating  16,514                  18,470
to convertible notes
Acquisition-related costs           38,513                  367
Restructuring and divestiture costs 16,697                  (71)
Fair value write-up of acquired     19,918                  -
inventory sold
Impairment of goodwill              5,826                   -
In-process research and development 4,500                   -
Fair value adjustment for           2,503                   -
depreciation expense
Other (benefits) charges            (425)                   320
Income tax effect of reconciling    (70,854)       (3)      (29,655)     (3)
items
Non-GAAP adjusted net income        $ 98,334                $ 88,786
EBITDA
Non-GAAP adjusted net income        $ 98,334                $ 88,786
Interest expense, net, not adjusted 39,766                  9,887
above
Provision for income taxes          50,657                  43,692
Depreciation expense, not adjusted  21,241                  17,908
above
Adjusted EBITDA                     $ 209,998               $ 160,273
EXPLANATORY NOTES:
(1) To reflect a fair value adjustment recorded in
purchase accounting relating to contingent revenue earned
and received under the Novartis collaboration post
acquisition which was eliminated under purchase
accounting.



(2) Non-GAAP adjusted earnings per share was calculated
based on 268,106 and 264,878 weighted average diluted
shares outstanding for the three months ended September
29, 2012 and September 24, 2011, respectively.



(3) To reflect an annual effective tax rate of 34.0% and
33.2% on a non-GAAP basis for the three months ended
September 29, 2012 and September 24, 2011, respectively.



HOLOGIC, INC.
RECONCILIATION OF GAAP REVENUES, EPS AND NET (LOSS) INCOME TO NON-GAAP
ADJUSTED REVENUES, EPS, NET INCOME AND EBITDA
(Unaudited)
(In thousands, except earnings per share)
                                 Year Ended
                                 September 29, 2012          September 24,
                                                             2011
REVENUES
GAAP revenues                    $    2,002,652
Adjustment related to Novartis   11,606
collaboration
Non-GAAP adjusted revenues       $    2,014,258   (1)
(LOSS) EARNINGS PER SHARE
GAAP (loss) earnings per share-  $                    $      
Diluted                          (0.28)                       0.59
Adjustments to net (loss) income 1.66                        0.68
(as detailed below)
Non-GAAP adjusted earnings per   $            (2)    $       (2)
share- Diluted                   1.38                          1.27
NET (LOSS) INCOME
GAAP net (loss) income          $                      $     
                                 (73,634)                   157,150
Adjustments:
Contingent revenue from Novartis 11,606                      -
collaboration
Amortization of intangible       273,900                     235,790
assets
Contingent consideration        119,497                     11,986
Non-cash interest expense        68,532                      72,908
relating to convertible notes
Acquisition-related costs        45,633                      2,316
Non-cash loss on convertible     42,347                      29,891
notes exchange
Restructuring and divestiture    17,036                      (71)
Fair value write up of acquired  19,918                      3,298
inventory sold
Adiana closure costs             19,543                      -
Impairment of goodwill           5,826                       -
In-process research and          4,500                       -
development
Fair value adjustment for        2,503                       -
depreciation expense
Gain on sale of intellectual     (12,424)                    (84,502)
property, net
Other charges                    452                         3,215
Income tax effect of reconciling (177,478)            (3)    (96,500)      (3)
items
Non-GAAP adjusted net income     $      367,757         $     
                                                             335,481
EBITDA
Non-GAAP adjusted net income     $      367,757         $     
                                                             335,481
Interest expense, net, not       68,887                      39,864
adjusted above
Provision for income taxes       189,451                     166,736
Depreciation expense, not        69,348                      68,946
adjusted above
Adjusted EBITDA                  $      695,443         $     
                                                             611,027
EXPLANATORY NOTES:
(1) To reflect a fair value adjustment recorded in purchase
accounting relating to contingent revenue earned and
received under the Novartis collaboration post acquisition
which was eliminated under purchase accounting.



(2) Non-GAAP adjusted earnings per share was calculated
based on 266,795 and 264,305 weighted average diluted
shares outstanding for the year ended September 29, 2012
and September 24, 2011, respectively.



(3) To reflect an annual effective tax rate of 34.0% and
33.2% on a non-GAAP basis for the year ended September 29,
2012 and September 24, 2011, respectively.

Future Non-GAAP Adjustments:

Future GAAP EPS may be affected by changes in ongoing assumptions and
judgments relating to the Company's acquired businesses, and may also be
affected by nonrecurring, unusual or unanticipated charges, expenses or gains,
all of which are excluded in the calculation of non-GAAP adjusted EPS as
described in this press release. It is therefore not practicable to reconcile
non-GAAP adjusted EPS guidance to the most comparable GAAP measure.

Use of Non-GAAP Financial Measures:

The Company has presented the following non-GAAP financial measures in this
press release: adjusted revenues; adjusted net income; adjusted EPS; and
adjusted EBITDA. The Company defines adjusted EBITDA as its non-GAAP adjusted
net income plus interest expense, net, income taxes, and depreciation and
amortization expense included in its non-GAAP adjusted net income. The Company
defines its non-GAAP adjusted revenues to include contingent revenue earned
under the Novartis collaboration post-acquisition which was eliminated under
purchase accounting. The Company defines its non-GAAP adjusted net income and
adjusted EPS to exclude: (i) the amortization of intangible assets; (ii)
acquisition-related charges and effects, such as charges for contingent
consideration (comprised of (a) adjustments for changes in the fair value of
the contingent consideration liabilities initially recorded as part of the
purchase price of an acquisition as required by GAAP, and (b) contingent
consideration that is tied to continuing employment of the former shareholders
and employees which is recorded as compensation expense), transaction costs,
integration costs including retention, and credits and/or charges associated
with the write-up of acquired inventory and fixed assets to fair value, and
the effect of a reduction in revenue related to the write-up of acquired
unbilled accounts receivable to fair value; (iii) non-cash interest expense
related to amortization of the debt discount for convertible debt securities;
(iv) divestiture and restructuring charges; (v) non-cash loss on exchange of
convertible notes; (vi) litigation settlement charges (benefits); (vii)
other-than-temporary impairment losses on investments; and (viii) other
one-time, nonrecurring, unusual or infrequent charges, expenses or gains that
may not be indicative of the Company's core business results; and include
income taxes related to such adjustments.

The Company believes the use of non-GAAP adjusted net income is useful to
investors by eliminating certain of the more significant effects of its
acquisitions and related activities, non-cash charges resulting from the
application of GAAP to convertible debt instruments with cash settlement
features, charges related to debt extinguishment losses, investment
impairments, litigation settlements, and divestiture and restructuring
initiatives. These measures also reflect how Hologic manages its businesses
internally. In addition to the adjustments set forth in the calculation of the
Company's non-GAAP adjusted net income and adjusted EPS, its non-GAAP adjusted
EBITDA eliminates the effects of financing, income taxes and the accounting
effects of capital spending. As with the items eliminated in its calculation
of non-GAAP adjusted net income, these items may vary for different companies
for reasons unrelated to the overall operating performance of a company's
business. When analyzing the Company's operating performance, investors should
not consider these non-GAAP financial measures as a substitute for net (loss)
income prepared in accordance with GAAP.

Investor Relations and Media Contacts:
Deborah R. Gordon      Al Kildani
Vice President, Investor Relations       Senior Director,
                                                        Investor Relations
(781)                                                   (858) 410-8653
999-7716
deborah.gordon@hologic.com           al.kildani@hologic.com



SOURCE Hologic, Inc.

Website: http://www.hologic.com
 
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