Company Quick10K Filing
Quick10K
Phibro Animal Health
Closing Price ($) Shares Out (MM) Market Cap ($MM)
$31.10 41 $1,260
10-Q 2019-03-31 Quarter: 2019-03-31
10-Q 2018-12-31 Quarter: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-K 2018-06-30 Annual: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-Q 2017-12-31 Quarter: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-K 2017-06-30 Annual: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-Q 2016-12-31 Quarter: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-K 2016-06-30 Annual: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
10-Q 2015-12-31 Quarter: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-K 2015-06-30 Annual: 2015-06-30
10-Q 2015-03-31 Quarter: 2015-03-31
10-Q 2014-12-31 Quarter: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
10-K 2014-06-30 Annual: 2014-06-30
10-Q 2014-03-31 Quarter: 2014-03-31
8-K 2019-08-01 Enter Agreement, Regulation FD, Exhibits
8-K 2019-07-29 Other Events, Exhibits
8-K 2019-05-08 Officers
8-K 2019-05-06 Earnings, Other Events, Exhibits
8-K 2019-02-06 Earnings, Other Events, Exhibits
8-K 2018-11-05 Other Events, Exhibits
8-K 2018-11-05 Earnings, Shareholder Vote, Exhibits
8-K 2018-08-27 Earnings, Exhibits
8-K 2018-07-31 Enter Agreement
8-K 2018-07-30 Other Events, Exhibits
HON Honeywell 124,000
MSCI MSCI 18,790
WPX WPX Energy 5,260
FGEN Fibrogen 3,930
INVA Innoviva 1,480
GMRE Global Medical REIT 357
GNPX Genprex 29
PRTO Proteon Therapeutics 7
ICLD Intercloud Systems 0
PSSR Passur Aerospace 0
PAHC 2019-03-31
Part I-Financial Information
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
Part Ii-Other Information
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
EX-31.1 tv520312-exh31x1.htm
EX-31.2 tv520312-exh31x2.htm
EX-32.1 tv520312-exh32x1.htm
EX-32.2 tv520312-exh32x2.htm

Phibro Animal Health Earnings 2019-03-31

PAHC 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 tv520312-10q.htm FORM 10-Q tv520312-10q - none - 7.579593s
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2019
OR

TRANSITION REPORT PURSUANT TO SECTION 13 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission File Number: 001-36410
Phibro Animal Health Corporation
(Exact name of registrant as specified in its charter)
Delaware
13-1840497
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
Glenpointe Centre East, 3rd Floor
300 Frank W. Burr Boulevard, Suite 21
Teaneck, New Jersey
(Address of Principal Executive Offices)
07666-6712
(Zip Code)
(201) 329-7300
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.0001
par value per share
PAHC
NASDAQ Stock Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer
Non-accelerated filer (Do not check if a smaller reporting company)
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of April 30, 2019, there were 20,287,574 shares of the registrant’s Class A common stock, par value $0.0001 per share, and 20,166,034 shares of the registrant’s Class B common stock, par value $0.0001 per share, outstanding.

PHIBRO ANIMAL HEALTH CORPORATION
TABLE OF CONTENTS
Page
PART I—FINANCIAL INFORMATION
3
3
4
5
6
7
8
21
33
34
PART II—OTHER INFORMATION
35
35
35
35
35
35
37
2

PART I—FINANCIAL INFORMATION
Item 1.   Financial Statements
PHIBRO ANIMAL HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
(unaudited)
(in thousands, except per share amounts)
Net sales
$ 205,736 $ 208,908 $ 624,112 $ 608,196
Cost of goods sold
140,864 139,839 424,791 408,826
Gross profit
64,872 69,069 199,321 199,370
Selling, general and administrative expenses
42,304 42,577 128,194 126,553
Operating income
22,568 26,492 71,127 72,817
Interest expense, net
2,931 3,064 8,729 9,232
Foreign currency (gains) losses, net
122 (960) 104 (958)
Income before income taxes
19,515 24,388 62,294 64,543
Provision for income taxes
4,666 4,548 16,383 21,779
Net income
$ 14,849 $ 19,840 $ 45,911 $ 42,764
Net income per share
basic
$ 0.37 $ 0.49 $ 1.14 $ 1.07
diluted
$ 0.37 $ 0.49 $ 1.13 $ 1.06
Weighted average common shares outstanding
basic
40,442 40,254 40,398 40,127
diluted
40,531 40,390 40,519 40,348
The accompanying notes are an integral part of these consolidated financial statements
3

PHIBRO ANIMAL HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
(unaudited)
(in thousands)
Net income
$ 14,849 $ 19,840 $ 45,911 $ 42,764
Change in fair value of derivative instruments
(1,464) 2,330 (3,166) 1,432
Foreign currency translation adjustment
(1,846) (2,018) (5,365) (3,790)
Unrecognized net pension gains (losses)
117 114 349 340
(Provision) benefit for income taxes
336 (609) 701 387
Other comprehensive income (loss)
(2,857) (183) (7,481) (1,631)
Comprehensive income
$ 11,992 $ 19,657 $ 38,430 $ 41,133
The accompanying notes are an integral part of these consolidated financial statements
4

PHIBRO ANIMAL HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of
March 31,
2019
June 30,
2018
(unaudited)
(in thousands, except share
and per share amounts)
ASSETS
Cash and cash equivalents
$ 35,876 $ 29,168
Short-term investments
49,000 50,000
Accounts receivable, net
152,968 135,742
Inventories, net
189,878 178,170
Other current assets
24,002 22,381
Total current assets
451,724 415,461
Property, plant and equipment, net
134,654 130,108
Intangibles, net
48,970 51,978
Goodwill
27,348 27,348
Other assets
43,724 46,784
Total assets
$ 706,420 $ 671,679
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current portion of long-term debt
$ 12,560 $ 12,579
Accounts payable
64,289 59,498
Accrued expenses and other current liabilities
55,687 71,144
Total current liabilities
132,536 143,221
Revolving credit facility
96,000 70,000
Long-term debt
220,667 229,802
Other liabilities
43,498 43,702
Total liabilities
492,701 486,725
Commitments and contingencies (Note 8)
Common stock, par value $0.0001 per share; 300,000,000 Class A shares authorized, 20,287,574 and 19,992,204 shares issued and outstanding at March 31, 2019 and June 30, 2018, respectively; 30,000,000 Class B shares authorized, 20,166,034 and 20,365,504 shares issued and outstanding at March 31, 2019 and June 30, 2018, respectively
4 4
Preferred stock, par value $0.0001 per share; 16,000,000 shares authorized, no shares issued and outstanding
Paid-in capital
132,701 129,873
Retained earnings
164,978 131,560
Accumulated other comprehensive income (loss)
(83,964) (76,483)
Total stockholders’ equity
213,719 184,954
Total liabilities and stockholders’ equity
$ 706,420 $ 671,679
The accompanying notes are an integral part of these consolidated financial statements
5

PHIBRO ANIMAL HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months
For the Periods Ended March 31
2019
2018
(unaudited)
(in thousands)
OPERATING ACTIVITIES
Net income
$ 45,911 $ 42,764
Adjustments to reconcile net income to net cash provided (used) by operating activities:
Depreciation and amortization
20,407 20,026
Amortization of debt issuance costs and debt discount
662 662
Stock-based compensation
1,694
Acquisition-related cost of goods sold
1,671
Acquisition-related accrued compensation
1,084
Acquisition-related accrued interest
795
Deferred income taxes
1,742 8,013
Foreign currency (gains) losses, net
(290) (1,287)
Other
(804) 721
Changes in operating assets and liabilities, net of business acquisition:
Accounts receivable, net
(17,924) 296
Inventories, net
(13,471) (21,729)
Other current assets
(4,111) (1,767)
Other assets
(147) 73
Accounts payable
4,375 6,784
Accrued expenses and other liabilities
(5,754) 1,793
Net cash provided (used) by operating activities
32,290 59,899
INVESTING ACTIVITIES
Purchases of short-term investments
(28,000) (45,000)
Maturities of short-term investments
29,000
Capital expenditures
(19,774) (13,019)
Business acquisitions
(9,838) (15,000)
Other, net
(264) (1,572)
Net cash provided (used) by investing activities
(28,876) (74,591)
FINANCING ACTIVITIES
Revolving credit facility borrowings
157,000 165,870
Revolving credit facility repayments
(131,000) (165,370)
Payments of long-term debt, capital leases and other
(9,504) (4,819)
Issuance of acquisition note payable
3,775
Payment of acquisition note payable
(3,775)
Proceeds from common shares issued
1,134 5,292
Dividends paid
(13,738) (12,037)
Net cash provided (used) by financing activities
3,892 (11,064)
Effect of exchange rate changes on cash
(598) 226
Net increase (decrease) in cash and cash equivalents
6,708 (25,530)
Cash and cash equivalents at beginning of period
29,168 56,083
Cash and cash equivalents at end of period
$ 35,876 $ 30,553
The accompanying notes are an integral part of these consolidated financial statements
6

PHIBRO ANIMAL HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
Shares of
Common Stock
Common
Stock
Preferred
Stock
Paid-in
Capital
Retained
Earnings
(Accumulated
Deficit)
Accumulated
Other
Comprehensive
Income (Loss)
Total
(unaudited)
(in thousands, except share amounts)
As of June 30, 2018
40,357,708 $ 4 $    — $ 129,873 $ 131,560 $ (76,483) $ 184,954
Comprehensive income (loss)
16,314 (7,195) 9,119
Exercise of stock options
17,860 211 211
Dividends declared ($0.10/share)
(4,037) (4,037)
Adoption of new revenue standard
1,245 1,245
Stock-based compensation expense
565 565
As of September 30, 2018
40,375,568 $ 4 $ $ 130,649 $ 145,082 $ (83,678) $ 192,057
Comprehensive income (loss)
14,748 2,571 17,319
Exercise of stock options
11,000 130 130
Dividends declared ($0.12/share)
(4,846) (4,846)
Stock-based compensation expense
564 564
As of December 31, 2018
40,386,568 $ 4 $ $ 131,343 $ 154,984 $ (81,107) $ 205,224
Comprehensive income (loss)
14,849 (2,857) 11,992
Exercise of stock options
67,040 793 793
Dividends declared ($0.12/share)
(4,855) (4,855)
Stock-based compensation
565 565
As of March 31, 2019
40,453,608 $ 4 $ $ 132,701 $ 164,978 $ (83,964) $ 213,719
Shares of
Common Stock
Common
Stock
Preferred
Stock
Paid-in
Capital
Retained
Earnings
(Accumulated
Deficit)
Accumulated
Other
Comprehensive
Income (Loss)
Total
(unaudited)
(in thousands, except share amounts)
As of June 30, 2017
39,875,968 $ 4 $     — $ 123,840 $ 82,750 $ (55,437) $ 151,157
Comprehensive income (loss)
15,892 2,929 18,821
Exercise of stock options
294,707 3,486 3,486
Dividends declared ($0.10/share)
(3,989) (3,989)
As of September 30, 2017
40,170,675 $ 4 $ $ 127,326 $ 94,653 $ (52,508) $ 169,475
Comprehensive income (loss)
7,032 (4,377) 2,655
Exercise of stock options
18,050 214 214
Dividends declared ($0.10/share)
(4,019) (4,019)
As of December 31, 2017
40,188,725 $ 4 $ $ 127,540 $ 97,666 $ (56,885) $ 168,325
Comprehensive income (loss)
19,840 (183) 19,657
Exercise of stock options
134,573 1,592 1,592
Dividends declared ($0.10/share)
(4,029) (4,029)
As of March 31, 2018
40,323,298 $ 4 $ $ 129,132 $ 113,477 $ (57,068) $ 185,545
The accompanying notes are an integral part of these consolidated financial statements
7

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share amounts)
(unaudited)
1.
Description of Business
Phibro Animal Health Corporation (“Phibro” or “PAHC”) and its subsidiaries (together, the “Company”) is a diversified global developer, manufacturer and marketer of a broad range of animal health and mineral nutrition products for food animals including poultry, swine, cattle, dairy and aquaculture. The Company is also a manufacturer and marketer of performance products for use in the personal care, industrial chemical and chemical catalyst industries. Unless otherwise indicated or the context requires otherwise, references in this report to “we,” “our,” “us,” and similar expressions refer to Phibro and its subsidiaries.
The unaudited consolidated financial information for the three and nine months ended March 31, 2019 and 2018, is presented on the same basis as the financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “Annual Report”), filed with the Securities and Exchange Commission on August 27, 2018 (File no. 001-36410). In the opinion of management, these financial statements include all adjustments necessary for a fair statement of the financial position, results of operations and cash flows of the Company for the interim periods, and the adjustments are of a normal and recurring nature. The financial results for any interim period are not necessarily indicative of the results for the full year. The consolidated balance sheet information as of June 30, 2018, was derived from the audited consolidated financial statements, which include the accounts of Phibro and its consolidated subsidiaries, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The unaudited consolidated financial information should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report.
The consolidated financial statements include the accounts of Phibro and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated in the consolidated financial statements. The decision whether or not to consolidate an entity requires consideration of majority voting interests, as well as effective control over the entity.
2.
Summary of Significant Accounting Policies and New Accounting Standards
Our significant accounting policies are described in the notes to the consolidated financial statements included in our Annual Report. We adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), effective July 1, 2018. See “New Accounting Standards” and “Statements of Operations—Additional Information.” As of March 31, 2019, there have been no other material changes to our significant accounting policies
Revenue Recognition
We recognize revenue from product sales when control of the products has transferred to the customer, typically when title and risk of loss transfer to the customer. Certain of our businesses have terms where control of the underlying products transfers to the customer on shipment, while others have terms where control transfers to the customer on delivery.
Revenue reflects the total consideration to which we expect to be entitled, in exchange for delivery of products or services, net of variable consideration. Variable consideration includes customer programs and incentive offerings, including pricing arrangements, rebates and other volume-based incentives. We record reductions to revenue for estimated variable consideration at the time we record the sale. Our estimates for variable consideration primarily use the most-likely amount method. Such estimates are generally based on contractual terms and historical experience, and are adjusted to reflect future expectations as new information becomes available. Historically, we have not had significant adjustments to our estimates of customer incentives. Sales returns and product recalls have been insignificant and infrequent due to the nature of the products we sell.
8

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Net sales include shipping and handling fees billed to customers. The associated costs are considered fulfillment activities, not additional promised services to the customer, and are included in costs of goods sold in the consolidated statements of operations when the related revenue is recognized. Net sales exclude value-added and other taxes based on sales.
Net Income per Share, Weighted Average Shares and Dividends per Share
Basic net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period.
Diluted net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period after giving effect to potential dilutive common shares resulting from the assumed exercise of stock options and vesting of restricted stock units. All common share equivalents were included in the calculation of diluted net income per share for all periods presented.
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
Net income
$ 14,849 $ 19,840 $ 45,911 $ 42,764
Weighted average number of shares – basic
40,442 40,254 40,398 40,127
Dilutive effect of stock options and restricted stock units
89 136 121 221
Weighted average number of shares – diluted
40,531 40,390 40,519 40,348
Net income per share
basic
$ 0.37 $ 0.49 $ 1.14 $ 1.07
diluted
$ 0.37 $ 0.49 $ 1.13 $ 1.06
New Accounting Standards
ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans, modifies existing disclosure requirements for defined benefit pension and other postretirement plans. This ASU is effective for fiscal years ending after December 15, 2020 and must be applied on a retrospective basis. We continue to evaluate the effect of adoption of this guidance on our consolidated financial statements.
ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, modifies existing disclosure requirements for fair value measurement. This ASU is effective for fiscal years beginning after December 15, 2019. We continue to evaluate the effect of adoption of this guidance on our consolidated financial statements.
ASU 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, allows reclassification from accumulated other comprehensive income to retained earnings of stranded tax effects related to adjustments resulting from the United States Tax Cuts and Jobs Act. This ASU is effective for annual reporting periods beginning after December 15, 2018. We do not expect adoption of this guidance to have a material effect on our consolidated financial statements.
ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, provides specific guidance for the classification of certain transactions within the statement of cash flows. We adopted this guidance during the three months ended September 30, 2018, and it did not have a material effect on our consolidated financial statements.
9

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
ASU 2016-02, Leases (Topic 842), supersedes the current lease accounting guidance, requires an entity to recognize assets and liabilities for both financing and operating leases on the balance sheet and requires additional qualitative and quantitative disclosures regarding leasing arrangements. This ASU and its amendments are effective for our consolidated financial statements beginning July 1, 2019. The new standard requires a modified retrospective method. We continue to evaluate our lease contracts and accounting policy elections to determine the overall effect of adoption on our consolidated financial statements. The adoption of this guidance will increase the assets and liabilities reported on our consolidated balance sheet.
ASU 2014-09, Revenue from Contracts with Customers (Topic 606), establishes principles for the recognition of revenue from contracts with customers. The underlying principle is to identify the performance obligations of a contract, allocate the revenue to each performance obligation and then to recognize revenue when the company satisfies a specific performance obligation of the contract. We adopted ASU 2014-09 and its amendments effective July 1, 2018, using the modified retrospective method. Comparative prior period amounts were not restated and continue to be reported under the accounting standards in effect for those periods. The adoption of the new revenue standard did not have a material effect on reported net sales or retained earnings.
The total cumulative effect of initial adoption of the new standard resulted in the following changes to our consolidated balance sheet:
As of July 1, 2018
Effect of
Adoption
Post-adoption
Other current assets
$ 2,100 $ 24,481
Other assets
2,325 49,109
Accrued expenses and other current liabilities
343 71,487
Other liabilities
2,837 46,539
Retained earnings
$ 1,245 $ 132,805
The current year effect of the adoption of the new standard resulted in the following changes to our consolidated balance sheet and consolidated statement of operations:
As of March 31, 2019
Effect of
adoption
As reported
Other current assets
$ 163 $ 24,002
Other assets
175 43,724
Other liabilities
(162) 43,498
Retained earnings
$ 500 $ 164,978
Three Months
Nine Months
For the Periods Ended March 31, 2019
Effect of
adoption
As reported
Effect of
adoption
As reported
Net sales
$ 198 $ 205,736 $ 595 $ 624,112
Provision for income taxes
32 4,666 95 16,383
Net income
$ 166 $ 14,849 $ 500 $ 45,911
For changes to our policy resulting from the adoption of ASU 2014-09, see “—Summary of Significant Accounting Policies and New Accounting Standards—Revenue Recognition.” See “Statements of Operations—Additional Information” for our disclosures regarding disaggregated revenue, deferred revenue and customer payment terms.
10

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
3.
Statements of Operations—Additional Information
Disaggregated revenue, deferred revenue and customer payment terms
We develop, manufacture and market products for a broad range of food animals including poultry, swine, beef and dairy cattle and aquaculture. The products help prevent, control and treat diseases, enhance nutrition to help improve health and contribute to balanced mineral nutrition. The animal health and mineral nutrition products are sold either directly to integrated poultry, swine and cattle integrators or through commercial animal feed manufacturers, wholesalers and distributors. The animal health industry and demand for many of the animal health products in a particular region are affected by changing disease pressures and by weather conditions, as product usage follows varying weather patterns and seasons. Our operations are primarily focused in regions where the majority of livestock production is consolidated in large commercial farms.
We have a diversified portfolio of products that are classified within our three business segments—Animal Health, Mineral Nutrition and Performance Products. Each segment has its own dedicated management and sales team.
Animal Health
The Animal Health business develops, manufactures and markets products in three main categories:

MFAs and Other:   The MFAs and other business primarily consists of concentrated medicated products that are administered through animal feeds, commonly referred to as Medicated Feed Additives (“MFAs”). Specific product classifications include antibacterials, which inhibit the growth of pathogenic bacteria that cause bacterial infections in animals; anticoccidials, which inhibit the growth of coccidia (parasites) that damage the intestinal tract of animals; and other related products.

Nutritional Specialties:   Nutritional specialty products enhance nutrition to help improve health and performance in areas such as immune system function and digestive health.

Vaccines:   Our vaccines are primarily focused on preventing diseases in poultry and swine. They protect animals from either viral or bacterial disease challenges. We also manufacture and distribute autogenous vaccine products and market adjuvants to vaccine manufacturers. We have developed an innovative and proprietary delivery platform for vaccines.
Mineral Nutrition
The Mineral Nutrition business is comprised of formulations and concentrations of trace minerals such as zinc, manganese, copper, iron and other compounds, with a focus on customers in North America. The customers use these products to fortify the daily feed requirements of their livestock’s diets and maintain an optimal balance of trace elements in each animal. Mineral nutrition products are manufactured and marketed for a broad range of food animals including poultry, swine and beef and dairy cattle.
Performance Products
The Performance Products business manufactures and markets a number of specialty ingredients for use in the personal care, industrial chemical and chemical catalyst industries, predominantly in the United States.
11

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables present our revenues disaggregated by major product category and geographic region:
Net Sales by Product Type
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
Animal Health
MFAs and other
$ 84,095 $ 82,935 $ 264,153 $ 244,556
Nutritional specialties
28,227 31,366 84,657 94,766
Vaccines
16,867 18,009 51,130 54,674
Total Animal Health
$ 129,189 $ 132,310 $ 399,940 $ 393,996
Mineral Nutrition
60,653 62,938 177,810 174,627
Performance Products
15,894 13,660 46,362 39,573
Total
$ 205,736 $ 208,908 $ 624,112 $ 608,196
Net Sales by Region
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
United States
$ 122,858 $ 131,879 $ 363,580 $ 370,263
Latin America and Canada
31,225 32,402 110,184 102,747
Europe, Middle East and Africa
27,301 28,991 78,294 82,925
Asia Pacific
24,352 15,636 72,054 52,261
Total
$ 205,736 $ 208,908 $ 624,112 $ 608,196
Net sales by region are based on country of destination.
Total deferred revenue was $5,650 and $4,530 as of March 31, 2019 and June 30, 2018, respectively. Accrued expenses and other current liabilities included $927 and $508 of the total deferred revenue as of March 31, 2019 and June 30, 2018, respectively. The deferred revenue resulted primarily from certain customer arrangements, including technology licensing fees and discounts on future product sales. The transaction price associated with our deferred revenue arrangements is generally based on the stand alone sales prices of the individual products or services.
Our customer payment terms generally range from 30 to 120 days globally and do not include any significant financing components. Payment terms vary based on industry and business practices within the regions in which we operate. Our average worldwide collection period for accounts receivable is approximately 60 to 70 days after the revenue is recognized.
12

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Interest expense and Depreciation and amortization
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
Interest expense, net
Term loan
$ 2,077 $ 2,071 $ 6,391 $ 6,214
Revolving credit facility
1,022 666 2,689 2,086
Amortization of debt issuance costs and debt discount
221 221 662 662
Acquisition-related accrued interest
290 795
Other
99 45 382 286
Interest expense
3,419 3,293 10,124 10,043
Interest (income)
(488) (229) (1,395) (811)
$ 2,931 $ 3,064 $ 8,729 $ 9,232
Depreciation and amortization
Depreciation of property, plant and equipment
$ 5,324 $ 5,261 $ 15,820 $ 15,666
Amortization of intangible assets
1,538 1,477 4,550 4,323
Amortization of other assets
13 13 37 37
$ 6,875 $ 6,751 $ 20,407 $ 20,026
4.
Balance Sheets—Additional Information
As of
March 31,
2019
June 30,
2018
Inventories
Raw materials
$ 71,895 $ 62,373
Work-in-process
11,565 14,731
Finished goods
106,418 101,066
$ 189,878 $ 178,170
We evaluate our investments in equity method investees for impairment if circumstances indicate that the fair value of the investment may be impaired. The assets underlying a $3,222 equity investment are currently idled; we have concluded the investment is not currently impaired, based on expected future operating cash flows and/or disposal value.
As of
March 31,
2019
June 30,
2018
Accrued expenses and other current liabilities
Employee related
$ 20,971 $ 27,333
Commissions and rebates
8,342 7,341
Insurance-related
1,031 1,168
Professional fees
5,535 4,350
Income and other taxes
4,822 3,610
Acquisition-related consideration
70 12,845
Other
14,916 14,497
$ 55,687 $ 71,144
13

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In July 2018, we accelerated the closing date and completed the purchase of intellectual property and certain other assets comprising the MJ Biologics, Inc. (“MJB”) business relating to animal vaccines. The Company and MJB had originally agreed to the purchase business combination in January 2015, with a contemplated final closing date in January 2021. The final amount due, net of previously paid amounts, was $12,775, including $9,000 paid in July 2018 and $3,775 paid in January 2019.
As of
March 31,
2019
June 30,
2018
Accumulated other comprehensive income (loss)
Derivative instruments
$ 1,820 $ 4,986
Foreign currency translation adjustment
(72,463) (67,098)
Unrecognized net pension gains (losses)
(17,864) (18,213)
(Provision) benefit for income taxes on derivative instruments
(453) (1,241)
(Provision) benefit for income taxes on long-term intercompany investments
8,166 8,166
(Provision) benefit for income taxes on pension gains (losses)
(3,170) (3,083)
$ (83,964) $ (76,483)
5.
Debt
Term Loans and Revolving Credit Facilities
Pursuant to a credit agreement (the “Credit Agreement”), we have a revolving credit facility (the “Revolver”), where we can borrow up to $250,000, subject to the terms of the agreement, and a term A loan with an aggregate initial principal amount of  $250,000 (the “Term A Loan,” and together with the Revolver, the “Credit Facilities”). The Credit Facilities have applicable margins equal to 2.00%, 1.75% or 1.50%, in the case of LIBOR and Eurodollar rate loans and 1.00%, 0.75% or 0.50%, in the case of base rate loans; the applicable margins are based on the First Lien Net Leverage Ratio, as defined in the Credit Agreement. The LIBOR rate is subject to a floor of 0.00%. The Credit Facilities mature on June 29, 2022.
The Credit Facilities require, among other things, the maintenance of  (i) a maximum First Lien Net Leverage Ratio and (ii) a minimum consolidated interest coverage ratio, each calculated on a trailing four quarter basis, and contain an acceleration clause should an event of default (as defined in the agreement governing the Credit Facilities) occur. As of March 31, 2019, we were in compliance with the covenants of the Credit Facilities.
As of March 31, 2019, we had $96,000 in borrowings under the Revolver and had outstanding letters of credit of  $3,259, leaving $150,741 available for borrowings and letters of credit under the Revolver. We obtain letters of credit in connection with certain regulatory and insurance obligations, inventory purchases and other contractual obligations. The terms of these letters of credit are one year or less.
As of March 31, 2019, the interest rates for the Revolver and the Term A Loan were 3.99% and 3.61%, respectively. The weighted-average interest rates for the outstanding revolving credit facilities were 3.82% and 3.07% for the nine months ended March 31, 2019 and 2018, respectively. The weighted-average interest rates for the term loans were 3.50% and 3.32% for the nine months ended March 31, 2019 and 2018, respectively.
In July 2017, we entered into an interest rate swap agreement on $150 million of notional principal that effectively converts the floating LIBOR or base rate portion of our interest obligation on that amount of debt, to a fixed interest rate of 1.8325% plus the applicable rate. The agreement matures concurrent with the Credit Agreement. The interest rate swap has been designated as a highly effective cash flow hedge. For additional details, see “—Derivatives.”
14

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Long-Term Debt
As of
March 31,
2019
June 30,
2018
Term A Loan due June 2022
$ 234,375 $ 243,750
Capitalized lease obligations
60 118
234,435 243,868
Unamortized debt issuance costs and debt discount
(1,208) (1,487)
233,227 242,381
Less: current maturities
(12,560) (12,579)
$ 220,667 $ 229,802
6.
Related Party Transactions
Certain relatives of Jack C. Bendheim, our Chairman, President and Chief Executive Officer, provided services to us as employees or consultants and received aggregate compensation and benefits of approximately $392 and $367 during the three months ended March 31, 2019 and 2018, respectively, and $1,605 and $1,496 during the nine months ended March 31, 2019 and 2018, respectively. Mr. Bendheim has sole authority to vote shares of our stock owned by BFI Co., LLC, an investment vehicle of the Bendheim family.
7.
Income Taxes
In December 2017, the United States government enacted comprehensive income tax legislation (the “Tax Act”). The Tax Act makes broad and complex changes to United States income tax law and includes numerous elements that affect the Company, including a reduced federal corporate income tax rate from 35% to 21%, creating a territorial tax system that includes a one-time mandatory transition tax on previously deferred foreign earnings and changes to business-related exclusions, deductions and credits. The Tax Act also has consequences related to our international operations.
We have elected to record Global Intangible Low-Taxed Income (GILTI) aspects of the comprehensive U.S. income tax legislation as a current period expense. The provision for income taxes for the three and nine months ended March 31, 2019, included $118 and $790 of expense, respectively, from the effects of GILTI.
During the three months and nine months ended March 31, 2019, we updated our accounting for the Tax Act and recorded a benefit in the provision for income taxes of  $216 and $360, respectively, related to the previously recorded one-time mandatory toll charge on the deemed repatriation of undistributed earnings of foreign subsidiaries. We also recorded a benefit in the provision for income taxes of  $461 and $1,032, respectively, as a result of retroactive elections made on certain of our foreign tax credits.
8.
Commitments and Contingencies
Environmental
Our operations and properties are subject to extensive federal, state, local and foreign laws and regulations, including those governing pollution; protection of the environment; the use, management, and release of hazardous materials, substances and wastes; air emissions; greenhouse gas emissions; water use, supply and discharges; the investigation and remediation of contamination; the manufacture, distribution, and sale of regulated materials, including pesticides; the importing, exporting and transportation of products; and the health and safety of our employees (collectively, “Environmental Laws”). As such, the nature of our current and former operations exposes us to the risk of claims with respect to such matters, including fines, penalties, and remediation obligations that may be imposed by regulatory authorities. Under certain circumstances, we might be required to curtail operations until a particular problem is remedied. Known costs and expenses under Environmental Laws incidental to ongoing operations, including the cost of litigation proceedings relating to environmental matters, are included within operating
15

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
results. Potential costs and expenses may also be incurred in connection with the repair or upgrade of facilities to meet existing or new requirements under Environmental Laws or to investigate or remediate potential or actual contamination and from time to time we establish reserves for such contemplated investigation and remediation costs. In many instances, the ultimate costs under Environmental Laws and the time period during which such costs are likely to be incurred are difficult to predict.
While we believe that our operations are currently in material compliance with Environmental Laws, we have, from time to time, received notices of violation from governmental authorities, and have been involved in civil or criminal action for such violations. Additionally, at various sites, our subsidiaries are engaged in continuing investigation, remediation and/or monitoring efforts to address contamination associated with historic operations of the sites. We devote considerable resources to complying with Environmental Laws and managing environmental liabilities. We have developed programs to identify requirements under, and maintain compliance with Environmental Laws; however, we cannot predict with certainty the effect of increased and more stringent regulation on our operations, future capital expenditure requirements, or the cost of compliance.
The nature of our current and former operations exposes us to the risk of claims with respect to environmental matters and we cannot assure we will not incur material costs and liabilities in connection with such claims. Based upon our experience to date, we believe that the future cost of compliance with existing Environmental Laws, and liabilities for known environmental claims pursuant to such Environmental Laws, will not have a material adverse effect on our financial position, results of operations, cash flows or liquidity.
The United States Environmental Protection Agency (the “EPA”) is investigating and planning for the remediation of offsite contaminated groundwater that has migrated from the Omega Chemical Corporation Superfund Site (“Omega Chemical Site”), which is upgradient of Phibro-Tech’s Santa Fe Springs, California facility. The EPA has named Phibro-Tech and certain other subsidiaries of PAHC as potentially responsible parties (“PRPs”) due to groundwater contamination from Phibro-Tech’s Santa Fe Springs facility that has allegedly commingled with contaminated groundwater from the Omega Chemical Site. In September 2012, the EPA notified approximately 140 PRPs, including Phibro-Tech and the other subsidiaries, that they have been identified as potentially responsible for remedial action for the groundwater plume affected by the Omega Chemical Site and for EPA oversight and response costs. Phibro-Tech contends that any groundwater contamination at its site is localized and due to historical operations that pre-date Phibro-Tech and/or contaminated groundwater that has migrated from upgradient properties. In addition, a successor to a prior owner of the Phibro-Tech site has asserted that PAHC and Phibro-Tech are obligated to provide indemnification for its potential liability and defense costs relating to the groundwater plume affected by the Omega Chemical Site. Phibro-Tech has vigorously contested this position and has asserted that the successor to the prior owner is required to indemnify Phibro-Tech for its potential liability and defense costs. Furthermore, a group of companies that sent chemicals to the Omega Chemical Site for processing and recycling has filed a complaint under CERCLA and RCRA in the United States District Court for the Central District of California against many of the PRPs allegedly associated with the groundwater plume affected by the Omega Chemical Site (including Phibro-Tech) for contribution toward past and future costs associated with the investigation and remediation of the groundwater plume affected by the Omega Chemical Site. Due to the ongoing nature of the EPA’s investigation, the preliminary stage of the ongoing litigation and Phibro-Tech’s dispute with the prior owner’s successor, at this time we cannot predict with any degree of certainty what, if any, liability Phibro-Tech or the other subsidiaries may ultimately have for investigation, remediation and the EPA oversight and response costs associated with the affected groundwater plume.
Based upon information available, to the extent such costs can be estimated with reasonable certainty, we estimated the cost for further investigation and remediation of identified soil and groundwater problems at operating sites, closed sites and third-party sites, and closure costs for closed sites, to be approximately $6,077 and $6,833 at March 31, 2019 and June 30, 2018, respectively, which is included in current and long-term liabilities on the consolidated balance sheets. However, future events, such as new information, changes in existing Environmental Laws or their interpretation, and more vigorous
16

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
enforcement policies of regulatory agencies, may give rise to additional expenditures or liabilities that could be material. For all purposes of the discussion under this caption and elsewhere in this report, it should be noted that we take and have taken the position that neither PAHC nor any of our subsidiaries is liable for environmental or other claims made against one or more of our other subsidiaries or for which any of such other subsidiaries may ultimately be responsible.
Claims and Litigation
PAHC and its subsidiaries are party to a number of claims and lawsuits arising out of the normal course of business including product liabilities, payment disputes and governmental regulation. Certain of these actions seek damages in various amounts. In many cases, our insurance policies will cover such claims. We believe that none of the claims or pending lawsuits, either individually or in the aggregate, will have a material adverse effect on our financial position, results of operations, cash flows or liquidity.
9.
Derivatives
We monitor our exposure to foreign currency exchange rates and interest rates and from time-to-time use derivatives to manage certain of these risks. We designate derivatives as a hedge of a forecasted transaction or of the variability of the cash flows to be received or paid in the future related to a recognized asset or liability (cash flow hedge). All changes in the fair value of a highly effective cash flow hedge are recorded as an asset or liability with a corresponding amount recorded in accumulated other comprehensive income (loss).
We routinely assess whether the derivatives used to hedge transactions are effective. If we determine a derivative ceases to be an effective hedge, we discontinue hedge accounting in the period of the assessment for that derivative, and immediately recognize any unrealized gains or losses related to the fair value of that derivative in the consolidated statements of operations.
We record derivatives at fair value in the consolidated balance sheets. For additional details regarding fair value, see “—Fair Value Measurements.”
We entered into an interest rate swap agreement on $150,000 of notional principal that effectively converts the floating LIBOR or base rate portion of our interest obligation on that amount of debt, to a fixed interest rate of 1.8325% plus the applicable rate. The agreement matures concurrent with the Credit Agreement. The forecasted transactions are probable of occurring, and the interest rate swap has been designated as a highly effective cash flow hedge.
We entered into foreign currency option contracts to hedge cash flows related to monthly inventory purchases. The individual option contracts mature monthly through June 2020. The forecasted inventory purchases are probable of occurring and the individual option contracts were designated as highly effective cash flow hedges.
The following table summarizes the outstanding derivatives that are designated and effective as cash flow hedges as of March 31, 2019:
Instrument
Hedge
Notional
Amount at
March 31,
2019
Consolidated
Balance Sheet
Fair value as of
March 31,
2019
June 30,
2018
Options
Brazilian Real calls
R$55,500
(1) $ 395 $ 71
Options
Brazilian Real puts
R$55,500
(1) $ (87) $
Swap
Interest rate swap
$150,000
Other assets
$ 1,537 $ 5,078
(1)
We record the net fair values of our outstanding foreign currency option contracts within the respective balance sheet line item based on the net financial position and maturity date of the individual contracts as of the balance sheet date. The net fair values of  $308 and $71 were included in other current assets as of March 31, 2019 and June 30, 2018, respectively.
17

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following tables show the effects of derivatives on the consolidated statements of operations and other comprehensive income for the three and nine months ended March 31, 2019 and 2018.
For the Three Months Ended March 31
Instrument
Hedge
Gain (Loss) recorded in OCI
Gain (Loss) recognized in
consolidated statements of operations
Consolidated Statement
of Operations Line
Item Total
2019
2018
Consolidated
Statement
of Operations
2019
2018
2019
2018
Options
Brazilian Real puts and calls $ (30) $ Cost of goods sold $ (5) $ 777 $ 140,864 $ 139,839
Swap
Interest rate swap $ (1,434) $ 2,330
Interest expense, net
$ $ $ 2,931 $ 3,064
For the Nine Months Ended March 31
Instrument
Hedge
Gain (Loss) recorded in OCI
Gain (Loss) recognized in
consolidated statements of operations
Consolidated Statement
of Operations Line
Item Total
2019
2018
Consolidated
Statement
of Operations
2019
2018
2019
2018
Options Brazilian Real puts and calls $ 374 $ (2,686)
Cost of goods sold
$ 1,079 $ 1,480 $ 424,791 $ 408,826
Swap
Interest rate swap $ (3,540) $ 4,118
Interest expense, net
$ $ $ 8,729 $ 9,232
We recognize gains (losses) related to these foreign currency derivatives as a component of cost of goods sold at the time the hedged item is sold. Realized net gains of  $1,084 related to matured contracts were recorded as a component of inventory as of June 30, 2018 and were fully recognized as an offset to costs of goods sold during the three months ended September 30, 2018.
10.
Fair Value Measurements
Short-term investments
As of March 31, 2019, our short-term investments consist of cash deposits held at financial institutions. We consider the carrying amounts of these short-term investments to be representative of their fair value.
Derivatives
We determine the fair value of derivative instruments based upon pricing models using observable market inputs for these types of financial instruments, such as spot and forward currency translation rates, and interest rate curves.
Fair Value of Assets (Liabilities)
As of
March 31, 2019
June 30, 2018
Level 1
Level 2
Level 1
Level 2
Short-term investments
$ 49,000 $ $ 50,000 $
Derivatives asset (liability)
$ $ 308 $ $ 71
Interest rate swap
$ $ 1,537 $ $ 5,078
There were no Level 3 fair value measurements as of the periods presented.
18

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
11.
Business Segments
We evaluate performance and allocate resources based on the Animal Health, Mineral Nutrition and Performance Products segments. Certain of our costs and assets are not directly attributable to these segments and we refer to these items as Corporate. We do not allocate Corporate costs or assets to the segments because they are not used to evaluate the segments’ operating results or financial position. Corporate costs include certain costs related to executive management, business technology, legal, finance, human resources and business development. Corporate assets include cash and cash equivalents, certain debt issue costs, income tax related assets and certain other assets.
We evaluate performance of our segments based on Adjusted EBITDA. We define Adjusted EBITDA as income before income taxes plus (a) interest expense, net, (b) depreciation and amortization, (c) (income) loss from, and disposal of, discontinued operations, (d) other expense or less other income, as separately reported on our consolidated statements of operations, including foreign currency gains and losses and loss on extinguishment of debt, and (e) certain items that we consider to be unusual, non-operational or non-recurring.
The accounting policies of our segments are the same as those described in the summary of significant accounting policies included herein.
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
Net sales
Animal Health
$ 129,189 $ 132,310 $ 399,940 $ 393,996
Mineral Nutrition
60,653 62,938 177,810 174,627
Performance Products
15,894 13,660 46,362 39,573
Total segments
$ 205,736 $ 208,908 $ 624,112 $ 608,196
Depreciation and amortization
Animal Health
$ 5,571 $ 5,359 $ 16,420 $ 15,878
Mineral Nutrition
592 584 1,805 1,753
Performance Products
273 277 825 782
Total segments
$ 6,436 $ 6,220 $ 19,050 $ 18,413
Adjusted EBITDA
Animal Health
$ 33,241 $ 36,292 $ 104,882 $ 105,070
Mineral Nutrition
5,287 5,375 11,934 14,705
Performance Products
1,330 386 3,560 898
Total segments
$ 39,858 $ 42,053 $ 120,376 $ 120,673
19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
2019
2018
Reconciliation of income before income taxes to Adjusted EBITDA
Income before income taxes
$ 19,515 $ 24,388 $ 62,294 $ 64,543
Interest expense, net
2,931 3,064 8,729 9,232
Depreciation and amortization – Total segments
6,436 6,220 19,050 18,413
Depreciation and amortization – Corporate
439 531 1,357 1,613
Corporate costs
9,850 8,650 28,654 24,675
Stock-based compensation
565 1,694
Acquisition-related cost of goods sold
1,671
Acquisition-related accrued compensation
160 1,084
Acquisition-related transaction costs
400
Foreign currency (gains) losses, net
122 (960) 104 (958)
Other
(1,506)
Adjusted EBITDA – Total segments
$ 39,858 $ 42,053 $ 120,376 $ 120,673
As of
March 31,
2019
June 30,
2018
Identifiable assets
Animal Health
$ 487,815 $ 455,704
Mineral Nutrition
72,373 69,779
Performance Products
30,682 24,040
Total segments
590,870 549,523
Corporate
115,550 122,156
Total
$ 706,420 $ 671,679
The Animal Health segment includes all goodwill of the Company. The Animal Health segment includes advances to and investment in an equity method investee of  $3,222 and $3,432 as of March 31, 2019 and June 30, 2018, respectively. The Performance Products segment includes an investment in an equity method investee of  $706 and $437 as of March 31, 2019 and June 30, 2018, respectively. Corporate assets include cash and cash equivalents, short-term investments, certain debt issuance costs, income tax related assets and certain other assets.
20

Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations
Introduction
Our management’s discussion and analysis of financial condition and results of operations (“MD&A”) is provided to assist readers in understanding our performance, as reflected in the results of our operations, our financial condition and our cash flows. The following discussion summarizes the significant factors affecting our consolidated operating results, financial condition, liquidity and cash flows as of and for the periods presented below. This MD&A should be read in conjunction with our consolidated financial statements and related notes thereto included elsewhere in this Quarterly Report on Form 10-Q. Our future results could differ materially from our historical performance as a result of various factors such as those discussed in “Risk Factors” and “Forward-Looking Statements.”
Overview of our business
Phibro Animal Health Corporation is a global diversified animal health and mineral nutrition company. We develop, manufacture and market products for a broad range of food animals including poultry, swine, beef and dairy cattle and aquaculture. Our products help prevent, control and treat diseases, enhance nutrition to help improve health and performance and contribute to balanced mineral nutrition. In addition to animal health and mineral nutrition products, we manufacture and market specific ingredients for use in the personal care, industrial chemical and chemical catalyst industries.
21

Analysis of the consolidated statements of operations
Summary Results of Operations
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
Change
2019
2018
Change
(in thousands, except per share amounts and percentages)
Net sales
$ 205,736 $ 208,908 $ (3,172)
(2)%
$ 624,112 $ 608,196 $ 15,916
3%
Gross profit
64,872 69,069 (4,197)
(6)%
199,321 199,370 (49)
(0)%
Selling, general and administrative
expenses
42,304 42,577 (273)
(1)%
128,194 126,553 1,641
1%
Operating income
22,568 26,492 (3,924)
(15)%
71,127 72,817 (1,690)
(2)%
Interest expense, net
2,931 3,064 (133)
(4)%
8,729 9,232 (503)
(5)%
Foreign currency (gains) losses,
net
122 (960) 1,082
*
104 (958) 1,062
*
Income before income taxes
19,515 24,388 (4,873)
(20)%
62,294 64,543 (2,249)
(3)%
Provision for income taxes
4,666 4,548 118
3%
16,383 21,779 (5,396)
(25)%
Net income
$ 14,849 $ 19,840 $ (4,991)
(25)%
$ 45,911 $ 42,764 $ 3,147
7%
Net income per share
basic
$ 0.37 $ 0.49 $ (0.12) $ 1.14 $ 1.07 $ 0.07
diluted
$ 0.37 $ 0.49 $ (0.12) $ 1.13 $ 1.06 $ 0.07
Weighted average number of shares outstanding
basic
40,442 40,254 40,398 40,127
diluted
40,531 40,390 40,519 40,348
Ratio to net sales
Gross profit
31.5%
33.1%
31.9%
32.8%
Selling, general and administrative expenses
20.6%
20.4%
20.5%
20.8%
Operating income
11.0%
12.7%
11.4%
12.0%
Income before income taxes
9.5%
11.7%
10.0%
10.6%
Net income
7.2%
9.5%
7.4%
7.0%
Effective tax rate
23.9%
18.6%
26.3%
33.7%
Certain amounts and percentages may reflect rounding adjustments.
*
Calculation not meaningful
22

Net sales, Adjusted EBITDA and reconciliation of GAAP net income to Adjusted EBITDA
We report Net sales and Adjusted EBITDA by segment to understand the operating performance of each segment. This enables us to monitor changes in net sales, costs and other actionable operating metrics at the segment level. See “—General description of non-GAAP financial measures.”
Segment net sales and Adjusted EBITDA:
<
Three Months
Nine Months
For the Periods Ended March 31
2019
2018
Change
2019
2018
Change
(in thousands, except percentages)
Net sales
MFAs and other
$ 84,095 $ 82,935 $ 1,160
1%
$ 264,153 $ 244,556 $ 19,597
8%
Nutritional specialties
28,227 31,366 (3,139)
(10)%
84,657 94,766 (10,109)
(11)%
Vaccines
16,867 18,009 (1,142)
(6)%
51,130 54,674 (3,544)
(6)%
Animal Health
129,189 132,310 (3,121)
(2)%
399,940 393,996 5,944
2%
Mineral Nutrition
60,653 62,938 (2,285)
(4)%
177,810 174,627 3,183
2%
Performance Products
15,894 13,660 2,234
16%
46,362 39,573 6,789
17%
Total
$ 205,736 $ 208,908 $ (3,172)
(2)%
$ 624,112 $ 608,196 $ 15,916
3%
Adjusted EBITDA
Animal Health
$ 33,241 $ 36,292 $ (3,051)
(8)%
$ 104,882 $ 105,070 $ (188)
(0)%
Mineral Nutrition
5,287 5,375 (88)
(2)%
11,934 14,705 (2,771)
(19)%
Performance Products
1,330 386 944
245%
3,560 898 2,662
296%
Corporate
(9,850) (8,650) (1,200) * (28,654) (24,675) (3,979) *
Total
$ 30,008 $ 33,403 $ (3,395)
(10)%
$ 91,722 $ 95,998 $ (4,276)
(4)%
Adjusted EBITDA ratio to segment net sales
Animal Health
25.7%
27.4%
26.2%
26.7%
Mineral Nutrition
8.7%
8.5%
6.7%
8.4%
Performance Products
8.4%
2.8%
7.7%
2.3%
Corporate(1)