MADISON, N.J., Oct. 20, 2016 /PRNewswire/ -- Quest Diagnostics Incorporated (NYSE: DGX), the world's leading provider of diagnostic information services, announced today that for the third quarter ended September 30, 2016, reported net income was $192 million, or $1.34 per diluted share, compared to $342 million, or $2.35 per diluted share, in 2015.

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Adjusted net income was $182 million, compared to $172 million in 2015. Adjusted diluted EPS excluding amortization was $1.37 in the quarter, compared to $1.28 in 2015. In the third quarter of 2016, reported net income benefitted by $10 million after tax, or $0.07 per diluted share, principally associated with a gain on escrow recovery associated with an acquisition partially offset by restructuring and integration charges. In the third quarter of 2015, reported net income benefitted from the gain on the contribution to Q Squared Solutions, the clinical trials joint venture with Quintiles, totaling $189 million after tax, or $1.30 per diluted share. This benefit was partially offset by net charges of $19 million after tax, or $0.13 per diluted share, primarily related to restructuring and integration charges.

Third quarter 2016 revenues were $1.89 billion. Revenues grew 0.3% versus the prior year on a reported basis, and grew 2.1% on an equivalent basis. 2015 equivalent revenues exclude third quarter 2015 Celera and Focus Diagnostics products revenues. Diagnostic Information Services revenues grew 2.1% compared to a year ago. Volume, measured by the number of requisitions, grew 2.0% versus the prior year and revenue per requisition was flat.

"We grew reported revenues 0.3% in the third quarter and equivalent revenues were up by more than 2%, demonstrating good progress in 2016, driven in part by our expanding health system relationships," said Steve Rusckowski, President and CEO. "The relationships we've announced this year, including those with Optum, HCA, Safeway, Ancestry, IBM, and others, position us for continued accelerating growth and will help us drive operational excellence. Based on our results through the third quarter we are narrowing our EPS guidance range and are on track to meet our commitments for the year."

For the third quarter of 2016, reported operating income was $322 million, or 17.1% of revenues, compared to $631 million, or 33.6% of revenues, in 2015. Adjusted operating income was $320 million, or 17.0% of revenues, compared to $325 million, or 17.3% of revenues, in 2015. Third quarter 2015 reported operating income benefitted from the $334 million pre-tax gain on the contribution to the clinical trials joint venture. Cash provided by operations was $301 million in the third quarter of 2016, compared to $212 million in the third quarter of 2015.

Year to Date Performance

Revenues were $5.65 billion for the first nine months of 2016. Revenues grew 0.2% versus the prior year on a reported basis, and grew 2.8% on an equivalent basis. Reported net income for the first nine months of 2016 was $490 million, or $3.42 per diluted share, compared to $521 million, or $3.58 per diluted share, in 2015. Reported net income in 2016 was negatively impacted by charges of $19 million after tax, or $0.13 per diluted share, principally associated with expenses related to restructuring and integration activities and the early retirement of debt, partially offset by the gain on the sale of the company's Focus Diagnostics products business and a gain on escrow recovery associated with an acquisition. Reported net income in 2015 was favorably impacted by a net benefit of $38 million, or $0.27 per diluted share, due to the gain on the contribution to the clinical trials joint venture partially offset by charges associated with the early retirement of debt as well as restructuring and integration expenses. Adjusted net income was $509 million for the first nine months of 2016, compared to $483 million in 2015. Adjusted diluted EPS excluding amortization was $3.84 for the first nine months of 2016, compared to $3.58 in 2015.

On a reported basis, operating income was $1.0 billion, or 17.7% of revenues, compared to $1.16 billion, or 20.5% of revenues, in 2015. Adjusted operating income for the first nine months of 2016 was $925 million, or 16.4% of revenues, compared to $915 million, or 16.2% of revenues for 2015. Cash provided by operations for the nine months of 2016 was $765 million, compared to $549 million in 2015.

Outlook for Full-Year 2016

For 2016, the company estimates results, before special items, as follows:


    --  Revenues to be approximately $7.51 billion, an increase of approximately
        0.5% over 2015 on a reported basis, and an increase of approximately
        2.5% over 2015 on an equivalent basis. This compares to previous
        guidance of revenues between $7.47 billion and $7.54 billion. For
        further details, see note 9 of the financial tables.
        --  Revenues on an equivalent basis for full year 2015 were $7.32
            billion. This represents the company's reported revenues, excluding
            $85 million in 2015 clinical trials testing revenues and $84 million
            in revenues representing all Celera products revenue for 2015 and
            Focus Diagnostics products revenue subsequent to April 2015.
    --  Reported diluted EPS to be between $4.47 and $4.52, compared to previous
        guidance of $4.18 and $4.33. Adjusted diluted EPS excluding amortization
        to be between $5.07 and $5.12, compared to $5.02 and $5.17 previously.
        For further details, see note 8 of the financial tables.
    --  Cash provided by operations to approximate $1 billion. This compares to
        previous guidance of reported cash provided by operations to approximate
        $880 million.
    --  Capital expenditures to approximate $250 million, compared to previous
        guidance of between $250 million and $300 million.

Note on Non-GAAP Financial Measures

As used in this press release the term "reported" refers to measures under the accounting principles generally accepted in the United States ("GAAP"). The term "adjusted" refers to non-GAAP measures as follows: (i) for the purpose of income measures the term "adjusted" refers to operating performance measures that exclude special items such as the gain on sale of the Focus Diagnostics products business, gain on the contribution to the clinical trials joint venture, retirement of debt and related refinancing charges, restructuring and integration charges, and other items; (ii) the term "adjusted diluted EPS excluding amortization" represents the company's diluted EPS before the impact of special items and amortization; and (iii) reference to "revenues on an equivalent basis" when comparing 2016 results to 2015 represents 2015 reported revenues excluding all clinical trials testing and Celera products revenues and Focus Diagnostics products revenues subsequent to April 2015.

Non-GAAP "adjusted" measures are presented because management believes those measures are useful adjuncts to GAAP results. Non-GAAP "adjusted" measures should not be considered as an alternative to the corresponding measures determined under GAAP. Management may use these non-GAAP measures to evaluate our performance period over period and relative to competitors, to analyze the underlying trends in our business, to establish operational budgets and forecasts or for incentive compensation purposes. We believe that these non-GAAP measures are useful to investors and analysts to evaluate our performance period over period and relative to competitors, as well as to analyze the underlying trends in our business and to assess our performance. The attached tables include reconciliations of adjusted measures to GAAP measures.

Conference Call Information

Quest Diagnostics will hold its quarterly conference call to discuss financial results beginning at 8:30 a.m. Eastern Time today. The conference call can also be accessed in listen-only mode by dialing 773-681-5898, passcode 3214469. The company suggests participants dial in approximately 10 minutes before the call. A replay of the call may be accessed online at www.QuestDiagnostics.com/investor or by phone at 866-435-1319 for domestic callers or 203-369-1017 for international callers. Telephone replays will be available from 10:30 a.m. Eastern Time on October 20, 2016 until midnight Eastern Time on November 19, 2016. Anyone listening to the call is encouraged to read the company's periodic reports, on file with the Securities and Exchange Commission, including the discussion of risk factors and historical results of operations and financial condition in those reports.

About Quest Diagnostics

Quest Diagnostics empowers people to take action to improve health outcomes. Derived from the world's largest database of clinical lab results, our diagnostic insights reveal new avenues to identify and treat disease, inspire healthy behaviors and improve health care management. Quest annually serves one in three adult Americans and half the physicians and hospitals in the United States, and our 44,000 employees understand that, in the right hands and with the right context, our diagnostic insights can inspire actions that transform lives. www.QuestDiagnostics.com.

The statements in this press release which are not historical facts may be forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date that they are made and which reflect management's current estimates, projections, expectations or beliefs and which involve risks and uncertainties that could cause actual results and outcomes to be materially different. Risks and uncertainties that may affect the future results of the company include, but are not limited to, adverse results from pending or future government investigations, lawsuits or private actions, the competitive environment, changes in government regulations, changing relationships with customers, payers, suppliers or strategic partners and other factors discussed in the company's most recently filed Annual Report on Form 10-K and in any of the company's subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, including those discussed in the "Business," "Risk Factors," "Cautionary Factors that May Affect Future Results" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of those reports.

This earnings release, including the attached financial tables, is available online in the Newsroom section at www.QuestDiagnostics.com.

TABLES FOLLOW



                                                                                         Quest Diagnostics Incorporated and Subsidiaries

                                                                                              Consolidated Statements of Operations

                                                                                 For the Three and Nine Months Ended September 30, 2016 and 2015

                                                                                               (in millions, except per share data)

                                                                                                           (unaudited)


                                                                                                                                    Three Months Ended             Nine Months Ended
                                                                                                                                       September 30,                 September 30,
                                                                                                                                       -------------                 -------------

                                                                                                                                     2016              2015              2016              2015
                                                                                                                                     ----              ----              ----              ----

    Net revenues                                                                                                                             $1,885                             $1,880           $5,654  $5,644


    Operating costs, expenses and other income:

    Cost of services                                                                                                                1,157                    1,162                       3,456     3,507

    Selling, general and administrative                                                                                               409                      402                       1,281     1,250

    Amortization of intangible assets                                                                                                  18                       20                          54        61

    Gain on disposition of business                                                                                                     -                   (334)                      (118)    (334)

    Other operating income, net                                                                                                      (21)                     (1)                       (20)        -
                                                                                                                                      ---                      ---                         ---       ---

    Total operating costs, expenses and other income, net                                                                           1,563                    1,249                       4,653     4,484
                                                                                                                                    -----                    -----                       -----     -----


    Operating income                                                                                                                  322                      631                       1,001     1,160


    Other income (expense):

    Interest expense, net                                                                                                            (37)                    (35)                      (107)    (117)

    Other income (expense), net                                                                                                         4                      (4)                       (50)    (146)

    Total non-operating expenses, net                                                                                                (33)                    (39)                      (157)    (263)
                                                                                                                                      ---                      ---                        ----      ----


    Income before income taxes and equity in earnings of equity method investees                                                      289                      592                         844       897

    Income tax expense                                                                                                               (95)                   (239)                      (345)    (359)

    Equity in earnings of equity method investees, net of taxes                                                                        11                        1                          30        15
                                                                                                                                      ---                      ---                         ---       ---

    Net income                                                                                                                        205                      354                         529       553

    Less: Net income attributable to noncontrolling interests                                                                          13                       12                          39        32

    Net income attributable to Quest Diagnostics                                                                                               $192                               $342             $490    $521
                                                                                                                                               ----                               ----             ----    ----



    Earnings per share attributable to Quest Diagnostics' common stockholders:

    Basic                                                                                                                                     $1.37                              $2.37            $3.46   $3.61
                                                                                                                                              -----                              -----            -----   -----


    Diluted                                                                                                                                   $1.34                              $2.35            $3.42   $3.58
                                                                                                                                              -----                              -----            -----   -----



    Weighted average common shares outstanding:

    Basic                                                                                                                             139                      144                         141       144

    Diluted                                                                                                                           142                      145                         143       145


                                                                                                           Quest Diagnostics Incorporated and Subsidiaries

                                                                                                                     Consolidated Balance Sheets

                                                                                                              September 30, 2016 and December 31, 2015

                                                                                                                (in millions, except per share data)

                                                                                                                             (unaudited)


                                                                                                                                                           September 30, December 31,
                                                                                                                                                                    2016          2015
                                                                                                                                                                    ----          ----

    Assets
    ------

    Current assets:

    Cash and cash equivalents                                                                                                                                                    $406             $133

    Accounts receivable, net                                                                                                                                         966                    901

    Inventories                                                                                                                                                       82                     84

    Prepaid expenses and other current assets                                                                                                                        179                    207

    Assets held for sale                                                                                                                                               9                    176
                                                                                                                                                                     ---                    ---

    Total current assets                                                                                                                                           1,642                  1,501

    Property, plant and equipment, net                                                                                                                               952                    925

    Goodwill                                                                                                                                                       6,000                  5,905

    Intangible assets, net                                                                                                                                           972                    984

    Investment in equity method investees                                                                                                                            452                    473

    Other assets                                                                                                                                                     155                    174

    Total assets                                                                                                                                                              $10,173           $9,962
                                                                                                                                                                              -------           ------


    Liabilities and Stockholders' Equity
    ------------------------------------

    Current liabilities:

    Accounts payable and accrued expenses                                                                                                                                      $1,039           $1,014

    Current portion of long-term debt                                                                                                                                  7                    159

    Total current liabilities                                                                                                                                      1,046                  1,173

    Long-term debt                                                                                                                                                 3,815                  3,492

    Other liabilities                                                                                                                                                542                    514

    Redeemable noncontrolling interest                                                                                                                                76                     70

    Stockholders' equity:

    Quest Diagnostics stockholders' equity:

    Common stock, par value $0.01 per share; 600 shares authorized at both September 30, 2016                                                                          2                      2
    and December 31, 2015; 216 shares issued at both September 30, 2016 and December 31, 2015

    Additional paid-in capital                                                                                                                                     2,526                  2,481

    Retained earnings                                                                                                                                              6,520                  6,199

    Accumulated other comprehensive loss                                                                                                                            (61)                  (38)

    Treasury stock, at cost; 77 shares and 73 shares at September 30, 2016 and December 31, 2015, respectively                                                   (4,324)               (3,960)
                                                                                                                                                                  ------                 ------

    Total Quest Diagnostics stockholders' equity                                                                                                                   4,663                  4,684

    Noncontrolling interests                                                                                                                                          31                     29
                                                                                                                                                                     ---                    ---

    Total stockholders' equity                                                                                                                                     4,694                  4,713

    Total liabilities and stockholders' equity                                                                                                                                $10,173           $9,962
                                                                                                                                                                              -------           ------


                                                                                              Quest Diagnostics Incorporated and Subsidiaries

                                                                                                   Consolidated Statements of Cash Flows

                                                                                           For the Nine Months Ended September 30, 2016 and 2015

                                                                                                               (in millions)

                                                                                                                (unaudited)


                                                                                                                                                   Nine Months Ended
                                                                                                                                                     September 30,
                                                                                                                                                     -------------

                                                                                                                                                    2016             2015
                                                                                                                                                    ----             ----

    Cash flows from operating activities:

    Net income                                                                                                                                               $529                  $553

    Adjustments to reconcile net income to net cash provided by operating activities:

    Depreciation and amortization                                                                                                                    186                       230

    Provision for doubtful accounts                                                                                                                  242                       232

    Deferred income tax provision                                                                                                                     19                       138

    Stock-based compensation expense                                                                                                                  52                        39

    Gain on disposition of business                                                                                                                (118)                    (334)

    Other, net                                                                                                                                      (15)                      (4)

    Changes in operating assets and liabilities:

    Accounts receivable                                                                                                                            (316)                    (214)

    Accounts payable and accrued expenses                                                                                                             43                      (35)

    Income taxes payable                                                                                                                              74                      (15)

    Termination of interest rate swap agreements                                                                                                      54                         -

    Other assets and liabilities, net                                                                                                                 15                      (41)

    Net cash provided by operating activities                                                                                                        765                       549
                                                                                                                                                     ---                       ---


    Cash flows from investing activities:

    Business acquisitions, net of cash acquired                                                                                                    (139)                     (41)

    Proceeds from disposition of businesses                                                                                                          270                         -

    Capital expenditures                                                                                                                           (165)                    (169)

    Investment in equity method investee                                                                                                               -                     (37)

    (Increase) decrease in investments and other assets                                                                                             (11)                       10

    Net cash used in investing activities                                                                                                           (45)                    (237)
                                                                                                                                                     ---                      ----


    Cash flows from financing activities:

    Proceeds from borrowings                                                                                                                       1,869                     2,214

    Repayments of debt                                                                                                                           (1,722)                  (2,235)

    Purchases of treasury stock                                                                                                                    (440)                    (174)

    Exercise of stock options                                                                                                                         63                        58

    Employee payroll tax withholdings on stock issued under stock-based compensation plans                                                          (10)                      (6)

    Dividends paid                                                                                                                                 (168)                    (158)

    Distributions to noncontrolling interests                                                                                                       (31)                     (28)

    Sale of noncontrolling interest in subsidiary                                                                                                      -                       51

    Payment of deferred business acquisition consideration                                                                                             -                     (51)

    Other financing activities, net                                                                                                                  (8)                     (52)

    Net cash used in financing activities                                                                                                          (447)                    (381)
                                                                                                                                                    ----                      ----


    Net change in cash and cash equivalents                                                                                                          273                      (69)

    Cash and cash equivalents, beginning of period                                                                                                   133                       192
                                                                                                                                                     ---                       ---

    Cash and cash equivalents, end of period                                                                                                                 $406                  $123
                                                                                                                                                             ----                  ----


    Cash paid during the period for:

    Interest                                                                                                                                                 $116                  $151

    Income taxes                                                                                                                                             $262                  $249


    Notes to Financial Tables

    1)             The computation of basic and
                   diluted earnings per common
                   share is as follows:


                                                                                     Three Months Ended                     Nine Months Ended
                                                                                       September 30,                          September 30,
                                                                                       -------------                          -------------

                                                                                     2016               2015                  2016            2015
                                                                                     ----               ----                  ----            ----

                                                                                                 (in millions, except per share data)

    Amounts attributable to Quest Diagnostics' common stockholders:

    Net income attributable to Quest Diagnostics                                              $192                                    $342          $490   $521

    Less: earnings allocated to participating securities                                2                           2                           3       3

    Earnings available to Quest Diagnostics' common stockholders - basic and diluted          $190                                    $340          $487   $518
                                                                                              ----                                    ----          ----   ----


    Weighted average common shares outstanding - basic                                139                         144                         141     144

    Effect of dilutive securities:

    Stock options and performance share units                                           3                           1                           2       1

    Weighted average common shares outstanding - diluted                              142                         145                         143     145
                                                                                      ---                         ---                         ---     ---


    Earnings per share attributable to Quest Diagnostics' common stockholders:

    Basic                                                                                    $1.37                                   $2.37         $3.46  $3.61
                                                                                             -----                                   -----         -----  -----


    Diluted                                                                                  $1.34                                   $2.35         $3.42  $3.58
                                                                                             -----                                   -----         -----  -----


    2)             In the second quarter of 2016, the
                   company elected to early adopt the
                   accounting standard update that
                   simplifies several aspects of the
                   accounting for stock-based
                   compensation award transactions,
                   including the income tax consequences,
                   classification of awards as either
                   equity or liabilities, classification
                   on the statement of cash flows and
                   accounting for forfeitures, effective
                   January 1, 2016.  As a result, certain
                   reclassifications have been made to
                   the prior period financial statements
                   to conform with the current period
                   presentation.


    3)             The following tables reconcile reported
                   GAAP results to non-GAAP adjusted
                   results:


                                                                                 Three Months Ended                              Nine Months Ended
                                                                                   September 30,                                   September 30,
                                                                                   -------------                                   -------------

                                                                               2016                    2015                      2016                   2015
                                                                               ----                    ----                      ----                   ----

                                                                                          (dollars in millions, except per share data)

    Adjusted operating income:
    --------------------------

    Operating income                                                                     $322                                             $631                 $1,001    $1,160

    Gain on disposition of business (a)                                           -                              (334)                              (118)     (334)

    Restructuring and integration charges (b)                                    18                                  29                                  55         83

    Other (c)                                                                  (20)                                (1)                               (13)         6
                                                                                ---                                 ---                                 ---        ---

    Adjusted operating income                                                            $320                                             $325                   $925      $915
                                                                                         ----                                             ----                   ----      ----


    Adjusted operating income as a percentage of net revenues:
    ----------------------------------------------------------

    Operating income as a percentage of net revenues                          17.1%                              33.6%                              17.7%     20.5%

    Gain on disposition of business (a)                                           -                             (17.8)                              (2.1)     (5.9)

    Restructuring and integration charges (b)                                   1.0                                 1.5                                 1.0        1.5

    Other (c)                                                                 (1.1)                                  -                              (0.2)       0.1
                                                                               ----                                 ---                               ----        ---

    Adjusted operating income as a percentage of net revenues                 17.0%                              17.3%                              16.4%     16.2%
                                                                               ----                                ----                                ----       ----


    Adjusted net income:
    --------------------

    Net income attributable to Quest Diagnostics                                         $192                                             $342                   $490      $521

    Gain on disposition of business (a)                                           -                              (334)                              (118)     (334)

    Retirement of debt and related refinancing charges (d)                        -                                  -                                 48        150

    Restructuring and integration charges (b)                                    18                                  34                                  58         88

    Other (c)                                                                  (20)                                (1)                                (6)         6

    Income tax expense (benefit) associated with the special items above (e)    (8)                                131                                  37         52
                                                                                ---                                 ---                                 ---        ---

    Adjusted net income                                                                  $182                                             $172                   $509      $483
                                                                                         ----                                             ----                   ----      ----


    Adjusted diluted EPS excluding amortization expense:
    ----------------------------------------------------

    Diluted earnings per common share                                                   $1.34                                            $2.35                  $3.42     $3.58

    Gain on disposition of business (a) (e)                                       -                             (1.30)                             (0.24)    (1.30)

    Retirement of debt and related refinancing charges (d) (e)                    -                             (0.01)                               0.21       0.63

    Restructuring and integration charges (b) (e)                              0.08                                0.14                                0.25       0.37

    Other (c) (e)                                                            (0.15)                                  -                             (0.09)      0.03

    Amortization expense (f)                                                   0.10                                0.10                                0.29       0.27
                                                                               ----                                ----                                ----       ----

    Adjusted diluted EPS excluding amortization expense                                 $1.37                                            $1.28                  $3.84     $3.58
                                                                                        -----                                            -----                  -----     -----


    Revenue on an equivalent basis:
    -------------------------------

    Net revenues                                                                       $1,885                                           $1,880                 $5,654    $5,644

    Excluded revenue (g)                                                                    -                                            (34)                     -    (145)
                                                                                          ---                                             ---                    ---     ----

    Revenue on an equivalent basis                                                     $1,885                                           $1,846                 $5,654    $5,499
                                                                                       ------                                           ------                 ------    ------



    (a)              For the nine months ended
                     September 30, 2016, represents
                     the pre-tax gain on the sale of
                     our Focus Diagnostics products
                     business to DiaSorin S.p.A. for
                     $300 million in cash, or $293
                     million net of transaction costs
                     and working capital adjustments,
                     which includes $25 million of
                     proceeds held in escrow. For the
                     three and nine months ended
                     September 30, 2015, represents
                     the gain associated with the
                     contribution of our clinical
                     trials testing business to Q(2)
                     Solutions, the clinical trials
                     joint venture with Quintiles
                     Transnational Holdings Inc.


    (b)              For the three and nine months
                     ended September 30, 2016,
                     represents costs primarily
                     associated with systems
                     conversions and integration
                     incurred in connection with
                     further restructuring and
                     integrating our business. For the
                     three and nine months ended
                     September 30, 2015, represents
                     costs primarily associated with
                     workforce reductions and
                     professional fees incurred in
                     connection with further
                     restructuring and integrating our
                     business.  The following table
                     summarizes the pre-tax impact of
                     restructuring and integration
                     charges on the company's
                     consolidated statements of
                     operations:


                                                                Three Months Ended                   Nine Months Ended
                                                                  September 30,                        September 30,
                                                                  -------------                        -------------

                                                                 2016             2015                 2016            2015
                                                                 ----             ----                 ----            ----

                                                                               (dollars in millions)

    Cost of services                                                      $8                                  $20            $25   $51

    Selling, general and administrative                            10                         9                         30     32
                                                                  ---                       ---                        ---    ---

    Operating income                                                     $18                                  $29            $55   $83
                                                                         ---                                  ---            ---   ---


    Equity in earnings of equity method investees, net of taxes     $      -                                  $5             $3    $5
                                                                  ---    ---                                 ---            ---   ---


    (c)             For the three months ended
                    September 30, 2016, primarily
                    represents a gain on escrow
                    recovery associated with an
                    acquisition.  For the nine
                    months ended September 30, 2016,
                    primarily represents a gain on
                    escrow recovery associated with
                    an acquisition, partially offset
                    by costs associated with winding
                    down subsidiaries, non-cash
                    asset impairment charges and
                    costs incurred related to
                    certain legal matters.  For the
                    nine months ended September 30,
                    2015, primarily represents non-
                    cash asset impairment charges
                    primarily associated with our
                    Celera products business and
                    costs incurred related to
                    certain legal matters, partially
                    offset by a gain of $13 million
                    associated with a decrease in
                    the fair value of the contingent
                    consideration accrual associated
                    with our Summit Health, Inc.
                    ("Summit Health") acquisition.
                    The following table summarizes
                    the pre-tax impact of these
                    other items on the company's
                    consolidated statements of
                    operations:


                                        Three Months Ended                       Nine Months Ended
                                          September 30,                            September 30,
                                          -------------                            -------------

                                                2016                      2015                         2016   2015
                                                ----                      ----                         ----   ----

                                                           (dollars in millions)

    Selling, general and administrative            $        -                              $       -           $6        $7

    Other operating income, net                 (20)                      (1)                         (19)   (1)
                                                 ---                       ---                          ---    ---

    Operating income                                    $(20)                                   $(1)        $(13)       $6
                                                         ----                                     ---          ----       ---


    Other non-operating expense, net               $        -                              $       -           $7     $   -
                                                 ---      ---                            ---     ---          ---   --- ---


    (d)              For the nine months ended
                     September 30, 2016, represents
                     charges associated with the
                     March 2016 cash tender offer
                     where the company purchased $200
                     million of its 6.95% Senior
                     Notes due July 2037 and 5.75%
                     Senior Notes due January 2040.
                     For the nine months ended
                     September 30, 2015, represents:
                     charges associated with the
                     March 2015 cash tender offer
                     where the company purchased $250
                     million aggregate principal
                     amount of its 6.95% Senior Notes
                     due July 2037 and 5.75% Senior
                     Notes due January 2040; and
                     charges associated with the
                     April 2015 redemption where the
                     company redeemed all of its
                     5.45% Senior Notes due November
                     2015, $150 million of its 3.2%
                     Senior Notes due April 2016 and
                     all of its 6.4% Senior Notes due
                     July 2017.  The following table
                     summarizes the pre-tax impact
                     of retirement of debt and
                     related refinancing charges on
                     the company's consolidated
                     statements of operations:


               Three Months Ended                   Nine Months Ended
                 September 30,                        September 30,
                 -------------                        -------------

                        2016                   2015                  2016  2015
                        ----                   ----                  ----  ----

                              (dollars in millions)

     Interest
     expense,
     net                   $      -                            $      -    $      -  $6

     Other
     non-
     operating
     expense,
     net                   -                     -                   48   144
                         ---                   ---                  ---   ---

                           $      -                            $      -         $48 $150
                         ---    ---                          ---    ---         --- ----


    (e)              For the nine months ended
                     September 30, 2016, for the
                     gain on disposition of
                     business, income tax expense
                     resulted in a combined tax rate
                     of 71.4%, which was
                     significantly in excess of the
                     combined statutory rate due to
                     a lower tax basis in the assets
                     sold, specifically the goodwill
                     associated with the
                     disposition.  For the nine
                     months ended September 30,
                     2015, for the gain on
                     disposition of business, income
                     tax expense resulted in a
                     combined tax rate of 43.3%.
                     For the retirement of debt and
                     related refinancing charges,
                     income tax benefits were
                     calculated using a combined tax
                     rate of 38.9% and 40% for 2016
                     and 2015, respectively.  For
                     the restructuring and
                     integration charges and other
                     items, income tax impacts,
                     where recorded, were calculated
                     using combined tax rate of
                     38.9% for both 2016 and 2015.
                     The following table summarizes
                     the income tax expense
                     (benefit) associated with the
                     special items:


                                                       Three Months Ended                       Nine Months Ended
                                                         September 30,                            September 30,
                                                         -------------                            -------------

                                                                2016                    2015                      2016    2015
                                                                ----                    ----                      ----    ----

                                                                          (dollars in millions)

    Gain on disposition of business                                $      -                                     $145           $84  $145

    Retirement of debt and related refinancing charges             -                    (2)                     (18)   (58)

    Restructuring and integration charges                        (8)                   (13)                     (23)   (34)

    Other                                                          -                      1                       (6)    (1)
                                                                 ---                    ---                       ---     ---

                                                                       $(8)                                     $131           $37   $52
                                                                        ---                                      ----           ---   ---


    (f)            Represents the impact of
                   amortization expense on
                   diluted earnings per common
                   share, net of the income tax
                   benefit.  The income tax
                   benefit was primarily
                   calculated using a combined
                   tax rate of 38.9% for 2016
                   and 2015.  The pre-tax
                   amortization expense that is
                   excluded from the calculation
                   of adjusted diluted EPS
                   excluding amortization
                   expense is recorded in the
                   company's statements of
                   operations as follows:


                                                                Three Months Ended                   Nine Months Ended
                                                                  September 30,                        September 30,
                                                                  -------------                        -------------

                                                                         2016                   2015                  2016     2015
                                                                         ----                   ----                  ----     ----

                                                                               (dollars in millions)

    Amortization of intangible assets                                            $18                                  $20           $54  $61

    Equity in earnings of equity method investees, net of taxes             4                      4                        12         4
                                                                          ---                    ---                       ---       ---

                                                                                 $22                                  $24           $66  $65
                                                                                 ---                                  ---           ---  ---




    (g)              Effective July 1, 2015, the
                     company contributed its
                     clinical trials testing
                     business to the Q(2)
                     Solutions joint venture.  In
                     2016, the company wound down
                     its Celera products business
                     and completed its exit from
                     the products business as a
                     result of the sale of Focus
                     Diagnostics products on May
                     13, 2016.  For the three
                     months ended September 30,
                     2015, excluded revenue
                     represents Celera products
                     and Focus Diagnostics
                     products reported revenues.
                     Excluded revenue for the nine
                     months ended September 30,
                     2015, represents clinical
                     trials testing reported
                     revenues for the first and
                     second quarters of 2015,
                     Celera products reported
                     revenues for the first,
                     second and third quarters of
                     2015 and Focus Diagnostics
                     products revenues subsequent
                     to April 2015.


    4)             For the nine months ended September
                   30, 2016, the company recorded
                   income tax expense of $84 million
                   associated with the gain on sale of
                   our Focus Diagnostics products
                   business, consisting of $91 million
                   of current income tax expense and a
                   deferred income tax benefit of $7
                   million.  In connection with the
                   gain associated with the
                   contribution of our clinical trial
                   testing business to the Q(2)
                   Solutions joint venture, the
                   company recorded a deferred income
                   tax liability of $145 million for
                   the three and nine months ended
                   September 30, 2015.


    5)             Other operating income, net includes
                   miscellaneous income and expense
                   items related to operating
                   activities.  For the three and nine
                   months ended September 30, 2016,
                   other operating income, net
                   principally consists of a gain on
                   an escrow recovery associated with
                   an acquisition.  Other operating
                   income, net for the nine months
                   ended September 30, 2015,
                   principally includes non-cash
                   asset impairment charges primarily
                   associated with our Celera products
                   business, essentially offset by a
                   gain of $13 million associated with
                   a decrease in the fair value of the
                   contingent consideration accrual
                   associated with our Summit Health
                   acquisition.


    6)             Other income (expense), net
                   represents miscellaneous income and
                   expense items related to non-
                   operating activities, such as gains
                   and losses associated with
                   investments, other non-operating
                   assets and early retirement of
                   debt.  For the nine months ended
                   September 30, 2016, other income
                   (expense), net includes $48 million
                   of charges on the retirement of
                   debt associated with the March 2016
                   cash tender offer and non-cash
                   asset impairment charges associated
                   with certain investments of $7
                   million.  Other income (expense),
                   net for the nine months ended
                   September 30, 2015 includes $144
                   million of charges on the
                   retirement of debt associated with
                   March 2015 tender offer and April
                   2015 redemption.


    7)             For the nine months ended September
                   30, 2016, the company repurchased
                   5.7 million shares of its common
                   stock for $440 million, including
                   3.1 million shares repurchased
                   under an accelerated share
                   repurchase agreement during the
                   second and third quarters of 2016
                   for $250 million.


    At September 30, 2016, $532 million remained
     available under the company's share repurchase
     authorizations.


    8)             The outlook for adjusted diluted EPS
                   excluding amortization expense
                   represents management's estimates
                   for the full year 2016 before the
                   impact of special items and
                   amortization expense.  Further
                   impacts to earnings related to
                   special items may be incurred
                   throughout the remainder of the
                   year.  The following table
                   reconciles our 2016 outlook for
                   adjusted diluted EPS excluding
                   amortization expense to the
                   corresponding amounts determined
                   under GAAP:


                                      Low                  High
                                      ---                  ----

                                       (dollars in millions,
                                       except per share data)

    Adjusted diluted EPS excluding
     amortization expense:
    ------------------------------

    Diluted earnings per common share           $4.47                   $4.52

    Gain on disposition of business
     (a)                              (0.24)                    (0.24)

    Retirement of debt and related
     refinancing charges (b)            0.21                       0.21

    Restructuring and integration
     charges (c)                        0.34                       0.34

    Other (d)                         (0.09)                    (0.09)

    Amortization expense (e)            0.38                       0.38
                                        ----                       ----

    Adjusted diluted EPS excluding
     amortization expense                       $5.07                   $5.12
                                                -----                   -----



               (a)                Represents the pre-tax gain of $118
                                  million on the sale of our Focus
                                  Diagnostics products business.


              (b)                Represents pre-tax charges of $48
                                  million associated with the
                                  retirement of debt and related
                                  refinancing charges in connection
                                  with the March 2016 cash tender
                                  offer.


              (c)                Represents estimated full year pre-
                                  tax charges of $80 million
                                  primarily associated with systems
                                  conversions and integration costs
                                  incurred in connection with further
                                  restructuring and integrating our
                                  business.  Income tax benefits were
                                  calculated using a combined tax
                                  rate of 38.9%.


              (d)                Represents a net pre-tax gain of $6
                                  million primarily associated with a
                                  gain on escrow recovery associated
                                  with an acquisition, partially
                                  offset by costs associated with
                                  winding down subsidiaries, non-
                                  cash asset impairment charges and
                                  costs incurred related to certain
                                  legal matters through September 30,
                                  2016.


              (e)                Represents the full year impact of
                                  amortization expense on the
                                  calculation of adjusted diluted EPS
                                  excluding amortization expense.
                                  Amortization expense used in the
                                  calculation is as follows (dollars
                                  in millions):


    Amortization of intangible
     assets                                          $72

    Amortization expense included in
     equity in earnings of equity
     method investees                          17
                                              ---

    Total pre-tax amortization
     expense                                         $89
                                                     ---


    Total amortization expense, net
     of an estimated tax benefit                     $55
                                                     ---


    9)             The updated outlook for 2.5% revenue
                   growth on an equivalent basis in
                   2016 represents management's
                   revenue estimates for 2016 versus
                   reported 2015 revenues adjusted to
                   exclude: the 2015 revenues from the
                   clinical trials testing and Celera
                   products businesses; and certain
                   2015 revenues from the Focus
                   Diagnostics products business.  In
                   2015, the company contributed its
                   clinical trials testing business to
                   the Q(2) Solutions joint venture.
                   In 2016, the company wound down its
                   Celera products business and
                   completed its exit from the
                   products business as a result of
                   the sale of Focus Diagnostics
                   products on May 13, 2016.  The
                   following table reconciles our 2015
                   net revenues determined under GAAP
                   with equivalent revenue for 2015:


                                                                     Three Months Ended                                       Year Ended
                                                                     ------------------                                       ----------

                                         March 31,         June 30,              September 30,            December 31,    December 31,
                                               2015             2015                        2015                     2015             2015
                                               ----             ----                        ----                     ----             ----

                                                                              (dollars in millions)

    2015 Revenue on an equivalent basis:
    ------------------------------------

    Net revenues                                    $1,839                                         $1,925                                      $1,880           $1,849 $7,493

    Excluded revenue:

    Clinical trials (a)                        (40)                       (45)                                       -                            -    (85)

    Products (b)                                (7)                       (19)                                    (34)                         (24)    (84)
                                                ---                         ---                                      ---                           ---      ---

    2015 Revenue on an equivalent basis             $1,792                                         $1,861                                      $1,846           $1,825 $7,324
                                                    ------                                         ------                                      ------           ------ ------


    2016 Revenue outlook:
    ---------------------

    2015 Revenue on an equivalent basis                                                                                                    $7,324

    2016 Equivalent revenue growth                                                                                              2.5%
                                                                                                                                 ---

    2016 Revenue outlook                                                                                                                   $7,510
                                                                                                                                           ------



    (a)                      Effective July 1, 2015, the
                             company contributed its
                             clinical trials testing
                             business to the Q(2)
                             Solutions joint venture.
                             Clinical trials testing
                             revenues reported in the
                             first and second quarters of
                             2015 are excluded to provide
                             2015 revenue on an equivalent
                             basis.


    (b)                      Celera products revenues
                             reported during 2015 and
                             Focus Diagnostics products
                             revenues subsequent to April
                             2015 have been excluded to
                             provide 2015 revenue on an
                             equivalent basis.

Contacts:
Shawn Bevec (Investors):
973-520-2900
Dennis Moynihan (Media):
973-520-2800

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SOURCE Quest Diagnostics Incorporated