Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 
 
 
Date of Report (Date of Earliest Event Reported):
 
November 8, 2017 (November 7, 2017)
Cumberland Pharmaceuticals Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

 
 
 
 
 
Tennessee
001-33637
62-1765329
 
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
  
 
 
 
2525 West End Avenue, Suite 950, Nashville, Tennessee
 
37203
 
(Address of principal executive offices)
 
(Zip Code)
 
 
 
 
 
Registrant's telephone number, including area code:
 
(615) 255-0068
Not Applicable
__________________________________________
Former name or former address, if changed since last report
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
    
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. □





Item 2.02 Results of Operations and Financial Condition.
On November 7, 2017, Cumberland Pharmaceuticals Inc. (the "Company") issued a press release announcing revenue growth of 27% during the three months ended September 30, 2017. The press release highlighted the launch of Totect® and the implementation of the Kristalose® Co-Promotion Agreement. The press release also included the operating results for the three and nine months ended September 30, 2017. A copy of the press release is furnished as Exhibit 99.1.
This information is furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, unless specifically incorporated by reference in a document filed under the Securities Act of 1933, as amended, or the Exchange Act. By filing this report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by Item 2.02.








SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
Cumberland Pharmaceuticals Inc.
 
 
 
 
Dated: November 8, 2017
 
 
 
By:
/s/ Michael Bonner
 
 
 
 
 
Michael Bonner
 
 
 
 
 
Chief Financial Officer
 
 
 
 
 
 
 



                                
                        

                                
                                
        
                        
Exhibit Index

 
 
 
Exhibit No.
 
Description
 
 
 
99.1
 



Exhibit



https://cdn.kscope.io/d012a57f177b78b4d7a68fe34f3c968e-cumberlandpharmaimageaa02.jpg

CUMBERLAND PHARMACEUTICAL REPORTS
27% REVENUE GROWTH IN THE THIRD QUARTER
- Launched Totect® in the United States
- Implemented Kristalose® Co-Promotion Agreement

NASHVILLE, TN (Tuesday, November 7th, 2017) - Cumberland Pharmaceuticals Inc. (NASDAQ: CPIX), a specialty pharmaceutical company focused on hospital acute care, gastroenterology, and oncology supportive care today announced third quarter 2017 financial results with Net Revenues of $11.2 million, up 27% over the prior year quarter. It was the fifth consecutive quarter of year over year revenue growth for the Company, and during the first nine months of 2017 Net Revenues increased 23% over the prior year period.

QUARTER HIGHLIGHTS:
Initiated distribution, sales and promotion of Totect®, Cumberland's branded dexrazoxane and second oncology support drug, in the United States.
Launched a new co-promotion agreement for Kristalose®, more than doubling the number of physicians called on in support of the brand.
Continued to progress Phase II clinical studies for the four advanced pipeline programs.

"Over the past year, we have dramatically expanded our product portfolio and reach, through a series of successful business development initiatives. As a result, we are now marketing seven FDA-approved brands," said A.J. Kazimi, Chief Executive Officer of Cumberland Pharmaceuticals." This diversified strategy has driven our double-digit top-line growth over the last year, and our momentum is strong. Our goal remains the same - deliver sustainable revenue growth and profitability though the delivery of high quality medicines."







KEY QUARTER DEVELOPMENTS:

Totect®
In late July 2017, Cumberland Pharmaceuticals initiated distribution and sale of Totect (dexrazoxane hydrochloride) in the United States. This followed the FDA approval of the updated labeling and product manufacturer for the product. In late September 2017, Cumberland announced the launch of sales promotional support for Totect in the United States.
Totect is an FDA-approved hospital based emergency oncology intervention drug, indicated to treat the toxic effects of anthracycline chemotherapy. It treats anthracycline extravasation that occurs when the injected medication escapes from the blood vessels and circulates into surrounding tissues in the body, causing severe damage and serious complications. Totect can limit such damage without the need for additional surgeries or procedures and enables patients to continue their essential anti-cancer treatment.
In preparation for the Totect promotional launch, the Company completed the training of its sales and medical organization, stocked the product at select wholesalers serving hospitals, and introduced the brand’s website. Totect is supported by Cumberland’s hospital sales force. Totect was launched during a national shortage of dexrazoxane, resulting in strong initial demand for the product. It’s Cumberland's second oncology support product licensed through a Strategic Alliance with Clinigen Group plc.

Kristalose® 
During the third quarter 2017, Cumberland fully implemented the co-promotion arrangements with Poly Pharmaceuticals, Inc. (“Poly”) following a multi-year agreement signed in April 2017.
Poly is a privately held U.S. specialty pharmaceutical company that is featuring Kristalose to an expanded number of physicians. Poly’s sales organization is more than doubling the number of nationwide physicians called upon with Kristalose bringing the brand’s message to thousands of additional medical professionals. Cumberland continues to manage the national marketing, distribution, and regulatory activities associated with the product.

FINANCIAL RESULTS:
Net Revenue: For the three months ended September 30, 2017, net revenues were $11.2 million, a 27% increase compared to $8.8 million for the prior year period. Net revenue by product for the three months ended September 30, 2017, included $2.9 million for Totect®, $2.7 million for Kristalose®, and $2.6 million for Ethyol®. Net revenue for the Company’s other brands totaled $2.8 million for the third quarter with $1.3 million for Acetadote® (including the brand and Company's Authorized Generic) $0.9 million for Caldolor®, $0.4 million for Vaprisol®, and $0.2 million for Omeclamox®-Pak.
Operating Expenses: Total operating expenses for the three months ended September 30, 2017 were $12.0 million, compared to $8.7 million during the prior year period. The primary reasons for this increase were the additional cost of goods sold and royalty expenses associated with the growth in sales.
Earnings: Net income (loss) for the third quarter 2017 was $(0.7) million or $(0.05) per diluted share, compared to $0.1 million or $0.01 a share for the prior year period.





Adjusted Earnings for the third quarter were $0.1 million or $0.01 per diluted share, compared to $1.0 million or $0.06 per diluted share for the prior year period. The definition and reconciliation of Adjusted Earnings to net income is provided in this release.
Balance Sheet: At September 30, 2017, Cumberland had $50.1 million in cash and marketable securities, including approximately $42.0 million in cash and equivalents. Total Assets at September 30, 2017 were $90.4 million. Total Liabilities were $25.4 million, including $8.0 million outstanding on the Company's revolving line of credit, resulting in Total Shareholder's Equity of $65.1 million.
Cumberland also has approximately $44 million in tax net operating loss carryforwards, resulting from the prior exercise of stock options.

Conference Call and Webcast
A conference call and live Internet webcast will be held on Tuesday, November 7, 2017 at 4:30 p.m. Eastern Time to discuss the Company's third quarter 2017 financial results. To participate in the call, please dial 877-303-1298 (for U.S. callers) or 253-237-1032 (for international callers). A rebroadcast of the teleconference will be available for one week and can be accessed by dialing 855-859-2056 (for U.S. callers) or 404-537-3406 (for international callers). The Conference ID for the rebroadcast is 48389040. The live webcast and rebroadcast can be accessed via Cumberland's website at http://investor.shareholder.com/cpix/events.cfm.

About Cumberland Pharmaceuticals

Cumberland Pharmaceuticals Inc. is a specialty pharmaceutical company focused on the delivery of high-quality prescription brands to improve patient care. The Company develops, acquires, and commercializes brands for the hospital acute care, gastroenterology, and oncology market segments.
The Company’s portfolio of FDA approved brands includes:
Acetadote® (acetylcysteine) Injection, for the treatment of acetaminophen poisoning;
Caldolor® (ibuprofen) Injection, for the treatment of pain and fever;
Kristalose® (lactulose) for Oral Solution, a prescription laxative, for the treatment of chronic and acute constipation;
Omeclamox®-Pak, (omeprazole, clarithromycin, amoxicillin) for the treatment of Helicobacter pylori (H. pylori) infection and related duodenal ulcer disease;
Vaprisol® (conivaptan) Injection, to raise serum sodium levels in hospitalized patients with euvolemic and hypervolemic hyponatremia;
Ethyol® (amifostine) Injection, for the reduction of xerostomia (dry mouth) in patients undergoing post-operative radiation treatment for head and neck cancer and the renal toxicity associated with the administration of cisplatin in patients with advanced ovarian cancer;
Totect® (dexrazoxane hydrochloride) Injection, for emergency oncology intervention, to treat the toxic effects of anthracycline chemotherapy in case of extravasation (drug leakage from the bloodstream into the tissues).






Cumberland’s pipeline of product candidates includes:
Hepatoren® (ifetroban) Injection, a Phase II candidate for the treatment of critically ill patients suffering from liver and kidney failure associated with hepatorenal syndrome (“HRS”);
Boxaban® (ifetroban) ) Oral Capsules, a Phase II candidate for the treatment of asthma patients with aspirin-exacerbated respiratory disease ("AERD");
Vasculan® (ifetroban) Oral Capsules, a Phase II candidate for the treatment of patients with the systemic sclerosis (SSc) form of autoimmune disease;
Portaban™ (ifetroban) Injection and Oral Capsules, a Phase II candidate for the treatment of patients with portal hypertension associated with liver disease;
Methotrexate (methotrexate) Injection, an approval submission candidate for the treatment of active rheumatoid, juvenile idiopathic and severe psoriatic arthritis, as well as severe disabling psoriasis.

For more information on Cumberland’s approved products, including full prescribing information, please visit the individual product websites, links to which can be found on the Company’s website www.cumberlandpharma.com.
About Acetadote® (acetylcysteine) Injection
Acetadote, administered intravenously within 8 to 10 hours after ingestion of a potentially hepatotoxic quantity of acetaminophen, is indicated to prevent or lessen hepatic injury. Used in the emergency department, Acetadote is approved in the United States to treat overdose of acetaminophen, a common ingredient in many over-the-counter medications. Acetadote is contraindicated in patients with hypersensitivity or previous anaphylactoid reactions to acetylcysteine or any components of the preparation. Serious anaphylactoid reactions, including death in a patient with asthma, have been reported in patients administered acetylcysteine intravenously. Acetadote should be used with caution in patients with asthma or where there is a history of bronchospasm. The total volume administered should be adjusted for patients weighing less than 40 kg and for those requiring fluid restriction. To avoid fluid overload, the volume of diluent should be reduced as needed. If volume is not adjusted, fluid overload can occur, potentially resulting in hyponatremia, seizure and death. For full prescribing information, visit www.acetadote.com.
About Caldolor® (ibuprofen) Injection
Caldolor is indicated in adults and pediatric patients for the management of mild to moderate pain and management of moderate to severe pain as an adjunct to opioid analgesics, as well as the reduction of fever. It was the first FDA-approved intravenous therapy for fever. Caldolor is contraindicated in patients with known hypersensitivity to ibuprofen or other NSAIDs, patients with a history of asthma or other allergic type reactions after taking aspirin or other NSAIDs. Caldolor is contraindicated for use during the peri-operative period in the setting of coronary artery bypass graft (CABG) surgery. Caldolor should be used with caution in patients with prior history of ulcer disease or GI bleeding, in patients with fluid retention or heart failure, in the elderly, those with renal impairment, heart failure, liver impairment, and those taking diuretics or ACE inhibitors. Blood pressure should be monitored during treatment with Caldolor. For full prescribing information, including boxed warning, visit www.caldolor.com .
About Kristalose® (lactulose) Oral Solution
Kristalose is indicated for the treatment of acute and chronic constipation. It is a unique, proprietary, crystalline form of lactulose, with no restrictions on length of therapy or patient age. Initial dosing may produce flatulence and intestinal cramps, which are usually transient. Excessive dosage can lead to diarrhea with potential





complications such as loss of fluids, hypokalemia and hypernatremia. Nausea and vomiting have been reported. Use with caution in diabetics. Kristalose is contraindicated in patients who require a low-galactose diet. Elderly, debilitated patients who receive lactulose for more than six months should have serum electrolytes (potassium, chloride, carbon dioxide) measured periodically. For full prescribing information, visit www.kristalose.com.
About Omeclamox®-Pak (omeprazole, clarithromycin, amoxicillin)
Omeprazole is an antisecretory drug, which works by decreasing the amount of acid the stomach produces. Clarithromycin and amoxicillin are antibacterial drugs, which inhibit the growth of bacteria allowing the stomach lining to heal. Omeclamox-Pak is contraindicated in patients with a history of hypersensitivity to omeprazole, any macrolide antibiotic or penicillin. The safety and effectiveness of Omeclamox-Pak in the pediatric population has not yet been established. Omeclamox-Pak was approved by the U.S. Food and Drug Administration in 2011. For full prescribing information, visit www.omeclamox.com.
About Vaprisol® (conivaptan hydrochloride) Injection
Vaprisol is an intravenous treatment for hyponatremia used in the critical care setting. Hyponatremia is an electrolyte disturbance in which sodium ion concentration in blood plasma is lower than normal. This can be associated with a variety of critical care conditions including congestive heart failure, liver failure, kidney failure and pneumonia. The product is a vasopressin receptor antagonist that raises serum sodium levels and promotes free water secretion. Vaprisol was approved by the U.S. Food and Drug Administration in 2005 for euvolemic hyponatremia and in 2007 for hypervolemic hyponatremia. For full prescribing information, visit www.vaprisol.com.
About Ethyol® (amifostine) Injection
Ethyol is indicated to reduce the cumulative renal toxicity associated with repeated administration of cisplatin in patients with advanced ovarian cancer. It is indicated to reduce the incidence of moderate to severe xerostomia in patients undergoing post-operative radiation treatment for head and neck cancer, where the radiation port includes a substantial portion of the parotid glands.

About Totect® (dexrazoxane) Injection
Totect is an anthracycline extravasation agent approved by the United States Food and Drug Administration. Anthracyclines are used to treat many types of cancer and are among the most common cancer therapies.

Anthracycline extravasation occurs when there is accidental leaking of the intravenously-administered medication into the surrounding tissues. Anthracycline extravasation can result in serious complications for cancer patients including tissue necrosis with skin ulceration. In addition to tissue damage, an anthracycline extravasation may cause damage to the nerves, tendons, muscle, and joints. For more information please visit www.totect.com.

About Cumberland Emerging Technologies (CET)
Cumberland Emerging Technologies, Inc. (www.cet-fund.com) is a joint initiative between Cumberland Pharmaceuticals Inc., Vanderbilt University, LaunchTN, and Gloria Pharmaceuticals. The mission of CET is to advance biomedical technologies and products conceived at Vanderbilt University and other regional research centers towards the marketplace. CET helps manage the development and commercialization process for select projects, and provides expertise on intellectual property, regulatory, manufacturing and marketing issues that are critical to successful new biomedical products. CET's Life Sciences Center, provides laboratory space, equipment and infrastructure for CET’s activities and other early-stage life sciences ventures.







Forward-Looking Statements
This announcement contains forward-looking statements, which are subject to certain risks and reflect Cumberland's current views on future events based on what it believes are reasonable assumptions. No assurance can be given that these events will occur. As with any business, all phases of Cumberland's operations are subject to factors outside of its control, and any one or combination of these factors could materially affect Cumberland's results of operations. These factors include market conditions, competition, an inability of manufacturers to produce Cumberland's products on a timely basis or failure of manufacturers to comply with regulations applicable to pharmaceutical manufacturers, maintaining an effective sales and marketing infrastructure and other factors discussed in the Company's most recent Annual Report on Form 10-K and subsequent reports on Form 10-Q as filed with the SEC. There can be no assurance that results anticipated by the Company will be realized or that they will have the expected effects. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The Company does not undertake any obligation to publicly revise these statements to reflect events after the date hereof.






Investor Contact:
 
Media Contact:
Erin Smith
 
Rebecca Kirkham
Corporate Relations
 
Lovell Communications
(615) 255-0068
 
(615) 297-7766
SOURCE: Cumberland Pharmaceuticals Inc.
- MORE -






CUMBERLAND PHARMACEUTICALS INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Unaudited)
 
September 30,
2017
 
December 31, 2016
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
42,018,953

 
$
34,510,330

Marketable securities
8,055,017

 
15,622,111

Accounts receivable, net of allowances
7,205,378

 
7,330,127

Inventories, net
5,857,468

 
5,371,729

Other current assets
2,945,999

 
2,710,967

Total current assets
66,082,815

 
65,545,264

Property and equipment, net
474,748

 
464,454

Intangible assets, net
21,540,316

 
22,154,176

Other assets
2,253,178

 
2,120,742

Deferred tax assets, net

 
3,119,930

Total assets
$
90,351,057

 
$
93,404,566

LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
7,921,600

 
$
8,036,611

Other current liabilities
7,876,491

 
6,755,652

Total current liabilities
15,798,091

 
14,792,263

Revolving line of credit
8,000,000

 
4,100,000

Other long-term liabilities
1,634,936

 
1,391,484

Total liabilities
25,433,027

 
20,283,747

Commitments and contingencies
 
 
 
Equity:
 
 
 
Shareholders’ equity:
 
 
 
Common stock—no par value; 100,000,000 shares authorized; 15,781,736 and 16,074,176 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively
52,585,566

 
54,643,268

Retained earnings
12,509,767

 
18,604,931

Total shareholders’ equity
65,095,333

 
73,248,199

Noncontrolling interests
(177,303
)
 
(127,380
)
Total equity
64,918,030

 
73,120,819

Total liabilities and equity
$
90,351,057

 
$
93,404,566






CUMBERLAND PHARMACEUTICALS INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive Income (loss)
(Unaudited)
 
Three months ended September 30,
 
Nine months ended September 30,
 
2017
 
2016
 
2017
 
2016
Net revenues
$
11,196,961

 
$
8,791,753

 
$
29,500,843

 
$
23,944,120

Costs and expenses:
 
 
 
 
 
 
 
Cost of products sold
2,166,353

 
1,973,948

 
5,216,776

 
4,353,148

Selling and marketing
6,226,438

 
3,614,714

 
16,174,391

 
10,585,955

Research and development
943,162

 
644,662

 
2,921,951

 
2,029,914

General and administrative
2,090,785

 
1,865,575

 
6,554,158

 
5,817,943

Amortization
609,572

 
562,722

 
1,811,589

 
1,632,920

Total costs and expenses
12,036,310

 
8,661,621

 
32,678,865

 
24,419,880

Operating income (loss)
(839,349
)
 
130,132

 
(3,178,022
)
 
(475,760
)
Interest income
94,833

 
51,636

 
216,849

 
160,248

Interest expense
(8,902
)
 
(29,088
)
 
(70,646
)
 
(77,777
)
Income (loss) before income taxes
(753,418
)
 
152,680

 
(3,031,819
)
 
(393,289
)
Income tax (expense) benefit
(3,822
)
 
(57,192
)
 
(4,196,192
)
 
159,282

Net income (loss)
(757,240
)
 
95,488

 
(7,228,011
)
 
(234,007
)
Net loss at subsidiary attributable to noncontrolling interests
14,209

 
10,678

 
49,923

 
39,018

Net income (loss) attributable to common shareholders
$
(743,031
)
 
$
106,166

 
$
(7,178,088
)
 
$
(194,989
)
Earnings (loss) per share attributable to common shareholders
 
 
 
 
 
 
 
- basic
$
(0.05
)
 
$
0.01

 
$
(0.45
)
 
$
(0.01
)
- diluted
$
(0.05
)
 
$
0.01

 
$
(0.45
)
 
$
(0.01
)
Weighted-average shares outstanding
 
 
 
 
 
 
 
- basic
15,867,159

 
16,217,442

 
15,973,737

 
16,268,579

- diluted
15,867,159

 
16,504,568

 
15,973,737

 
16,268,579

 
 
 
 
 
 
 
 
Comprehensive income (loss) attributable to common shareholders
(743,031
)
 
106,166

 
(7,178,088
)
 
(194,989
)
Net loss at subsidiary attributable to noncontrolling interests
14,209

 
10,678

 
49,923

 
39,018

Total comprehensive income (loss)
$
(757,240
)
 
$
95,488

 
$
(7,228,011
)
 
$
(234,007
)
 
 
 
 
 
 
 
 







CUMBERLAND PHARMACEUTICALS INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 
Nine months ended September 30,
 
2017
 
2016
Cash flows from operating activities:
 
 
 
Net income (loss)
$
(7,228,011
)
 
$
(234,007
)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
 
 
 
Depreciation and amortization expense
1,974,194

 
1,785,057

Deferred tax expense
4,293,963

 
662,689

Share-based compensation
849,198

 
623,504

Excess tax (benefit) expense derived from exercise of stock options
(91,109
)
 
907,270

Noncash interest expense
60,708

 
61,224

Noncash investment gains
(48,084
)
 
(69,140
)
Net changes in assets and liabilities affecting operating activities:
 
 
 
Accounts receivable
124,748

 
(595,180
)
Inventories
(485,739
)
 
(713,084
)
Other current assets and other assets
(428,176
)
 
(1,241,372
)
Accounts payable and other current liabilities
640,453

 
(1,705,007
)
Other long-term liabilities
239,703

 
267,730

Net cash used in operating activities
(98,152
)
 
(250,316
)
Cash flows from investing activities:
 
 
 
Additions to property and equipment
(172,899
)
 
(98,275
)
Purchases of marketable securities
(2,029,414
)
 
(3,643,894
)
Proceeds from sale of marketable securities
9,644,592

 
3,676,745

Additions to intangible assets
(841,647
)
 
(1,554,410
)
Net cash provided by (used in) investing activities
6,600,632

 
(1,619,834
)
Cash flows from financing activities:
 
 
 
Net borrowings on line of credit
3,900,000

 
2,000,000

Excess tax expense derived from exercise of stock options

 
(907,270
)
Repurchase of common shares
(2,893,857
)
 
(1,879,395
)
Net cash provided by (used in) financing activities
1,006,143

 
(786,665
)
Net increase (decrease) in cash and cash equivalents
7,508,623

 
(2,656,815
)
Cash and cash equivalents at beginning of period
34,510,330

 
38,203,059

Cash and cash equivalents at end of period
$
42,018,953

 
$
35,546,244








CUMBERLAND PHARMACEUTICALS INC. AND SUBSIDIARIES
Reconciliation of Net Income (loss) Attributable to Common Shareholders to Adjusted Earnings and Adjusted Diluted Earnings Per Share
(Unaudited)
 
 
Three months ended September 30, 2017
 
Three months ended September 30, 2016
 
 
Earnings impact
 
Earnings per share impact
 
Earnings impact
 
Earnings per share impact
Net income (loss) attributable to common shareholders
 
$
(743,031
)
 
$
(0.05
)
 
$
106,166

 
$
0.01

Less: Net loss at subsidiary attributable to noncontrolling interests
 
14,209

 

 
10,678

 

Net income (loss)
 
(757,240
)
 
(0.05
)
 
95,488

 
0.01

Adjustments to net income (loss)
 
 
 
 
 
 
 
 
Income tax
 
3,822

 

 
57,192

 

Depreciation and amortization
 
659,901

 
0.04

 
613,620

 
0.04

Share-based compensation (a)
 
297,943

 
0.02

 
215,278

 
0.01

Interest income
 
(94,833
)
 
(0.01
)
 
(51,636
)
 

Interest expense
 
8,902

 

 
29,088

 

Adjusted Earnings (loss) and Adjusted Diluted Earnings (loss) Per Share
 
$
118,495

 
$
0.01

 
$
959,030

 
$
0.06

 
 
 
 
 
 
 
 
 
Diluted weighted-average common shares outstanding:
 
 
 
16,280,883

 
 

16,504,568

 
 
 
 
 
 
 
 
 





The Company provided the above adjusted supplemental financial performance measures, which are considered "non-GAAP" financial measures under applicable Securities and Exchange Commission rules and regulations. These financial measures should be considered supplemental to, and not as a substitute for, financial information prepared in accordance with Generally Accepted Accounting Principles ("GAAP"). The definition of these supplemental measures may differ from similarly titled measures used by others.
Because these supplemental financial measures exclude the effect of items that will increase or decrease the Company's reported results of operations, management strongly encourages investors to review the Company's consolidated financial statements and publicly filed reports in their entirety. A reconciliation of the supplemental financial measures to the most directly comparable GAAP financial measures is included in the tables accompanying this release.
Cumberland's management believes these supplemental financial performance measures are important as they are used by management, along with financial measures in accordance with GAAP, to evaluate the Company's operating performance. In addition, Cumberland believes that they will be used by certain investors to measure the Company's operating results. Management believes that presenting these supplemental measures provides useful information about the Company's underlying performance across reporting periods on a consistent basis by excluding items that Cumberland does not believe are indicative of its core business performance or reflect long-term strategic activities. Certain of these items are not settled through cash payments and include: depreciation, amortization, share-based compensation expense and income taxes. Cumberland utilizes its net operating loss carryforwards to pay minimal income taxes. In addition, the use of these financial measures provides greater transparency to investors of supplemental information used by management in its financial and operational decision-making, including the evaluation of the Company's operating performance.

The Company defines these supplemental financial measures as follows:
Adjusted Earnings (loss): net income (loss) adjusted for the impact of income taxes, depreciation and amortization expense, share-based compensation and interest income and interest expense.
 
(a) Represents the share-based compensation of Cumberland.
    
Adjusted Diluted Earnings (loss) Per Share: Adjusted Earnings (loss) divided by diluted weighted-average common shares outstanding.