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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - ARTHROCARE CORPa12-17453_18k.htm

Exhibit 99.1

 

FOR IMMEDIATE RELEASE:

CONTACTS:

 

ArthroCare Corp.

 

Misty Romines

 

512-391-3902

 

ARTHROCARE REPORTS SECOND QUARTER 2012 FINANCIAL RESULTS

 

Austin, Texas — August 1, 2012 — ArthroCare Corp. (NASDAQ: ARTC), a leader in developing state-of-the-art, minimally invasive surgical products, announced its financial results for the second quarter ended June 30, 2012.

 

SECOND QUARTER 2012 HIGHLIGHTS

 

·                  Total revenue of $91.7 million.

·                  Income from operations of $17.9 million, or operating margin of 19.6 percent.

·                  Net income available to common stockholders of $11.4 million, or $0.34 per diluted share.

 

REVENUE

 

Total revenue from continuing operations for the second quarter of 2012 was $91.7 million, compared to $91.3 million for the second quarter of 2011, an increase of 0.5 percent.

 

Product sales for the second quarter of 2012 were $87.5 million compared to $86.9 million in the second quarter of 2011, an increase of 0.6 percent.  Product sales increased 2.7 percent in constant currency over the prior year.

 

Worldwide sales of Sports Medicine products increased $0.6 million or 1.0 percent.  In constant currency, Sports Medicine product sales increased 3.4 percent this quarter when compared to the same quarter in 2011.  In the Americas, Sports Medicine product sales increased $1.7 million which consisted of an increase in proprietary Sports Medicine product sales of $0.6 million, or 1.8 percent, and an increase in contract manufactured product sales of $1.1 million, or 20.8 percent.  The increase in Americas Sports Medicine proprietary product sales is related to increases in our average selling prices due to distribution changes initiated in 2011.  International Sports Medicine product sales decreased $1.1 million, or 5.5 percent, in the second quarter of 2012 compared to the same period in 2011 primarily as a result of the U.S. dollar strengthening against the euro, British pound, and Australian dollar.

 

Worldwide ENT product sales decreased $0.5 million, or 1.9 percent.  In constant currency, ENT sales remained flat in the second quarter of 2012 as compared to the same quarter of 2011.  Americas ENT product sales decreased $1.1 million or 4.9 percent primarily as a result of a decrease in product volume sold partially offset by an increase in average selling prices.  International ENT product sales increased $0.6 million or 12.6 percent, primarily due to higher sales volumes in Asia Pacific markets partially offset by the effect of the U.S. dollar strengthening against the euro, British pound, and Australian dollar.

 

Other product sales increased $0.5 million in the second quarter of 2012 compared to the same quarter of 2011.

 

Across all product areas International product sales increased $0.4 million, or 1.5 percent in the second quarter of 2012 as compared to the same quarter of 2011.  Had the same foreign currency rates been in effect in the quarter ended June 30, 2012 as were in effect in the second quarter in 2011, the U.S. dollar reported value of product sales would have been higher by $1.8 million for this quarter.

 

Management believes percentage sales growth in constant currency is an important metric for evaluating our operations because the impact of changing foreign currency exchange rates may not provide an accurate baseline for analyzing trends in our business.  Percentage sales growth in constant currency is calculated by translating current year sales at prior year average foreign currency exchange rates. Constant currency is a non-GAAP measure and it should not be considered as a substitute for measures prepared in accordance with GAAP.

 



 

GROSS PRODUCT MARGIN

 

Gross product margin was 68.7 percent for the second quarter of 2012 compared to 70.2 percent for the second quarter of 2011.  The decrease in gross product margin in this quarter is due to lower reported product sales from International markets due to the weakening euro, British pound and Australian dollar against the U.S. dollar.  Gross product margin was also lower due to the increasing proportion of Ambient® products to overall Sports Medicine Coblation® product sales.  Ambient products have a lower yield and higher production cost compared to non-Ambient products.

 

INCOME FROM OPERATIONS

 

Income from operations for the second quarter of 2012 was $17.9 million compared to $15.0 million for the same period in 2011.  Operating margin for the second quarter of 2012 was 19.6 percent compared to 16.4 percent for the same period in 2011.

 

Under the short-term incentive plan for 2012 approved by the Board of Directors, Adjusted Operating Margin is a key metric for purposes of evaluating business performance.  Adjusted Operating Margin is Operating Margin adjusted for investigation and restatement related costs.  Investigation and restatement related costs were 1.2 percent and 4.3 percent of total revenue for the second quarters of 2012 and 2011, respectively, and Adjusted Operating Margin was 20.8 percent and 20.7 percent for these same periods. Adjusted Operating Margin is a non-GAAP measure of profitability and it should not be considered as a substitute for measures prepared in accordance with GAAP.

 

Total operating expenses were $46.4 million in the second quarter of 2012 compared to $50.4 million in the second quarter of 2011.  Research and development expense increased $1.3 million and sales and marketing expense increased $1.6 million, offset by a decrease of $3.4 million in exit costs and a decrease of $2.8 million in investigation and restatement-related costs.

 

NET INCOME AVAILABLE TO COMMON STOCKHOLDERS

 

Earnings per share from continuing operations applicable to common stockholders was $0.34 per diluted share in the second quarter of 2012 compared to $0.29 per diluted share in the second quarter of 2011.

 

Net income available to common stockholders in the second quarter of 2011 included income from discontinued operations of $1.6 million and earnings per share applicable to common stockholders was $11.4 million or $0.34 per diluted share in the second quarter of 2012, compared to $11.5 million, or $0.34 per diluted share, in the second quarter of 2011.

 

BALANCE SHEET AND CASH FLOWS

 

Cash and cash equivalents was $181.2 million as of June 30, 2012 compared to $219.6 at December 31, 2011. In the first quarter of 2012, the Company paid $74 million as required under the proposed settlement of the private securities class actions.  Excluding this payment, cash and cash equivalents increased $35.6 million during the six-months ended June 30, 2012.  Cash used in operating activities for the six months ended June 30, 2012 was $33.0 million compared to cash flows provided by operating activities of $44.0 million for the six months ended June 30, 2011.  Adjusting for the funding of the $74 million settlement of the private securities class actions, cash provided by operating activities in the first six months of 2012 would have been $41.0 million.

 

CONFERENCE CALL

 

ArthroCare will hold a conference call with the financial community to present these results at 8:30 a.m. ET/5:30 a.m. PT on Thursday, August 2, 2012. To participate in the live conference call dial 855-724-2350.  A live and on-demand webcast of the call will be available on ArthroCare’s Web site at www.arthrocare.com.  A telephonic replay of the conference call can be accessed by dialing 800-633-8284 and entering pass code number 21600260.  The replay will remain available through August 16, 2012.

 



 

ABOUT ARTHROCARE

 

ArthroCare develops and manufactures surgical devices, instruments, and implants that strive to enhance surgical techniques as well as improve patient outcomes.  Its devices improve many existing surgical procedures and enable new minimally invasive procedures.  Many of ArthroCare’s devices use its internationally patented Coblation® technology. This technology precisely dissolves target tissue and limits damage to surrounding healthy tissue. ArthroCare also develops surgical devices utilizing other patented technology including its OPUS® line of fixation products as well as re-usable surgical instruments.  ArthroCare is leveraging these technologies in order to offer a comprehensive line of surgical devices to capitalize on a multi-billion dollar market opportunity across several surgical specialties, including its two core product areas consisting of Sports Medicine and Ear, Nose, and Throat as well as other areas such as spine, wound care, urology and gynecology.

 

FORWARD-LOOKING STATEMENTS

 

The information provided herein includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on beliefs and assumptions by management and on information currently available to management. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Additional factors that could cause actual results to differ materially from those contained in any forward-looking statement include, without limitation: the resolution of litigation pending against the Company; the impact upon the Company’s operations of legal compliance matters which may require improvement and remediation; the ability of the Company to control expenses relating to legal or compliance matters; the Company’s ability to remain current in its periodic reporting requirements under the Exchange Act and to file required reports with the Securities and Exchange Commission on a timely basis; the results of the investigation being conducted by the United States Department of Justice; the impact on the Company of additional civil and criminal investigations by state and federal agencies and civil suits by private third parties involving the Company’s financial reporting and its previously announced restatement and its insurance billing and healthcare fraud-and-abuse compliance practices; the results of the civil investigation by the Department of Justice related to the Civil Investigative Demand we received arising under the False Claims Act; the possibility that the Department of Justice could institute civil proceedings against us, based on the results of the investigation related to the Civil Investigative Demand; the risk that we could be subject to qui tam suits involving the False Claims Act; the possibility that the Department of Justice could institute a criminal enforcement action against us based on the results of the civil investigation related to the Civil Investigative Demand;  the resolution of any litigation related to the civil investigation; the ability of the Company to attract and retain qualified senior management and to prepare and implement appropriate succession planning for its Chief Executive Officer; general business, economic and political conditions; competitive developments in the medical devices market; changes in applicable legislative or regulatory requirements; the Company’s ability to effectively and successfully implement its business strategies, and manage the risks in its business; and the reactions of the marketplace to the foregoing.

 

Financial Tables Appended

 



 

ARTHROCARE CORPORATION

Condensed Consolidated Balance Sheets - Unaudited

(in thousands, except par value data)

 

 

 

June 30,
2012

 

December 31,
2011

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

181,246

 

$

219,605

 

Accounts receivable, net of allowances of $2,149 and $2,251 at June 30, 2012 and December 31, 2011, respectively

 

45,718

 

51,350

 

Inventories, net

 

42,849

 

35,761

 

Deferred tax assets

 

31,332

 

40,622

 

Prepaid expenses and other current assets

 

6,283

 

5,532

 

Total current assets

 

307,428

 

352,870

 

 

 

 

 

 

 

Property and equipment, net

 

32,873

 

35,769

 

Intangible assets, net

 

4,007

 

5,457

 

Goodwill

 

119,398

 

119,159

 

Deferred tax assets

 

18,156

 

18,159

 

Other assets

 

1,634

 

1,587

 

Total assets

 

$

483,496

 

$

533,001

 

 

 

 

 

 

 

LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

14,077

 

$

15,258

 

Accrued liabilities

 

34,691

 

112,586

 

Deferred Revenue

 

489

 

742

 

Deferred tax liabilities

 

74

 

 

Income tax payable

 

 

1,542

 

Total current liabilities

 

49,331

 

130,128

 

 

 

 

 

 

 

Deferred tax liabilities

 

286

 

29

 

Other non-current liabilities

 

19,110

 

18,922

 

Total liabilities

 

68,727

 

149,079

 

 

 

 

 

 

 

Commitments and contingencies (Notes 8 and 9)

 

 

 

 

 

 

 

 

 

 

 

Series A 3% Redeemable Convertible Preferred Stock, par value $0.001; Authorized: 100 shares; Issued and outstanding: 75 shares at June 30, 2012 and December 31, 2011; Redemption value: $87,089

 

78,951

 

77,184

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, par value $0.001; Authorized: 4,900 shares; Issued and outstanding: none

 

 

 

Common stock, par value $0.001; Authorized: 75,000 shares; Issued: 31,678 and 31,523 shares Outstanding: 27,720 and 27,562 shares at June 30, 2012 and December 31, 2011, respectively

 

28

 

28

 

Treasury stock: 3,955 and 3,968 shares at June 30, 2012 and December 31, 2011, respectively

 

(106,781

)

(107,126

)

Additional paid-in capital

 

406,246

 

400,580

 

Accumulated other comprehensive income

 

4,229

 

4,615

 

Retained earnings

 

32,096

 

8,641

 

Total stockholders’ equity

 

335,818

 

306,738

 

Total liabilities, redeemable convertible preferred stock and stockholders’ equity

 

$

483,496

 

$

533,001

 

 



 

ARTHROCARE CORPORATION

Condensed Consolidated Statements of Operations - Unaudited

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Product sales

 

$

87,471

 

$

86,925

 

$

175,846

 

$

170,432

 

Royalties, fees and other

 

4,235

 

4,349

 

8,732

 

8,774

 

Total revenues

 

91,706

 

91,274

 

184,578

 

179,206

 

 

 

 

 

 

 

 

 

 

 

Cost of product sales

 

27,355

 

25,897

 

54,006

 

50,641

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

64,351

 

65,377

 

130,572

 

128,565

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

7,899

 

6,613

 

15,493

 

13,423

 

Sales and marketing

 

28,842

 

27,274

 

59,042

 

55,372

 

General and administrative

 

8,154

 

8,713

 

16,642

 

16,893

 

Amortization of intangible assets

 

1,316

 

1,323

 

2,637

 

2,634

 

Exit costs

 

(938

)

2,490

 

(778

)

2,490

 

Investigation and restatement-related costs

 

1,131

 

3,970

 

2,224

 

6,182

 

Total operating expenses

 

46,404

 

50,383

 

95,260

 

96,994

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

17,947

 

14,994

 

35,312

 

31,571

 

 

 

 

 

 

 

 

 

 

 

Non-operating gains (losses)

 

(1,147

)

(123

)

(761

)

367

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

16,800

 

14,871

 

34,551

 

31,938

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

4,536

 

4,171

 

9,329

 

8,779

 

 

 

 

 

 

 

 

 

 

 

Net income from continuing operations

 

12,264

 

10,700

 

25,222

 

23,159

 

 

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of taxes

 

 

1,600

 

 

1,911

 

 

 

 

 

 

 

 

 

 

 

Net income

 

12,264

 

12,300

 

25,222

 

25,070

 

 

 

 

 

 

 

 

 

 

 

Accrued dividend and accretion charges on Series A 3% Redeemable Convertible Preferred Stock

 

(887

)

(849

)

(1,766

)

(1,689

)

 

 

 

 

 

 

 

 

 

 

Net income available to common stockholders

 

11,377

 

11,451

 

23,456

 

23,381

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

(778

)

135

 

(386

)

1,034

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

 

11,486

 

12,435

 

24,836

 

26,104

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

27,639

 

27,338

 

27,648

 

27,267

 

Diluted

 

27,934

 

27,789

 

28,003

 

27,702

 

 

 

 

 

 

 

 

 

 

 

Earnings per share from continuing operations

 

 

 

 

 

 

 

 

 

Basic

 

$

0.34

 

$

0.30

 

$

0.70

 

$

0.65

 

Diluted

 

$

0.34

 

$

0.29

 

$

0.69

 

$

0.64

 

 

 

 

 

 

 

 

 

 

 

Earnings per share applicable to common stockholders:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.34

 

$

0.35

 

$

0.70

 

$

0.71

 

Diluted

 

$

0.34

 

$

0.34

 

$

0.69

 

$

0.70

 

 



 

ARTHROCARE CORPORATION

Supplemental Schedule of Product Sales - Unaudited

(in thousands)

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

June 30, 2012

 

June 30, 2011

 

 

 

Americas

 

International

 

Total
Product
Sales

 

% Net
Product
Sales

 

Americas

 

International

 

Total
Product
Sales

 

% Net
Product
Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sports medicine

 

$

38,051

 

$

19,661

 

$

57,712

 

66.0

%

$

36,348

 

$

20,808

 

$

57,156

 

65.7

%

ENT

 

21,532

 

5,390

 

26,922

 

30.8

%

22,650

 

4,785

 

27,435

 

31.6

%

Other

 

411

 

2,426

 

2,837

 

3.2

%

859

 

1,475

 

2,334

 

2.7

%

Total product sales

 

$

59,994

 

$

27,477

 

$

87,471

 

100.0

%

$

59,857

 

$

27,068

 

$

86,925

 

100.0

%

 

 

 

Six Months Ended

 

Six Months Ended

 

 

 

June 30, 2012

 

June 30, 2011

 

 

 

Americas

 

International

 

Total
Product
Sales

 

% Net
Product
Sales

 

Americas

 

International

 

Total
Product
Sales

 

% Net
Product
Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sports medicine

 

$

77,081

 

$

39,943

 

$

117,024

 

66.5

%

$

73,729

 

$

40,136

 

$

113,865

 

66.8

%

ENT

 

43,308

 

10,783

 

54,091

 

30.8

%

42,687

 

9,052

 

51,739

 

30.4

%

Other

 

1,000

 

3,731

 

4,731

 

2.7

%

1,545

 

3,283

 

4,828

 

2.8

%

Total product sales

 

$

121,389

 

$

54,457

 

$

175,846

 

100.0

%

$

117,961

 

$

52,471

 

$

170,432

 

100.0

%