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8-K - 8-K - SPECTRANETICS CORPa20148kq2earningsrelease.htm
EX-99.2 - PRESS RELEASE - SPECTRANETICS CORPa2014ex992isrindication.htm


Exhibit 99.1
 

COMPANY CONTACT
INVESTOR CONTACT
The Spectranetics Corporation
Westwicke Partners
Guy Childs, Chief Financial Officer
Lynn Pieper
(719) 633-8333
(415) 202-5678
 
lynn.pieper@westwicke.com

FOR IMMEDIATE RELEASE

Spectranetics Achieves Second Quarter 2014 Revenue of $43.6 Million

2014 Outlook Revised for AngioScore Acquisition

COLORADO SPRINGS, CO. (July 24, 2014) - The Spectranetics Corporation (NASDAQ: SPNC) today reported financial results for the three and six months ended June 30, 2014. Highlights of the quarter, all compared with the three months ended June 30, 2013 include:

Revenue of $43.6 million, up 10%
Vascular Intervention revenue of $22.5 million grew 19% (18% constant currency1), led by U.S. peripheral atherectomy revenue growth of 22%
Lead Management revenue of $16.1 million increased 7% (6% constant currency)
U.S. revenue grew 8% to $34.9 million; International revenue grew 22% (17% constant currency) to $8.7 million
Gross margin increased to 76%, from 73%
Closed AngioScore acquisition on June 30

“We had a strong second quarter with continued momentum in our vascular and international businesses. Lead management growth reflects our efforts to improve commercial execution and return to double digit growth in the fourth quarter. Two milestone achievements were recently accomplished in the form of the in-stent restenosis indication and the closing of the AngioScore acquisition. The growth prospects in front of us are profound and we are focused on execution,” said Spectranetics President and Chief Executive Officer, Scott Drake.

Net loss for the three months ended June 30, 2014 was $6.6 million, or $0.16 per share, compared with a net loss of $728,000, or $0.02 per share, for the three months ended June 30, 2013. Non-GAAP net loss1, which excludes acquisition-related items, for the three months ended June 30, 2014 was $2.4 million, or $0.06 per share, compared with a non-GAAP net loss of $0.3 million, or $0.01 per share, for the three months ended June 30, 2013. Adjusted EBITDA1 was $780,000 for the three months ended June 30, 2014 compared with $2.1 million for the three months ended June 30, 2013.


_______________

1Constant currency, non-GAAP net loss, and Adjusted EBITDA are non-GAAP financial measures. See Reconciliation of Non-GAAP Financial Measures later in this release.






Year-To-Date Financial Results
Revenue for the six months ended June 30, 2014 rose 8% (7% constant currency) to $83.2 million, from $77.1 million for the six months ended June 30, 2013. Vascular Intervention revenue increased 18% (17% constant currency) to $42.5 million, Lead Management revenue increased 1% to $30.6 million, and laser system, service and other revenue decreased 7% (8% constant currency) to $10.1 million.

On a geographic basis, revenue in the United States was $66.6 million, an increase of 6% from the six months ended June 30, 2013. International revenue totaled $16.5 million, an increase of 18% (14% constant currency) from the six months ended June 30, 2013.

Net loss during the six months ended June 30, 2014 was $12.2 million, or $0.29 per diluted share, compared with net loss of $1.7 million, or $0.05 per share, for the six months ended June 30, 2013. Non-GAAP net loss during the six months ended June 30, 2014 was $7.6 million, or $0.18 per share, compared with non-GAAP net loss of $0.9 million, or $0.02 per share, for the six months ended June 30, 2013. Adjusted EBITDA was a loss of $1.8 million for the six months ended June 30, 2014 compared with $3.4 million for the six months ended June 30, 2013.


2014 Outlook
Spectranetics management projects revenue for 2014 to be in the range of $198.5 million to $201.0 million, an increase of 25% to 27% over 2013. This includes a projected $27.0 million contribution from the recently acquired AngioScore products. Excluding the AngioScore revenue, organic revenue is anticipated to be in the range of $171.5 - $174.0 million, or 8% to 10% growth over 2013, which is consistent with our previous outlook. The organic revenue includes a modest contribution from the recently approved ISR indication and mechanical tools, offset by anticipated and inherent disruption associated with the integration of the AngioScore sales team.

Net loss for 2014 is projected to be in the range of $36.0 - $38.0 million, or $0.85 - $0.90 per share. Non-GAAP net loss for 2014 is projected to be in the range of $13.3 - $15.3 million, or $0.32 - $0.36 per share. Adjusted EBITDA is anticipated to be in the range of $0.0 - $2.0 million.


Conference Call
Management will host an investment community conference call today beginning at 2:30 p.m. MT / 4:30 p.m. ET. Individuals interested in listening to the conference call may dial (877) 561-2747 for domestic callers or (973) 409-9689 for international callers, or access the webcast on the investor relations section of the Companys Web site at: www.spectranetics.com. The webcast will be available on the Company’s Web site for 14 days following the completion of the call.






About Spectranetics
Spectranetics develops, manufactures, markets and distributes single-use medical devices used in minimally invasive procedures within the cardiovascular system. The Company’s products are sold in over 65 countries and are used to treat arterial blockages in the heart and legs and in the removal of pacemaker and defibrillator leads.

Spectranetics recently acquired AngioScore, Inc., a leading developer, manufacturer and marketer of cardiovascular, specialty balloons.

The Company’s Vascular Intervention (VI) products include a range of laser catheters for ablation of blockages in arteries above and below the knee as well as the AngioSculpt® scoring balloon used in both peripheral and coronary procedures. The Company also markets support catheters to facilitate crossing of peripheral and coronary arterial blockages, and retrograde access and guidewire retrieval devices used in the treatment of peripheral arterial blockages, including chronic total occlusions. The Company markets aspiration and cardiac laser catheters to treat blockages in the heart.

The Lead Management (LM) product line includes excimer laser sheaths, dilator sheaths, mechanical sheaths and accessories for the removal of pacemaker and defibrillator cardiac leads.

For more information, visit www.spectranetics.com

Safe Harbor Statement
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. You can identify these statements because they do not relate strictly to historical or current facts. Such statements may include words such as “anticipate,” “will,” “estimate,” “expect,” “look forward,” “strive,” “project,” “intend,” “should,” “plan,” “believe,” “hope,” “enable,” “potential,” and other words and terms of similar meaning in connection with any discussion of, among other things, future operating or financial performance, strategic initiatives and business strategies, clinical trials, regulatory or competitive environments, our intellectual property and product development. These forward-looking statements include, but are not limited to, statements regarding our expectation of continued growth and strength and the reasons for that growth, growth rates, strength, and 2014 outlook including projected revenue, net loss and Adjusted EBITDA. Such statements are based on current assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. You are cautioned not to place undue reliance on these forward-looking statements and to note they speak only as of the date of this release. These risks and uncertainties may include financial results differing from guidance, inability to successfully integrate AngioScore into our business, market acceptance of excimer laser atherectomy technology and our vascular intervention and lead removal products, increasing price and product competition, increased pressure on expense levels resulting from expanded sales, marketing, product development and clinical activities, uncertain success of our strategic direction, dependence on new product development, loss of key personnel, uncertain success of or delays in our clinical trials, adverse results in any ongoing legal proceeding, or any legal proceeding in which we may become involved, adverse impact to our business of the health care reform and related legislation or regulations, including changes in reimbursements, continued or worsening adverse conditions in the general domestic and global economic markets and continued volatility and disruption of the credit markets, which affects the ability of hospitals and other health care systems to obtain credit and may impede our access to capital, intellectual property claims of third parties, availability of inventory from suppliers, adverse outcome of FDA inspections, the receipt of FDA approval to market new products or applications and the timeliness of any approvals, market acceptance of new products or applications, product defects, ability to manufacture sufficient volumes to fulfill customer demand, availability of vendor-sourced components at





reasonable prices, unexpected delays or costs associated with any planned improvements to our manufacturing processes, and share price volatility due to the initiation or cessation of coverage, or changes in ratings, by securities analysts. For a further list and description of such risks and uncertainties that could cause our actual results, performance or achievements to materially differ from any anticipated results, performance or achievements, please see our previously filed SEC reports, including those risks set forth in our 2013 Annual Report on Form 10-K. We disclaim any intention or obligation to update or revise any financial or other projections or other forward-looking statements, whether because of new information, future events or otherwise.

Use of Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), we use certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most directly comparable GAAP measures for the respective periods, and an explanation of our use of these non-GAAP measures, can be found in Reconciliation of Non-GAAP Financial Measures immediately following the financial tables. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP.



 
-Financial tables follow-










THE SPECTRANETICS CORPORATION
Condensed Consolidated Statements of Operations
(in thousands, except per share data and percentages)
(unaudited)
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2014
 
2013
 
2014
 
2013
Revenue
 
$
43,555

 
$
39,453

 
$
83,169

 
$
77,128

Cost of products sold
 
10,506

 
10,625

 
20,840

 
20,944

Gross profit
 
33,049

 
28,828

 
62,329

 
56,184

Gross margin %
 
76
%
 
73
%
 
75
%
 
73
%
Operating expenses:
 
 
 
 
 
 
 
 
Selling, general and administrative
 
28,452

 
23,065

 
56,192

 
45,866

Research, development and other technology
 
5,704

 
5,484

 
11,791

 
10,656

Due diligence, transaction, and integration costs
 
3,958

 

 
4,229

 

Medical device excise tax
 
588

 
509

 
1,113

 
1,031

Acquisition-related intangible asset amortization
 
136

 
246

 
273

 
410

Contingent consideration expense
 
40

 
202

 
78

 
404

Total operating expenses
 
38,878

 
29,506

 
73,676

 
58,367

Operating loss
 
(5,829
)
 
(678
)
 
(11,347
)
 
(2,183
)
Other income (expense), net
 
(490
)
 
14

 
(486
)
 
(15
)
Loss before taxes
 
(6,319
)
 
(664
)
 
(11,833
)
 
(2,198
)
Income tax expense (benefit)
 
246

 
64

 
393

 
(511
)
Net loss
 
$
(6,565
)
 
$
(728
)
 
$
(12,226
)
 
$
(1,687
)
 
 
 
 
 
 
 
 
 
Net loss per common share:
 
 
 
 
 
 
 
 
Basic and diluted
 
$
(0.16
)
 
$
(0.02
)
 
$
(0.29
)
 
$
(0.05
)
Weighted average shares outstanding:
 
 
 
 
 
 
 
 
Basic and diluted
 
41,603

 
38,769

 
41,479

 
36,875







THE SPECTRANETICS CORPORATION
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
 

 
June 30, 2014
 
December 31, 2013
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
107,027

 
$
128,395

Accounts receivable, net
38,045

 
26,766

Inventories, net
25,979

 
9,476

Deferred income taxes, current portion, net
445

 
445

Other current assets
4,193

 
2,748

Total current assets
175,689

 
167,830

Property and equipment, net
30,534

 
28,281

Debt issuance costs, net
7,421

 

Goodwill and intangible assets
261,311

 
20,455

Other assets
1,351

 
591

Total assets
$
476,306

 
$
217,157

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities
$
33,148

 
$
23,225

Convertible senior notes
230,000

 

Other non-current liabilities
30,045

 
3,932

Stockholders’ equity
183,113

 
190,000

Total liabilities and stockholders’ equity
$
476,306

 
$
217,157







THE SPECTRANETICS CORPORATION
Supplemental Financial Information
(Unaudited)
Financial Summary
 
2013
 
2014
(000’s, except laser sales and installed base amounts)
 
2nd Qtr
 
3rd Qtr
 
4th Qtr
 
1st Qtr
 
2nd Qtr
 
 
 
 
 
 
 
 
 
 
 
Disposable products revenue:
 
 
 
 
 
 
 
 
 
 
Vascular Intervention revenue
 
$
18,897

 
$
18,956

 
$
20,555

 
$
20,021

 
$
22,496

Lead Management revenue
 
15,078

 
16,075

 
16,286

 
14,470

 
16,114

     Total disposable products revenue
 
33,975

 
35,031

 
36,841

 
34,491

 
38,610

 
 
 
 
 
 
 
 
 
 
 
Service and other revenue
 
2,888

 
2,851

 
2,795

 
2,769

 
2,872

 
 
 
 
 
 
 
 
 
 
 
Laser revenue:
 
 
 
 
 
 
 
 
 
 
Equipment sales
 
1,395

 
906

 
1,153

 
1,530

 
1,191

Rental fees
 
1,195

 
975

 
1,131

 
824

 
882

Total laser revenue
 
2,590

 
1,881

 
2,284

 
2,354

 
2,073

 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
39,453

 
39,763

 
41,920

 
39,614

 
43,555

 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
(728
)
 
434

 
883

 
(5,661
)
 
(6,565
)
Adjusted EBITDA (1)
 
2,147

 
3,784

 
3,984

 
(2,610
)
 
777

 
 
 
 
 
 
 
 
 
 
 
Cash flow generated by (used in) operating activities
 
2,048

 
3,513

 
5,029

 
(8,359
)
 
(1,111
)
Total cash and cash equivalents at end of quarter
 
119,356

 
123,570

 
128,395

 
120,866

 
107,027

 
 
 
 
 
 
 
 
 
 
 
Laser sales summary:
 
 
 
 
 
 
 
 
 
 
Laser sales from inventory
 
9

 
9

 
5

 
9

 
8

Laser sales from evaluation/rental units
 
5

 

 
5

 
4

 
1

Total laser sales
 
14

 
9

 
10

 
13

 
9

 
 
 
 
 
 
 
 
 
 
 
(1) Adjusted EBITDA is a non-GAAP financial measure. Please refer to the non-GAAP reconciliation tables following this table for the reconciliation to the most comparable GAAP measure.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Worldwide Installed Base Summary:
 
 
 
 
 
 
 
 
 
 
Laser sales from inventory
 
9

 
9

 
5

 
9

 
8

Rental placements
 
28

 
27

 
29

 
20

 
32

Evaluation placements
 
11

 
4

 
9

 
8

 
6

Laser placements during quarter
 
48

 
40

 
43

 
37

 
46

Buy-backs/returns during quarter
 
(23
)
 
(26
)
 
(18
)
 
(17
)
 
(15
)
Net laser placements during quarter
 
25

 
14

 
25

 
20

 
31

Total lasers placed at end of quarter
 
1,105

 
1,119

 
1,144

 
1,164

 
1,195








Reconciliation of Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements prepared in accordance with GAAP, we use certain non-GAAP financial measures in this release. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures for the respective periods can be found in the tables below. An explanation of the manner in which our management uses these non-GAAP measures to conduct and evaluate our business and the reasons management believes these non-GAAP measures provide useful information to investors are provided following the reconciliation tables.


THE SPECTRANETICS CORPORATION 
Reconciliation of revenue by geography to non-GAAP revenue by geography
on a constant currency basis
(in thousands, except percentages)
(unaudited)

 
Three Months Ended
 
 
 
 
June 30, 2014
 
June 30, 2013
 
Change
 
Revenue, as reported
 
Foreign exchange impact as compared to prior period
 
Revenue on a constant currency basis
 
Revenue, as reported
 
As reported
Constant currency basis
United States
$
34,854

 
$

 
$
34,854

 
$
32,310

 
8
%
8
%
International
8,701

 
(329
)
 
8,372

 
7,143

 
22
%
17
%
Total revenue
$
43,555

 
$
(329
)
 
$
43,226

 
$
39,453

 
10
%
10
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2014
 
June 30, 2013
 
Change
 
Revenue, as reported
 
Foreign exchange impact as compared to prior period
 
Revenue on a constant currency basis
 
Revenue, as reported
 
As reported
Constant currency basis
United States
$
66,626

 
$

 
$
66,626

 
$
63,101

 
6
%
6
%
International
16,543

 
(508
)
 
16,035

 
14,027

 
18
%
14
%
Total revenue
$
83,169

 
$
(508
)
 
$
82,661

 
$
77,128

 
8
%
7
%






THE SPECTRANETICS CORPORATION 
Reconciliation of revenue by product line to non-GAAP revenue by product line
on a constant currency basis
(in thousands, except percentages)
(unaudited)

 
Three Months Ended
 
 
 
 
June 30, 2014
 
June 30, 2013
 
Change
 
Revenue, as reported
 
Foreign exchange impact as compared to prior period
 
Revenue on a constant currency basis
 
Revenue, as reported
 
As reported
Constant currency basis
Vascular Intervention
$
22,496

 
$
(108
)
 
$
22,388

 
$
18,897

 
19
 %
18
 %
Lead Management
16,114

 
(164
)
 
15,950

 
15,078

 
7
 %
6
 %
Laser System, Service & Other
4,945

 
(57
)
 
4,888

 
5,478

 
(10
)%
(11
)%
Total revenue
$
43,555

 
$
(329
)
 
$
43,226

 
$
39,453

 
10
 %
10
 %
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
June 30, 2014
 
June 30, 2013
 
Change
 
Revenue, as reported
 
Foreign exchange impact as compared to prior period
 
Revenue on a constant currency basis
 
Revenue, as reported
 
As reported
Constant currency basis
Vascular Intervention
$
42,517

 
$
(162
)
 
$
42,355

 
$
36,090

 
18
 %
17
 %
Lead Management
30,584

 
(249
)
 
30,335

 
30,157

 
1
 %
1
 %
Laser System, Service & Other
10,068

 
(97
)
 
9,971

 
10,881

 
(7
)%
(8
)%
Total revenue
$
83,169

 
$
(508
)
 
$
82,661

 
$
77,128

 
8
 %
7
 %







THE SPECTRANETICS CORPORATION
Reconciliation of Net Loss to Non-GAAP Net Loss
(in thousands)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30, 2014
 
June 30, 2013
 
June 30, 2014
 
June 30, 2013
Net loss, as reported
 
$
(6,565
)
 
$
(728
)
 
$
(12,226
)
 
$
(1,687
)
Due diligence, transaction, and integration costs (1)
 
3,958

 

 
4,229

 

Acquisition-related intangible asset amortization (2)
 
136

 
246

 
273

 
410

Contingent consideration expense (2)
 
40

 
202

 
78

 
404

Non-GAAP net loss
 
$
(2,431
)
 
$
(280
)
 
$
(7,646
)
 
$
(873
)

Reconciliation of Net Loss Per Share to Non-GAAP Net Loss Per Share
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
June 30, 2014
 
June 30, 2013
 
June 30, 2014
 
June 30, 2013
Net loss per share, as reported
 
$
(0.16
)
 
$
(0.02
)
 
$
(0.29
)
 
$
(0.05
)
Due diligence, transaction, and integration costs (1)
 
0.10

 

 
0.10

 

Acquisition-related intangible asset amortization (2)
 

 
0.01

 
0.01

 
0.01

Contingent consideration expense (2)
 

 
0.01

 

 
0.01

Non-GAAP net loss per share (3)
 
$
(0.06
)
 
$
(0.01
)
 
$
(0.18
)
 
$
(0.02
)

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA
(in thousands)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
June 30, 2013
 
September 30, 2013
 
December 31, 2013
 
March 31, 2014
 
June 30, 2014
Net income (loss), as reported
 
$
(728
)
 
$
434

 
$
883

 
$
(5,661
)
 
$
(6,565
)
Income tax expense (benefit)
 
64

 
406

 
885

 
147

 
246

Interest expense (income), net
 
(6
)
 
1

 
(2
)
 
(1
)
 
489

Depreciation and amortization
 
2,369

 
2,463

 
2,419

 
2,459

 
2,473

Acquisition-related intangible asset amortization (2)
 
246

 
246

 
245

 
137

 
136

EBITDA
 
1,945

 
3,550

 
4,430

 
(2,919
)
 
(3,221
)
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration expense (2)
 
202

 
234

 
229

 
38

 
40

Due diligence, transaction, and integration costs (1)
 

 

 

 
271

 
3,958

Intangible asset impairment and change in contingent consideration liability, net (2)
 

 

 
(675
)
 

 

Adjusted EBITDA (4)
 
$
2,147

 
$
3,784

 
$
3,984

 
$
(2,610
)
 
$
777







THE SPECTRANETICS CORPORATION 
Reconciliation of Net Loss to EBITDA and Adjusted EBITDA
(in thousands)
(unaudited)
 
 
 
 
 
 
 
Six Months Ended
 
 
June 30, 2014
 
June 30, 2013
Net loss, as reported
 
$
(12,226
)
 
$
(1,687
)
Income tax expense (benefit)
 
393

 
(511
)
Interest expense (income), net
 
488

 
(2
)
Depreciation and amortization
 
4,932

 
4,823

Acquisition-related intangible asset amortization (2)
 
273

 
410

EBITDA
 
(6,140
)
 
3,033

 
 
 
 
 
Contingent consideration expense (2)
 
78

 
404

Due diligence, transaction, and integration costs (1)
 
4,229

 

Adjusted EBITDA (4)
 
$
(1,833
)
 
$
3,437


__________________

1)
Due diligence, transaction, and integration costs are related to the Angioscore acquisition, which closed on June 30, 2014, and primarily included investment banking fees, accounting, consulting, and legal fees.

2)
Acquisition-related intangible asset amortization relates to intangible assets acquired from Upstream Peripheral Technologies Ltd. (Upstream) in January 2013. Contingent consideration expense represents the accretion of the estimated contingent consideration liability related to amounts payable to Upstream in 2014, 2015 and 2016, primarily based on sales of the products acquired. In the fourth quarter of 2013, we remeasured the contingent consideration liability to its fair value and reduced it by approximately $5.2 million and recorded an impairment charge of approximately $4.5 million related to the intangible assets acquired.

3)
Per share amounts may not add due to rounding.

4)
In 2014, we are not adding back the medical device excise tax to Adjusted EBITDA, as the tax was also included in 2013 results. Therefore, the 2013 quarterly Adjusted EBITDA numbers have been restated to include the medical device excise tax.


Reconciliation of 2014 Projected Net Loss to Non-GAAP Projected Net Loss
(in millions)
(unaudited)

 
 
Projected Range
 
 
Twelve Months Ended
 
 
December 31, 2014
 
December 31, 2014
Net loss, GAAP
 
$
(38.0
)
 
$
(36.0
)
Acquisition-related amortization & contingent consideration expense (5)
 
10.7

 
10.7

Due diligence, transaction, and integration costs (1)
 
9.5

 
9.5

Litigation costs (6)
 
2.5

 
2.5

Non-GAAP net loss
 
$
(15.3
)
 
$
(13.3
)





THE SPECTRANETICS CORPORATION
Reconciliation of 2014 Projected Net Loss Per Share to Non-GAAP Projected Net Loss Per Share
(unaudited)

 
 
Projected Range
 
 
Twelve Months Ended
 
 
December 31, 2014
 
December 31, 2014
Net loss per share, GAAP
 
$
(0.90
)
 
$
(0.85
)
Acquisition-related amortization & contingent consideration expense (5)
 
0.25

 
0.25

Due diligence, transaction, and integration costs (1)
 
0.23

 
0.23

Litigation costs (6)
 
0.06

 
0.06

Non-GAAP net loss per share (3)
 
$
(0.36
)
 
$
(0.32
)

Reconciliation of 2014 Projected Net Loss to EBITDA and Adjusted EBITDA
(in millions)
(unaudited)
 
 
Projected Range
 
 
Twelve Months Ended
 
 
December 31, 2014
 
December 31, 2014
Net loss, GAAP
 
$
(38.0
)
 
$
(36.0
)
Income tax expense
 
0.9

 
0.9

Interest expense, net
 
4.0

 
4.0

Depreciation and amortization
 
10.4

 
10.4

Acquisition-related amortization (5)
 
8.4

 
8.4

EBITDA
 
(14.3
)
 
(12.3
)
 
 
 
 
 
Contingent consideration expense (5)
 
2.3

 
2.3

Due diligence, transaction, and integration costs (1)
 
9.5

 
9.5

Litigation costs (6)
 
2.5

 
2.5

Adjusted EBITDA
 
$

 
$
2.0

__________________

5)
Acquisition-related amortization includes amortization of intangible assets acquired from Upstream in 2013 and from AngioScore in 2014, and amortization of the step-up in fair value of AngioScore inventory. Contingent consideration expense includes accretion on the contingent consideration liabilities incurred in both the Upstream and the AngioScore acquisitions.

6)
Litigation costs represent legal costs in a patent-related matter in which AngioScore is the plaintiff.











Management uses the non-GAAP financial measures as supplemental measures to analyze the underlying trends in our business, assess the performance of our core operations, establish operational goals and forecasts that are used in allocating resources and evaluate our performance period over period and in relation to our competitors’ operating results.

The impact of foreign exchange rates is highly variable and difficult to predict. We use a constant currency basis to show the impact from foreign exchange rates on current period revenue compared to prior period revenue using the prior period’s foreign exchange rates. In order to properly understand the underlying business trends and performance of our ongoing operations, we believe that investors may find it useful to consider the impact of excluding changes in foreign exchange rates from our revenue.

We believe presenting the non-GAAP financial measures used in this release provides investors greater transparency to the information used by our management for financial and operational decision-making and allows investors to see our results “through the eyes” of management. We also believe providing this information better enables our investors to understand our operating performance and evaluate the methodology used by management to evaluate and measure such performance.
 
Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP. Some limitations associated with using these non-GAAP financial measures are provided below:
 
Management exercises judgment in determining which types of charges or other items should be excluded from the non-GAAP financial measures used.

Depreciation and amortization expense, while not requiring cash settlement, are ongoing and recurring expenses and have a material impact on GAAP net income and reflect economic costs to us not reflected in Adjusted EBITDA. The intangible asset impairment, while not requiring cash settlement, reflects an economic cost to us not reflected in Adjusted EBITDA.

Items such as the due diligence, transaction and integration costs, litigation costs, and contingent consideration expense excluded from Adjusted EBITDA and Non-GAAP Net Loss can have a material impact on cash flows and GAAP net income and reflect economic costs to us not reflected in Adjusted EBITDA.
  
Revenue growth rates stated on a constant currency basis, by their nature, exclude the impact of changes in foreign currency exchange rates, which may have a material impact on GAAP revenue.
 
Non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles and therefore other companies may calculate similarly titled non-GAAP financial measures differently than we do, limiting the usefulness of those measures for comparative purposes.

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