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8-K - 8-K 2015 11.5.15 ITEMS 2.01 & 9.01 - ICU MEDICAL INC/DEa8k2015q3er110515.htm


Exhibit 99.1
ICU Medical, Inc. Announces Third Quarter 2015 Results


SAN CLEMENTE, Calif., Nov. 5, 2015 (GLOBE NEWSWIRE) -- ICU Medical, Inc., (Nasdaq:ICUI) ("ICU Medical"), a leader in the development, manufacture and sale of innovative medical devices used in infusion therapy, oncology and critical care applications, today announced financial results for the third quarter ended September 30, 2015.

Third Quarter 2015 Results
Third quarter 2015 revenue was $86.0 million, compared to $77.5 million in the same period last year. GAAP net income for the third quarter of 2015 was $16.3 million, or $0.98 per diluted share, as compared to GAAP net income of $6.4 million, or $0.42 per diluted share, for the third quarter of 2014. Adjusted diluted earnings per share for the third quarter of 2015 was $1.00 as compared to $0.66 for the third quarter of 2014. Also, adjusted EBITDA was $29.7 million for the third quarter of 2015 as compared to $18.9 million for the third quarter of 2014.

Vivek Jain, ICU Medical's Chief Executive Officer, said, "Our revenue, gross margin, adjusted EBITDA and net income results in the third quarter were above our expectations as we achieved growth in both our direct and OEM channels. Based on our results year-to-date in 2015 and expectations for the remainder of the year, we are adjusting our full year 2015 guidance."

Revenues by market segment for the three months ended September 30, 2015 and 2014 were as follows:
 
(dollars in millions)
 
Three months ended
September 30,
Market Segment
       2015
       2014
  Change
Infusion Therapy
$
62.1

$
55.0

$
7.1

Oncology
11.2

9.4

1.8

Critical Care
12.5

12.8

(0.3
)
Other
0.2

0.3

(0.1
)
 
$
86.0

$
77.5

$
8.5


The Company ended the third quarter with a strong balance sheet. As of September 30, 2015, cash, cash equivalents and investment securities totaled $394.1 million and working capital was $476.5 million. Additionally, the Company generated operating cash flow of $16.7 million for the third quarter of 2015.

Updated Fiscal Year 2015 Guidance
For the year, the Company now expects revenue to be in the range of $335 million to $340 million, compared to the previous range of $325 million to $330 million; GAAP diluted earnings per share to be in the range of $3.13 to $3.21, compared to the previous range of $2.63 to $2.83; adjusted diluted earnings per share to be in the range of $3.88 to $3.96, compared to the previous range of $3.49 to $3.69; and adjusted EBITDA to be in the range of $110 million to $112 million, compared to the previous range of $100 million to $105 million.

Conference Call
The Company will be conducting a conference call concerning these announcements at 4:30 p.m. EST (1:30 p.m. PST), today, Thursday, November 5, 2015. The call can be accessed at 800-936-9761, international 408-774-4587, conference ID 6382989. The conference call will be simultaneously available by webcast, which can be accessed by going to the Company's website at www.icumed.com, clicking on the Investors tab, clicking on the Webcast icon and following the prompts. The webcast will also be available by replay.

Use of Non-GAAP Financial Information
This press release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). Our management believes that the non-GAAP data provides useful supplemental information to management and investors regarding our performance and facilitates a more meaningful comparison of results of operations between current and prior periods. The non-GAAP financial measures included in this press release are adjusted EBITDA and adjusted diluted earnings per share ("Adjusted Diluted EPS"). Adjusted EBITDA excludes intangible asset amortization expense, depreciation expense, stock compensation expense, restructuring and strategic transaction expense, gain on sale of building, legal settlements and income tax expense. Adjusted Diluted EPS excludes, net of tax, intangible asset amortization expense, stock compensation expense, restructuring and strategic transaction expense, gain on sale of building and legal settlements.






The non-GAAP financial measures should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. There are limitations in using these non-GAAP financial measures because they are not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies.

Reconciliations of our GAAP to non-GAAP financial are included in the financial tables in this press release.

About ICU Medical, Inc.
ICU Medical, Inc. (Nasdaq:ICUI) develops, manufactures and sells innovative medical technologies used in infusion therapy, oncology, and critical care applications. ICU Medical's products improve patient outcomes by helping prevent bloodstream infections and protect healthcare workers from exposure to infectious diseases or hazardous drugs. The Company's complete product line includes custom IV systems, closed delivery systems for hazardous drugs, needlefree IV connectors, closed blood sampling systems, and hemodynamic monitoring systems. ICU Medical is headquartered in San Clemente, California. For more information, visit the Company's website at www.icumed.com.

Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements contain words such as ''will,'' ''expect,'' ''believe,'' ''could,'' ''would,'' ''estimate,'' ''continue,'' ''build,'' ''expand'' or the negative thereof or comparable terminology, and may include (without limitation) information regarding the Company's expectations, goals or intentions regarding the future. These forward-looking statements are based on Management's current expectations, estimates, forecasts and projections about the Company, our full year 2015 guidance and assumptions Management believes are reasonable, all of which are subject to risks and uncertainties that could cause actual results and events to differ materially from those stated in the forward-looking statements. These risks and uncertainties include, but are not limited to, decreased demand for the Company's products, decreased free cash flow, the inability to recapture conversion delays or part/resource shortages on anticipated timing, or at all, changes in product mix, increased competition from competitors, lack of continued growth or improving efficiencies and unexpected changes in the Company's arrangements with its largest customers. Future results are subject to risks and uncertainties, including the risk factors, and other risks and uncertainties, described in the Company's filings with the Securities and Exchange Commission, which include those in the Annual Report on Form 10-K for the year ended December 31, 2014. Forward-looking statements contained in this press release are made only as of the date hereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
 






























ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Amounts in thousands, except per share data)

 
September 30,
 2015
 
December 31,
 2014
 
(unaudited)
 
(1)
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash and cash equivalents
$
355,368

 
$
275,812

Investment securities
38,695
 
 
70,952
 
Cash, cash equivalents and investment securities
394,063
 
 
346,764
 
Accounts receivable, net of allowance for doubtful accounts of $1,123 at September 30, 2015 and $1,127 at December 31, 2014
49,242
 
 
39,051
 
Inventories
40,681
 
 
36,933
 
Prepaid income taxes
8,798
 
 
3,963
 
Prepaid expenses and other current assets
14,379
 
 
5,818
 
Deferred income taxes
6,534
 
 
4,683
 
Total current assets
513,697
 
 
437,212
 
 
 
 
 
PROPERTY AND EQUIPMENT, net
78,768
 
 
86,091
 
GOODWILL
1,478
 
 
1,478
 
INTANGIBLE ASSETS, net
6,365
 
 
7,063
 
DEFERRED INCOME TAXES
9,920
 
 
9,258
 
 
$
610,228

 
$
541,102

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable
$
14,732

 
$
11,378

Accrued liabilities
22,471
 
 
17,350
 
Total current liabilities
37,203
 
 
28,728
 
 
 
 
 
LONG-TERM LIABILITIES
1,566
 
 
 
DEFERRED INCOME TAXES
3,069
 
 
1,376
 
INCOME TAX LIABILITY
1,222
 
 
2,746
 
COMMITMENTS AND CONTINGENCIES
 
 
 
STOCKHOLDERS’ EQUITY:
 
 
 
Convertible preferred stock, $1.00 par value Authorized-500 shares; Issued and outstanding- none
 
 
 
Common stock, $0.10 par value - Authorized, 80,000 shares; Issued and outstanding, 15,951 shares at September 30, 2015 and 15,595 shares at December 31, 2014
1,595
 
 
1,559
 
Additional paid-in capital
134,413
 
 
107,336
 
Retained earnings
448,433
 
 
408,911
 
Accumulated other comprehensive loss
(17,273
)
 
(9,554
)
Total stockholders’ equity
567,168
 
 
508,252
 
 
$
610,228

 
$
541,102

______________________________________________________
(1) December 31, 2014 balances were derived from audited consolidated financial statements.








ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(Amounts in thousands, except per share data)
(unaudited)

 
Three months ended September 30,
 
Nine months ended September 30,
 
2015
 
2014
 
2015
 
2014
REVENUES:
 
 
 
 
 
 
 
Net sales
$
85,891

 
$
77,329

 
$
250,876

 
$
228,997

Other
125
 
 
128
 
 
405
 
 
367
 
TOTAL REVENUE
86,016
 
 
77,457
 
 
251,281
 
 
229,364
 
COST OF GOODS SOLD
39,751
 
 
39,310
 
 
118,741
 
 
117,648
 
Gross profit
46,265
 
 
38,147
 
 
132,540
 
 
111,716
 
OPERATING EXPENSES:
 
 
 
 
 
 
 
Selling, general and administrative
20,206
 
 
21,843
 
 
60,698
 
 
68,640
 
Research and development
4,227
 
 
5,055
 
 
11,657
 
 
13,252
 
Restructuring and strategic transaction
3,411
 
 
2,840
 
 
3,411
 
 
2,840
 
Gain on sale of building
(1,086
)
 
 
 
(1,086
)
 
 
Legal settlements
(5,261
)
 
 
 
1,798
 
 
 
Total operating expenses
21,497
 
 
29,738
 
 
76,478
 
 
84,732
 
Income from operations
24,768
 
 
8,409
 
 
56,062
 
 
26,984
 
OTHER INCOME
230
 
 
155
 
 
996
 
 
572
 
Income before income taxes
24,998
 
 
8,564
 
 
57,058
 
 
27,556
 
PROVISION FOR INCOME TAXES
(8,732
)
 
(2,136
)
 
(17,536
)
 
(8,593
)
NET INCOME
$
16,266

 
$
6,428

 
$
39,522

 
$
18,963

NET INCOME PER SHARE
 
 
 
 
 
 
 
Basic
$
1.02

 
$
0.42

 
$
2.50

 
$
1.25

Diluted
$
0.98

 
$
0.42

 
$
2.41

 
$
1.22

WEIGHTED AVERAGE NUMBER OF SHARES
 
 
 
 
 
 
 
Basic
15,894
 
 
15,319
 
 
15,790
 
 
15,220
 
Diluted
16,575
 
 
15,488
 
 
16,409
 
 
15,497
 






ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(unaudited)
 
Nine months ended September 30,
 
2015
 
2014
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
39,522
 
 
$
18,963

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
13,266
 
 
14,642
 
Provision for doubtful accounts
53
 
 
3
 
Provision for warranty and returns
38
 
 
(488
)
Stock compensation
9,305
 
 
6,990
 
Loss (gain) on disposal of property and equipment
(1,102
)
 
8
 
Bond premium amortization
1,451
 
 
1,599
 
Cash provided (used) by changes in operating assets and liabilities
 
 
 
Accounts receivable
(11,390
)
 
9,433
 
Inventories
(4,867
)
 
(4,655
)
Prepaid expenses and other assets
(8,824
)
 
2,146
 
Accounts payable
3,246
 
 
681
 
Accrued liabilities
6,915
 
 
2,123
 
Income taxes, including excess tax benefits and deferred income taxes
(5,177
)
 
(3,098
)
Net cash provided by operating activities
42,436
 
 
48,347
 
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchases of property and equipment
(7,729
)
 
(14,924
)
Proceeds from sale of asset
3,592
 
 
5
 
Intangible asset additions
(778
)
 
(709
)
Purchases of investment securities
(40,217
)
 
(78,993
)
Proceeds from sale of investment securities
70,293
 
 
69,470
 
Net cash provided (used) by investing activities
25,161
 
 
(25,151
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Proceeds from exercise of stock options
10,974
 
 
9,105
 
Proceeds from employee stock purchase plan
2,162
 
 
2,485
 
Tax benefits from exercise of stock options
6,194
 
 
2,734
 
Purchase of treasury stock
(1,523
)
 
(5,836
)
Net cash provided by financing activities
17,807
 
 
8,488
 
Effect of exchange rate changes on cash
(5,848
)
 
(5,465
)
NET INCREASE IN CASH AND CASH EQUIVALENTS
79,556
 
 
26,219
 
CASH AND CASH EQUIVALENTS, beginning of period
275,812
 
 
226,022
 
CASH AND CASH EQUIVALENTS, end of period
$
355,368
 
 
$
252,241

 
 
 
 
NON-CASH INVESTING ACTIVITIES
 
 
 
  Accrued liabilities for property and equipment
$
1,106
 
 
$
100








ICU Medical, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Financial Measures
(Amounts in thousands, except per share data)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA
 
Adjusted EBITDA
 
Three months ended September 30,
 
Nine months ended September 30,
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
GAAP net income
$
16,266

 
$
6,428

 
$
39,522

 
$
18,963

 
 
 
 
 
 
 
 
Non-GAAP adjustments:
 
 
 
 
 
 
 
  Stock compensation expense (a)
3,358

 
2,531

 
9,305

 
6,990

  Depreciation and amortization expense (b)
4,240

 
4,976

 
13,266

 
14,642

  Restructuring and strategic transaction expense (c)
3,411

 
2,840

 
3,411

 
2,840

  Gain on sale of building (d)
(1,086
)
 

 
(1,086
)
 

  Legal settlements (e)
(5,261
)
 

 
1,798

 

  Provision for income taxes (f)
8,732

 
2,136

 
17,536

 
8,593

Total non-GAAP adjustments
13,394

 
12,483

 
44,230

 
33,065

 
 
 
 
 
 
 
 
Adjusted EBITDA
$
29,660

 
$
18,911

 
$
83,752

 
$
52,028

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted diluted earnings per share
 
Adjusted diluted earnings per share
 
Three months ended September 30,
 
Nine months ended September 30,
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
GAAP diluted earnings per share
$
0.98

 
$
0.42

 
$
2.41

 
$
1.22

 
 
 
 
 
 
 
 
Non-GAAP adjustments:
 
 
 
 
 
 
 
  Stock compensation expense (a)
$
0.20

 
$
0.16

 
$
0.57

 
$
0.45

  Amortization expense (g)
$
0.02

 
$
0.04

 
$
0.09

 
$
0.12

  Restructuring and strategic transaction expense (c)
$
0.21

 
$
0.18

 
$
0.21

 
$
0.18

  Gain on sale of building (d)
$
(0.07
)
 
$

 
$
(0.07
)
 
$

  Legal settlements (e)
$
(0.32
)
 
$

 
$
0.11

 
$

  Estimated income tax impact from adjustments (h)
$
(0.02
)
 
$
(0.14
)
 
$
(0.31
)
 
$
(0.26
)
 
 
 
 
 
 
 
 
Adjusted diluted earnings per share
$
1.00

 
$
0.66

 
$
3.01

 
$
1.71

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a) Stock-based compensation expense in accordance with ASC 718.
(b) Depreciation of fixed assets and amortization of intangible assets.
(c) Restructuring and strategic transaction expense.
(d) Gain on sale of building.
(e) Legal settlements.
(f) Income tax expense recognized during the period.
(g) Amortization expense.
(h) Estimated income tax effect on adjustments for stock compensation expense, amortization expense, restructuring and strategic transaction expense, gain on sale of building and legal settlements.








ICU Medical, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Financial Measures - Fiscal Year 2015 Outlook
(Amounts in thousands, except per share data)
(unaudited)
 
 
 
 
GAAP net income
$
51,555

 
$
52,879

 
 
 
 
Non-GAAP adjustments:
 
 
 
  Stock compensation expense (a)
12,695

 
12,695

  Depreciation and amortization expense (b)
17,936

 
17,936

  Restructuring and strategic transaction expense (c)
3,411

 
3,411

  Gain on sale of building (d)
(1,086
)
 
(1,086
)
  Legal settlements (e)
1,798

 
1,798

  Provision for income taxes (f)
23,734

 
24,416

Total non-GAAP adjustments
58,488

 
59,170

 
 
 
 
Adjusted EBITDA
$
110,043

 
$
112,049

 
 
 
 
 
 
 
 
GAAP diluted earnings per share
$
3.13

 
$
3.21

 
 
 
 
Non-GAAP adjustments:
 
 
 
  Stock compensation expense (a)
$
0.77

 
$
0.77

  Amortization expense (g)
$
0.11

 
$
0.11

  Restructuring and strategic transaction expense (c)
$
0.21

 
$
0.21

  Gain on sale of building (d)
$
(0.07
)
 
$
(0.07
)
  Legal settlements (e)
$
0.11

 
$
0.11

  Estimated income tax impact from adjustments (h)
$
(0.38
)
 
$
(0.38
)
 
 
 
 
Adjusted diluted earnings per share
$
3.88

 
$
3.96

 
 
 
 
 
 
 
 
(a) Stock-based compensation expense in accordance with ASC 718.
(b) Depreciation of fixed assets and amortization of intangible assets.
(c) Restructuring and strategic transaction expense.
(d) Gain on sale of building.
(e) Legal settlements.
(f) Income tax expense recognized during the period.
(g) Amortization expense.
(h) Estimated income tax effect on adjustments for stock compensation expense, amortization expense, restructuring and strategic transaction expense, gain on sale of building and legal settlements.




CONTACT:    ICU Medical, Inc.
Scott Lamb, Chief Financial Officer
(949) 366-2183
      
ICR, Inc.
John Mills, Partner
(646) 277-1254