UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
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 9, 2015
SYMMETRY SURGICAL INC.
(Exact name of registrant as specified in its charter)
| Delaware | 3842 | 47-1523659 | ||
| (State or other jurisdiction | (Commission File Number) | (I.R.S.Employer | ||
| of incorporation) | Identification No.) |
3034 Owen Drive
Antioch, Tennessee 37013
(Address of principal executive offices, including Zip Code)
(800) 251-3000
(Registrant’s telephone number, including area code)
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)) |
Item 2.02. Results of Operations and Financial Condition
On November 5, 2015, Symmetry Surgical Inc. (“Symmetry”) issued a press release entitled, “Symmetry Surgical Reports Third Quarter 2015 Financial Results,” in which it announced its third fiscal quarter 2015 financial results. Included in that filing were reports regarding Symmetry’s quarterly and year to date Free Cash Flow (“FCF”).
Subsequent to filing the Press Release, Symmetry’s auditors determined that certain purchase accounting entries associated with Symmetry’s purchase of the assets of VesOcclude Medical, LLC should be reclassified. This determination resulted in a modification to the previously reported FCF figures for Q3 and full fiscal year, from $5,304 and $10,695, respectively to $5,109 and 10,500, respectively. The determination also modified third quarter and full year FCF Conversion from 251.5% and 150.2%, respectively, to 242.2% and 147.5%, respectively. The foregoing adjustments are reflected in the balance sheet as filed in Symmetry’s Form 10-Q.
The following charts are updated versions of those filed with the referenced press release.
Symmetry Surgical, Inc.
Reconciliation of EBITDA, Free Cash Flow, Free Cash Flow Conversion
In Thousands
| Three Months Ended | Year to Date | |||||||||||||||||||
| October 3, | July 4, | September 27, | October 3, | September 27, | ||||||||||||||||
| 2015 | 2015 | 2014 | 2015 | 2014 | ||||||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||||||
| Net income (loss), as reported | $ | 255 | $ | 341 | $ | 275 | $ | 1,352 | $ | (6,239 | ) | |||||||||
| Adjustments: | ||||||||||||||||||||
| Interest | 47 | 63 | - | 174 | - | |||||||||||||||
| Tax expense (benefit) | 177 | 214 | 46 | 685 | (3,661 | ) | ||||||||||||||
| Depreciation | 222 | 240 | 239 | 704 | 712 | |||||||||||||||
| Amortization | 1,408 | 1,396 | 1,345 | 4,204 | 4,034 | |||||||||||||||
| Asset impairment | - | - | - | - | 10,500 | |||||||||||||||
| EBITDA | $ | 2,109 | $ | 2,254 | $ | 1,905 | $ | 7,119 | $ | 5,346 | ||||||||||
| Three Months Ended | Year to Date | |||||||||||||||||||
| October 3, | July 4, | September 27, | October 3, | September 27, | ||||||||||||||||
| 2015 | 2015 | 2014 | 2015 | 2014 | ||||||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||||||
| Net cash provided by (used in) operating activities | $ | 5,180 | $ | 2,276 | $ | (3,693 | ) | $ | 10,645 | $ | 3,313 | |||||||||
| Less: purchases of property and equipment | (71 | ) | (21 | ) | (148 | ) | (145 | ) | (314 | ) | ||||||||||
| Free cash flow | $ | 5,109 | $ | 2,255 | $ | (3,841 | ) | $ | 10,500 | $ | 2,999 | |||||||||
| Free cash flow conversion (ratio free cash flow to EBITDA) | 242.2 | % | 100.0 | % | -201.6 | % | 147.5 | % | 56.1 | % | ||||||||||
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.
| Symmetry Surgical Inc. | |
| /s/ Thomas J. Sullivan | |
| Date: November 9, 2015 | Name: Thomas J. Sullivan |
| Title: President and Chief Executive Officer |