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8-K - FORM 8-K CURRENT REPORT - LIBERATOR MEDICAL HOLDINGS, INC.f8k121415_8k.htm


Liberator Medical Reports Revenue of $81.6 Million for its Fiscal Year Ended September 30, 2015, Declares Cash Dividend of Up to $0.0325 per Share


December 14, 2015 18:29 ET


The Company Reports Net Income of $7.3 Million, or $0.14 per share, for the Year


STUART, Fla., December 14, 2015 (MARKETWIRED) -- Liberator Medical Holdings, Inc. (NYSE MKT: LBMH) (the “Company”) today announced the financial results for its fiscal year ended September 30, 2015. Financial highlights are summarized below:


In thousands, except per share data

 

FY 2015

 

FY 2014

 

Change

 

 

 

 

 

 

 

 

 

Net Sales

 

$

81,602

 

$

74,569

 

9.4%

Operating income

 

 

11,947

 

 

12,709

 

-6.0%

Net income

 

 

7,308

 

 

7,802

 

-6.3%

Earnings per diluted share

 

 

0.14

 

 

0.15

 

-6.7%

Dividends declared per share

 

$

0.13

 

$

0.12

 

8.3%


Net sales for fiscal year 2015 increased by $7,033,000, or 9.4%, to $81,602,000, compared with sales of $74,569,000 for fiscal year 2014.  The increase in sales was primarily due to the Company’s continued emphasis on its direct response advertising campaign to acquire new customers and the Company’s emphasis on customer service to maximize the reorder rates for its recurring customer base.


Income from operations for fiscal year 2015 decreased by $762,000, or 6.0%, to $11,947,000, compared with fiscal year 2014. The decrease in operating income was primarily attributed to increases in legal and settlement costs, advertising expense, and bad debt expense, partially offset by increased gross profits driven by increased sales volumes and a reduction as a percentage of sales in payroll costs and other general and administration expenses.


Net income for fiscal year 2015 was $7,308,000, or $0.14 per diluted share, compared with net income of $7,802,000, or $0.15 per diluted share, for fiscal year 2014.


The Company had cash of $9,433,000 at September 30, 2015, compared with $12,261,000 at September 30, 2014, a decrease of $2,828,000. The decrease in cash during fiscal year 2015 was due to $3,698,000 of cash provided by operating activities, partially offset by $116,000 of cash used in investing activities and $6,410,000 of cash used in financing activities.


The Company Declares Cash Dividend of Up to $0.0325 per Share


On December 11, 2015, the Company’s Board of Directors declared a dividend of up to $0.0325 per share of the Company’s common stock, which is payable as follows:


·

$0.02 per share in cash on January 8, 2016, to holders of record of shares of the Company’s common stock at the close of business on December 23, 2015; and


·

up to $0.0125 per share in cash which will be paid within two business days before, or on, the closing date of the previously announced acquisition of the Company by C. R. Bard, Inc. (“Bard”), to holders of record of shares of the Company’s common stock at the close of business on that date, but only if, after giving effect to such payment, cash balances on a consolidated basis equal or exceed a threshold of $547,000 (subject to certain reductions agreed upon with Bard).


If a stockholder transfers its shares of common stock before the $0.0125 dividend is paid (including if a stockholder transfers its shares after December 23, 2015), that stockholder will lose its right to payment of the $0.0125 dividend.


This is the twelfth consecutive quarterly cash dividend to be paid by the Company, commencing with the dividend paid in May 2013.


The Company’s policy is to pay a sustainable quarterly dividend to its shareholders. The Company’s Board of Directors evaluates on a quarterly basis the amount and timing of future dividends based on the Company’s operating results, financial condition, capital requirements and general business conditions. The amount and timing of dividends may vary, and the payment of any dividend does not assure that the Company will be able to pay or will declare dividends in the future.  The Company’s ability to continue paying dividends has been limited under the merger agreement with Bard, as described in our preliminary proxy statement, filed with the U.S. Securities and Exchange Commission on December 11, 2015.





Other Significant Events for Fiscal Year 2015


·

On December 8, 2015, the Company repaid the outstanding balance and terminated its credit line facility with PNC Bank, National Association.


Mark Libratore, the Company’s President and CEO, commented, “I am pleased to report that we were able to grow sales in fiscal 2015.  In fiscal 2015, we expanded the scope and reach of our sales and marketing activities and strengthened our customer base through our proven direct response advertising efforts and uncompromising customer service.  We look forward to continuing to provide this high level of service to our customers in 2016.”


Stay up-to-date with current events by visiting Liberator Medical’s website at www.liberatormedical.com or by joining the Company’s E-Mail Alert List. Join by clicking the following link www.LBMH-IR.com


About Liberator Medical Holdings, Inc.


Liberator Medical Holdings, Inc.’s subsidiary, Liberator Medical Supply, Inc., established the Liberator brand as a leading national direct-to-consumer provider of quality medical supplies to Medicare-eligible seniors.  Accredited by The Joint Commission, the Company’s unique combination of marketing, industry expertise and customer service has demonstrated success over a broad spectrum of chronic conditions.  The Company is recognized for offering a simple, reliable way to purchase medical supplies needed on a regular, ongoing, repeat-order basis, with the convenience of direct billing to Medicare and private insurance.  The Company’s revenue primarily comes from supplying products to meet the rapidly growing requirements of general medical supplies including, urological products, ostomy supplies, mastectomy fashions and diabetes supplies.  The Company communicates with patients and their doctors on a regular basis regarding prescriptions and supplies. Customers may purchase by phone, mail or internet, with repeat orders confirmed with the customer and shipped when needed.


Safe Harbor Statement


In this press release and in related comments by management, the use of the words "expect," "anticipate," "possible," "potential," "target," "believe," "commit," "intend," "continue," "may," "would," "could," "should," "project," "projected," "positioned" or similar expressions is intended to identify forward-looking statements that represent management’s current judgment about possible future events. We believe these judgments are reasonable, but these statements are not guarantees of any events or financial results, and actual results may differ materially due to a variety of important factors. Such risks and uncertainties may include, but are not limited to: the satisfaction of closing conditions to the acquisition by Bard; the possibility that the acquisition will not be completed or, if completed, not completed in the expected timeframe; the potential that the expected benefits and opportunities of the acquisition may not be realized or may take longer to realize than expected; regulatory limitations on the medical industry in general;, working capital constraints; fluctuations in customer demand and commitments; fluctuation in quarterly results; introduction of new services and products; commercial acceptance and viability of new services and products; pricing and competition; reliance upon subcontractors and vendors; the timing of new technology and product introductions; the risk of early obsolescence of the Company’s products; and adverse litigation or government action.  The Company’s most recent annual report on Form 10-K and quarterly reports on Form 10-Q provide information about these and other factors, which we may revise or supplement in future reports filed with the Securities and Exchange Commission.


Additional Information about the Transaction


In connection with the proposed merger with C. R. Bard, Inc. and the required shareholder approval, the Company filed with the U.S. Securities and Exchange Commission (SEC) a preliminary proxy statement on December 11, 2015. The Company also intends to file with the SEC and mail to its shareholders a definitive proxy statement. THE COMPANY’S SHAREHOLDERS ARE URGED TO READ THE PRELIMINARY PROXY STATEMENT AND THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND THE COMPANY. The Company and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the Company’s shareholders with respect to the merger. Information about the Company’s executive officers and directors and their ownership of the Company stock is set forth in the proxy statement for the Company’s 2015 Annual Meeting of Shareholders, which was filed with the SEC on August 11, 2015.  Other information regarding the interests of the participants in the proxy solicitation is set forth in the preliminary proxy statement, as it may be amended, that was filed with the SEC on December 11, 2015, and will be set forth in the definitive proxy statement that the Company intends to file with the SEC.  Shareholders may obtain free copies of the proxy statement and the other documents filed by the Company with the SEC (when they are available) at the SEC’s website at www.sec.gov. In addition, shareholders may obtain free copies of the proxy statement and other documents filed with the SEC by the Company by going to the Company’s Investor Relations page on its corporate website at www.ir.liberatormedical.com, by contacting the Company’s investor relations by telephone at (772) 287-2414, or by mail at Liberator Medical Holdings, Inc., 2979 SE Gran Park Way, Stuart, Florida 34997, Attention: Investor Relations.





Liberator Medical Holdings, Inc. and Subsidiaries

Consolidated Balance Sheets

As of September 30, 2015 and 2014

(In thousands, except dollar per share amounts)


 

 

2015

 

2014

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash

 

$

9,433

 

$

12,261

Accounts receivable, net of allowances of $5,989 and $4,569, respectively

 

 

10,333

 

 

8,866

Inventory, net of allowance for obsolete inventory of $221 and $181, respectively                                                                                                                

 

 

6,248

 

 

1,954

Deferred tax assets

 

 

2,897

 

 

2,005

Prepaid and other current assets

 

 

670

 

 

449

Total Current Assets

 

 

29,581

 

 

25,535

Property and equipment, net of accumulated depreciation of $4,425 and $4,016, respectively

 

 

993

 

 

1,260

Deferred advertising, net

 

 

31,536

 

 

26,936

Intangible assets, net of accumulated amortization of $397 and $281, respectively

 

 

304

 

 

420

Other assets

 

 

158

 

 

178

Total Assets

 

$

62,572

 

$

54,329

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

Accounts payable

 

$

9,915

 

$

6,085

Accrued liabilities

 

 

2,683

 

 

1,758

Dividends payable

 

 

1,741

 

 

1,728

Credit line facility

 

 

1,500

 

 

Income tax payable

 

 

531

 

 

178

Other current liabilities

 

 

103

 

 

161

Total Current Liabilities

 

 

16,473

 

 

9,910

Deferred tax liabilities

 

 

11,973

 

 

10,031

Credit line facility

 

 

 

 

1,500

Other long-term liabilities

 

 

421

 

 

453

Total Liabilities

 

 

28,867

 

 

21,894

 

 

 

 

 

 

 

Commitments and contingencies (see Note 9)

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

Common stock, $0.001 par value, 200,000 shares authorized, 53,927 and 53,520 shares issued, respectively; 53,573 and 53,166 shares outstanding at September 30, 2015 and 2014, respectively

 

 

54

 

 

54

Additional paid-in capital

 

 

37,290

 

 

36,385

Accumulated deficit

 

 

(3,159)

 

 

(3,524)

Treasury stock, at cost; 354 shares at September 30, 2015 and 2014

 

 

(480)

 

 

(480)

Total Stockholders’ Equity

 

 

33,705

 

 

32,435

Total Liabilities and Stockholders’ Equity

 

$

62,572

 

$

54,329

 

 

 

 

 

 

 


See accompanying notes to consolidated financial statements






Liberator Medical Holdings, Inc. and Subsidiaries

Consolidated Statements of Operations

For the fiscal years ended September 30, 2015, 2014 and 2013

(In thousands, except dollar per share amounts)


 

2015

 

2014

 

2013

 

 

 

 

 

 

 

 

 

Net Sales

$

81,602

 

$

74,569

 

$

69,111

 

 

 

 

 

 

 

 

 

Cost of Sales

 

31,531

 

 

27,808

 

 

25,689

 

 

 

 

 

 

 

 

 

Gross Profit

 

50,071

 

 

46,761

 

 

43,422

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

Payroll, taxes and benefits

 

15,457

 

 

14,788

 

 

14,311

Advertising

 

11,157

 

 

9,902

 

 

8,908

Bad debts

 

4,408

 

 

3,279

 

 

3,069

Depreciation and amortization

 

525

 

 

663

 

 

683

General and administrative

 

5,977

 

 

5,420

 

 

4,692

Litigation settlement

 

600

 

 

 

 

Total Operating Expenses

 

38,124

 

 

34,052

 

 

31,663

 

 

 

 

 

 

 

 

 

Income from Operations

 

11,947

 

 

12,709

 

 

11,759

 

 

 

 

 

 

 

 

 

Other expenses

 

(63)

 

 

(50)

 

 

(83)

 

 

 

 

 

 

 

 

 

Income before Income Taxes

 

11,884

 

 

12,659

 

 

11,676

 

 

 

 

 

 

 

 

 

Provision for Income Taxes

 

4,576

 

 

4,857

 

 

4,598

 

 

 

 

 

 

 

 

 

Net Income

$

7,308

 

$

7,802

 

$

7,078

 

 

 

 

 

 

 

 

 

Basic earnings per share:

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

53,341

 

 

52,704

 

 

50,115

Earnings per share

$

0.14

 

$

0.15

 

$

0.14

 

 

 

 

 

 

 

 

 

Diluted earnings per share:

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

53,717

 

 

53,679

 

 

52,375

Earnings per share

$

0.14

 

$

0.15

 

$

0.14

 

 

 

 

 

 

 

 

 

Dividends declared per common share

$

0.13

 

$

0.12

 

$

0.08


See accompanying notes to consolidated financial statements






Liberator Medical Holdings, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

For the fiscal years ended September 30, 2015 and 2014

(In thousands)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common

Shares

 


Common

Stock

 

Additional

Paid in

Capital

 

Accumulated

Deficit

 

Treasury

Stock

 

Stockholders’

Equity

 

 

 

 

 

 

 

Balance at October 1, 2012

 

48,143

 

$

48

 

$

34,707

 

$

(7,746)

 

$

(50)

 

$

26,959

Options issued to employees and directors

 

 

 

 

 

76

 

 

 

 

 

 

76

Common stock issued for exercise of options and warrants

 

4,294

 

 

5

 

 

265

 

 

 

 

 

 

270

Common stock issued for employee stock purchase plan

 

111

 

 

 

 

63

 

 

 

 

 

 

63

Purchase of treasury stock

 

(265)

 

 

 

 

 

 

 

 

(430)

 

 

(430)

Net income

 

 

 

 

 

 

 

7,078

 

 

 

 

7,078

Cash dividends declared, $0.08 per share

 

 

 

 

 

 

 

(4,185)

 

 

 

 

(4,185)

Balance at September 30, 2013

 

52,283

 

$

53

 

$

35,111

 

$

(4,853)

 

$

(480)

 

$

29,831

Options issued to employees and directors

 

 

 

 

 

89

 

 

 

 

 

 

89

Common stock issued to directors

 

26

 

 

 

 

112

 

 

 

 

 

 

112

Common stock issued for exercise of options and warrants

 

857

 

 

1

 

 

895

 

 

 

 

 

 

896

Income tax benefit related to exercise of stock options

 

 

 

 

 

178

 

 

 

 

 

 

178

Net income

 

 

 

 

 

 

 

7,802

 

 

 

 

7,802

Cash dividends declared, $0.12 per share

 

 

 

 

 

 

 

(6,473)

 

 

 

 

(6,473)

Balance at September 30, 2014

 

53,166

 

$

54

 

$

36,385

 

$

(3,524)

 

$

(480)

 

$

32,435

Options issued to employees and directors

 

 

 

 

 

31

 

 

 

 

 

 

31

Common stock issued to directors

 

88

 

 

 

 

200

 

 

 

 

 

 

200

Common stock issued for exercise of options and warrants

 

319

 

 

 

 

656

 

 

 

 

 

 

656

Income tax benefit related to exercise of stock options

 

 

 

 

 

18

 

 

 

 

 

 

18

Net income

 

 

 

 

 

 

 

7,308

 

 

 

 

7,308

Cash dividends declared, $0.13 per share

 

 

 

 

 

 

 

(6,943)

 

 

 

 

(6,943)

Balance at September 30, 2015

 

53,573

 

$

54

 

$

37,290

 

$

(3,159)

 

$

(480)

 

$

33,705

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


See accompanying notes to consolidated financial statements







Contacts:


Individual Investor Relations Contact

WSR Communications

772-219-7525

IR@WSRcommunications.com

http://wsrcommunications.ir.stockpr.com/liberatormedical


Institutional Investor Contact

Robert Davis

Liberator Medical Holdings, Inc.

772-463-3737

bdavis@liberatormedical.com

www.liberatormedical.com



Source: Liberator Medical Holdings, Inc.