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8-K - CURRENT REPORT - PRO DEX INCpdex_8k.htm

 


Exhibit 99.1

[pdex_ex99z1001.jpg]



Contact:  Richard L. Van Kirk, Chief Executive Officer

(949) 769-3200


For Immediate Release


PRO-DEX, INC. ANNOUNCES FISCAL 2018

FOURTH QUARTER AND FULL-YEAR RESULTS


IRVINE, CA, August 30, 2018 - PRO-DEX, INC. (NasdaqCM: PDEX) today announced financial results for its fiscal 2018 fourth quarter and full-year ended June 30, 2018.


Quarter Ended June 30, 2018


Net sales for the three months ended June 30, 2018 increased $650,000, or 12%, to $6.2 million from $5.6 million for the three months ended June 30, 2017, due primarily to increased medical device sales to our largest customer of a product used in orthopedic surgical applications. Gross profit for the three months ended June 30, 2018 increased $398,000, or 20%, to $2.4 million from $2.0 million for the same period in 2017.  The increase in gross margin is due to better absorption of our fixed costs due to higher sales volumes, as well as manufacturing efficiencies derived this fiscal year from higher volumes and continued investment in new machinery.


Operating expenses (which include selling, general and administrative, and research and development expenses) for the quarter ended June 30, 2018 increased 59% to $1.9 million from $1.2 million in the prior year’s corresponding quarter, reflecting the impairment of our entire $800,000 investment in Monogram Orthopaedics Inc. (“Monogram”).  While we do not expect to recover our investment, all of our contractual rights related to Monogram remain intact and we remain hopeful that Monogram will ultimately meet its capital funding requirements and reach production stage so that we may eventually monetize our contractual right to manufacture certain of its products.


Income from continuing operations for the quarter ended June 30, 2018 decreased by $550,000, to $168,000, compared to $718,000 in the corresponding quarter in 2017. Net income for the quarter ended June 30, 2018 was $168,000, or $0.04 per share, a decrease of 77%, compared to net income of $716,000, or $0.18 per share, for the corresponding quarter in 2017. Excluding the impact of the Monogram impairment discussed above adjusted net income would be $968,000, or $0.22 per diluted share, for the quarter ended June 30, 2018.


Year Ended June 30, 2018


Net sales for the fiscal year ended June 30, 2018 increased $522,000, or 2%, to $22.5 million from $21.9 million for the fiscal year ended June 30, 2017, due primarily to increases in medical device revenues. Specifically, our largest customer accounted for an increase of $1.6 million in revenue during fiscal 2018. Offsetting this increase, sales to one of our CMF customers decreased by approximately $1.1 million, from $1.4 million in fiscal 2017 to $253,000 in fiscal 2018. We anticipate that we will enter into a new development agreement with this customer to make the next generation of their CMF driver; however, we are still in negotiations.


Gross profit for the fiscal year ended June 30, 2018 increased $757,000, or 11%, to $7.9 million compared to $7.2 million for fiscal 2017, due to increased revenues and manufacturing efficiencies.


Operating expenses (which include selling, general and administrative, and research and development expenses) for the fiscal year ended June 30, 2018 increased 25% to $5.6 million from $4.5 million in the prior fiscal year, reflecting impairment charges related to our Monogram investment as well as our Fineline Molds division, which we sold in May 2018.





 


Income from continuing operations before income taxes for the fiscal year ended June 30, 2018 was $2.6 million compared to $2.8 million for fiscal 2017. During fiscal 2017, we eliminated the valuation allowance against our deferred tax asset, after having achieved cumulative earnings over a three year look back period, which is the primary contributor to the $2.1 million tax benefit recorded in fiscal 2017. Net income for the fiscal year ended June 30, 2018 was $1.6 million, or $0.37 per share, compared to $5.1 million, or $1.25 per share, for fiscal 2017. Excluding the impact of the Monogram impairment discussed above adjusted net income would be $2.4 million, or $0.56 per diluted share, for the year ended June 30, 2018.


Although the Company has released its earnings prior to the filing of its annual Form 10-K with the Securities and Exchange Commission, we are able to do this because we are a smaller reporting company and we have more time to do so at fiscal year-end. During our quarterly reporting periods we anticipate that our earnings releases will continue to be released at the same time as our Form 10-Q’s are filed with the Securities and Exchange Commission. We anticipate filing our Form 10-K with the Securities and Exchange Commission on September 13, 2018.


CEO Comments


Richard L. (“Rick”) Van Kirk, the Company’s President and Chief Executive Officer, commented, “We are pleased with our fiscal 2018 results, especially our higher sales volumes and improved margins. In addition to ramping up manufacturing volumes for our largest customer in fiscal 2018, we recently completed the development of our thoracic driver and entered a supply agreement with one of our existing customers to private-label the product. We anticipate sales of the driver and accessories to begin in late fiscal 2019.”


About Pro-Dex, Inc.:


Pro-Dex, Inc. specializes in the design, development, and manufacture of autoclavable, battery-powered, and electric multi-function surgical drivers and shavers used primarily in the orthopedic, spine, and maxocranial facial markets. We have patented adoptive torque-limiting software and proprietary sealing solutions which appeal to our customers, primarily medical device distributors.  Pro-Dex also sells rotary air motors. Pro-Dex's products are found in hospitals and medical engineering labs around the world. For more information, visit the Company's website at www.pro-dex.com.


Statements herein concerning the Company's plans, growth and strategies may include “forward-looking statements” within the context of the federal securities laws. Statements regarding the Company's future events, developments and future performance, as well as management's expectations, beliefs, plans, estimates, or projections relating to the future are forward-looking statements within the meaning of these laws. The Company's actual results may differ materially from those suggested as a result of various factors. Interested parties should refer to the disclosure concerning the operational and business concerns of the Company set forth in the Company's filings with the Securities and Exchange Commission.


 (tables follow)





 


PRO-DEX, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)


 

 

June 30,

 

 

 

2018

 

 

2017

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

5,188

 

 

$

4,205

 

Investments

 

 

2,220

 

 

 

718

 

Accounts receivable, net of allowance for doubtful accounts of $14 and $3 at June 30, 2018 and 2017, respectively

 

 

2,955

 

 

 

3,538

 

Deferred costs

 

 

32

 

 

 

12

 

Assets held for sale

 

 

 

 

 

363

 

Notes receivable

 

 

1,176

 

 

 

 

Inventory

 

 

4,393

 

 

 

3,084

 

Prepaid expenses and other current assets

 

 

269

 

 

 

363

 

Total current assets

 

 

16,233

 

 

 

12,283

 

Plant, equipment and leasehold improvements, net

 

 

1,755

 

 

 

1,350

 

Intangibles, net

 

 

140

 

 

 

149

 

Deferred income taxes, net

 

 

1,678

 

 

 

2,048

 

Notes receivable, net of current portion

 

 

43

 

 

 

450

 

Other assets

 

 

68

 

 

 

71

 

Total assets

 

$

19,917

 

 

$

16,351

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

1,083

 

 

$

1,159

 

Accrued liabilities

 

 

1,266

 

 

 

1,344

 

Deferred revenue

 

 

31

 

 

 

19

 

Income taxes payable

 

 

123

 

 

 

 

Note payable

 

 

 

 

 

26

 

Capital lease obligations

 

 

35

 

 

 

32

 

Total current liabilities

 

 

2,538

 

 

 

2,580

 

Non-current liabilities:

 

 

 

 

 

 

 

 

Deferred rent

 

 

97

 

 

 

 

Capital leases payable, net of current portion

 

 

6

 

 

 

61

 

Total non-current liabilities

 

 

103

 

 

 

61

 

Total liabilities

 

 

2,641

 

 

 

2,641

 

 

 

 

 

 

 

 

 

 

Commitments and Contingencies:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

Common stock, no par value, 50,000,000 shares authorized; 4,331,089 and 4,025,193 shares issued and outstanding at June 30, 2018 and 2017, respectively

 

 

19,835

 

 

 

17,704

 

Accumulated other comprehensive income

 

 

(153

)

 

 

33

 

Accumulated deficit

 

 

(2,406

)

 

 

(4,027

)

Total shareholders’ equity

 

 

17,276

 

 

 

13,710

 

Total liabilities and shareholders’ equity

 

$

19,917

 

 

$

16,351

 






 


PRO-DEX, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)



 

 

Three Months Ended
June 30,

(Unaudited)

 

 

Years Ended
June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

6,247

 

 

$

5,597

 

 

$

22,465

 

 

$

21,943

 

Cost of sales

 

 

3,858

 

 

 

3,606

 

 

 

14,522

 

 

 

14,757

 

Gross profit

 

 

2,389

 

 

 

1,991

 

 

 

7,943

 

 

 

7,186

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating (income) expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling expenses

 

 

101

 

 

 

146

 

 

 

358

 

 

 

585

 

General and administrative expenses

 

 

506

 

 

 

635

 

 

 

2,287

 

 

 

2,529

 

Asset impairment charges

 

 

800

 

 

 

 

 

 

1,029

 

 

 

113

 

Gain from disposal of equipment

 

 

 

 

 

 

 

 

(16

)

 

 

(3

)

Research and development costs

 

 

448

 

 

 

386

 

 

 

1,893

 

 

 

1,225

 

Total operating expenses

 

 

1,855

 

 

 

1,167

 

 

 

5,551

 

 

 

4,449

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating profit

 

 

534

 

 

 

824

 

 

 

2,392

 

 

 

2,737

 

Interest expense

 

 

(1

)

 

 

(2

)

 

 

(7

)

 

 

(12

)

Interest and dividend income

 

 

59

 

 

 

8

 

 

 

225

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

 

592

 

 

 

830

 

 

 

2,610

 

 

 

2,752

 

Income tax expense (benefit)

 

 

424

 

 

 

112

 

 

 

989

 

 

 

(2,089

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

 

168

 

 

 

718

 

 

 

1,621

 

 

 

4,841

 

Income (loss) from discontinued operations, net of income taxes

 

 

 

 

 

(2

)

 

 

 

 

 

243

 

Net income

 

$

168

 

 

$

716

 

 

$

1,621

 

 

$

5,084

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.04

 

 

$

0.18

 

 

$

0.38

 

 

$

1.20

 

Income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

0.06

 

Net income

 

$

0.04

 

 

$

0.18

 

 

$

0.38

 

 

$

1.26

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.04

 

 

$

0.18

 

 

$

0.37

 

 

$

1.19

 

Income from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

0.06

 

Net income

 

$

0.04

 

 

$

0.18

 

 

$

0.37

 

 

$

1.25

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

4,349,487

 

 

 

4,020,415

 

 

 

4,304,602

 

 

 

4,040,308

 

Diluted

 

 

4,389,268

 

 

 

4,057,117

 

 

 

4,344,765

 

 

 

4,077,575

 





 


PRO-DEX, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


 

 

Years Ended June 30,

 

 

 

2018

 

 

2017

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

Net income

 

$

1,621

 

 

$

5,084

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

557

 

 

 

555

 

Gain on sale of OMS

 

 

 

 

 

(327

)

Gain on sale or disposal of equipment

 

 

(16

)

 

 

(3

)

Asset impairment charges

 

 

1,029

 

 

 

113

 

Share-based compensation

 

 

194

 

 

 

3

 

Deferred income taxes

 

 

391

 

 

 

(2,048

)

Bad debt expense (recovery)

 

 

14

 

 

 

(17

)

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable, due from factor and other current receivables

 

 

569

 

 

 

(633

)

Deferred costs

 

 

(19

)

 

 

226

 

Assets held for sale

 

 

31

 

 

 

(22

)

Inventory

 

 

(1,309

)

 

 

279

 

Prepaid expenses and other assets

 

 

(45

)

 

 

(299

)

Accounts payable, accrued expenses and deferred rent

 

 

(57

)

 

 

518

 

Deferred revenue

 

 

13

 

 

 

(193

)

Income taxes payable

 

 

123

 

 

 

(1

)

Net cash provided by operating activities

 

 

3,096

 

 

 

3,235

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Purchases of equipment and leasehold improvements

 

 

(923

)

 

 

(606

)

Proceeds from sale of OMS

 

 

 

 

 

636

 

Purchase of notes receivable

 

 

(350

)

 

 

(450

)

Investment in Loan Participation

 

 

(1,150

)

 

 

 

Proceeds from sale of investment in Ramsey

 

 

 

 

 

86

 

Proceeds from sale of equipment

 

 

30

 

 

 

3

 

Increase in intangibles

 

 

(11

)

 

 

(32

)

Purchase of investments

 

 

(1,711

)

 

 

(663

)

Net cash used in investing activities

 

 

(4,115

)

 

 

(1,026

)

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Principal payments on capital lease and note payable

 

 

(78

)

 

 

(59

)

Proceeds from shares issued under ATM

 

 

2,262

 

 

 

48

 

Borrowings from Summit loan

 

 

 

 

 

600

 

Repayments on Summit loan

 

 

 

 

 

(600

)

Repurchases of common stock

 

 

(220

)

 

 

(312

)

Proceeds from exercise of stock options and ESPP contributions

 

 

38

 

 

 

25

 

Net cash provided by (used in) financing activities

 

 

2,002

 

 

 

(298

)

 

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

983

 

 

 

1,911

 

Cash and cash equivalents, beginning of year

 

 

4,205

 

 

 

2,294

 

Cash and cash equivalents, end of year

 

$

5,188

 

 

$

4,205

 





 


Supplemental Information – Reconciliation of GAAP to Non-GAAP Financial Measures


We have supplemented the reporting of our financial information determined under accounting principles generally accepted in the United States (“GAAP”) with certain non-GAAP financial measures, including adjusted net income and adjusted net income per diluted share. We believe that these non-GAAP measures provide meaningful information to assist investors and shareholders in understanding our financial results and assessing our prospects for future performance. Management believes adjusted net income is an important indicator of our operations because it excludes the Monogram impairment charge which is a non-routine one-time charge, which had no tax benefit in the period it was recorded.


The following reconciles the GAAP financial measures to the non-GAAP financial measures discussed above.


 

 

Reconciliation of
Non-GAAP Financial Measures

 

 

 

For the three months ended
June 30, 2018

 

 

For the
Year ended
June 30, 2018

 

 

 

(In thousands, except share data)

 

 

 

 

 

 

 

 

Net Income

 

$

168

 

 

$

1,621

 

 

 

 

 

 

 

 

 

 

Monogram impairment, net of tax of $0

 

$

800

 

 

$

800

 

Adjusted Net Income

 

$

968

 

 

$

2,421

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

Diluted

 

 

4,389,268

 

 

 

4,304,602

 

 

 

 

 

 

 

 

 

 

Diluted net income per share:

 

 

 

 

 

 

 

 

Net Income

 

$

0.04

 

 

$

0.37

 

Adjusted Net Income

 

$

0.22

 

 

$

0.56