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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - ARTHROCARE CORPa11-11173_18k.htm

Exhibit 99.1

 

FOR IMMEDIATE RELEASE:

 

CONTACTS:

ArthroCare Corp.

Corinne Ervin

512-391-3907

 

ARTHROCARE REPORTS FIRST QUARTER 2011 FINANCIAL RESULTS

 

Austin, Texas — May 2, 2011 — ArthroCare Corp. (NASDAQ: ARTC), a leader in developing state-of-the-art, minimally invasive surgical products, announced its financial results for the first quarter ended March 31, 2011 as follows:

 

FIRST QUARTER 2011 HIGHLIGHTS

 

·                  Total revenue of $87.9 million from continuing operations

·                  Income from operations of $16.6 million, or operating margin of 18.9 percent

·                  Net income available to common stockholders of $11.9 million, or $0.36 per diluted share

 

REVENUE

Total revenue from continuing operations for the first quarter of 2011 was $87.9 million, compared to $89.1 million for the first quarter of 2010.

 

Sports Medicine product sales were $56.7 million in the first quarter of 2011 compared to $60.4 million in the same period in 2010.  In the first quarter of 2010, Sports Medicine product sales for the Americas included the recognition of $6.6 million of product sales from prior periods that were deferred pending resolution of certain contract issues with customers.  Excluding the impact from the deferred revenue recognized in the first quarter of 2010, Sports Medicine product sales increased $2.9 million, or 5.3 percent, in the first quarter of 2011.  The $2.9 million period over period increase was comprised of a $3.3 million increase in the Company’s International markets as well as a $0.5 million increase in contract manufactured product sales pursuant to the Company’s existing supply and distribution agreement with Smith & Nephew.  These increases were partially offset by a $0.9 million decrease in the Company’s proprietary product sales in the Americas, primarily a result of lower sales to stocking distributors and lower average sales prices that offset a modest increase in sales volumes.

 

ENT product sales increased $2.6 million, or 11.8 percent, in the first quarter of 2011 compared to the same period of 2010, a result of an increase in the Company’s user and customer base as well as higher average selling prices. International product sales increased $0.9 million, due higher sales in the Asia Pacific region.

 

Other product sales, which consist principally of Coblation spine product sales, declined $0.5 million in the first quarter of 2011 compared to the same period of 2010.

 

Had the same foreign currency rates been in effect in the quarter ended March 31, 2011 as were in effect in the same quarter in 2010, the U.S. dollar reported value of product sales would have been lower by $0.7 million for the quarter ended March 31, 2011.

 

GROSS PRODUCT MARGIN

Gross product margin was 70.4 percent for the first quarter of 2011 compared to 68.8 percent for the first quarter of 2010.  Inventory obsolescence charges in the first quarter of 2010 were $1.4 million higher than in the first quarter of 2011.

 



 

INCOME FROM OPERATIONS

Income from operations for the first quarter of 2011 was $16.6 million compared to $15.5 million for the same period in 2010. Research and development (R&D) costs decreased $1.8 million during the quarter ended March 31, 2011 compared to the same period in 2010, as materials and services consumed by the Company’s R&D efforts were lower in the first quarter of 2011 due to the timing of certain projects.  Additionally, a higher proportion of the Company’s engineering costs in the first quarter of 2011 were associated with the manufacturing process, which increased the allocation of engineering costs to inventory and cost of goods sold.

 

Sales and marketing expenses increased approximately $1.2 million in the first quarter of 2011 compared to the same period in 2010.  The increase is primarily due to increased commission expense.

 

NET INCOME AVAILABLE TO COMMON STOCKHOLDERS

In the first quarter of 2011, net income applicable to common stockholders was $11.9 million or $0.36 per diluted share, compared to $8.0 million, or $0.24 per diluted share, for the first quarter of 2010.  In the first quarter of 2011, income from continuing operations before taxes increased by $4.7 million of which $1.1 million was due to an increase in income from operations and $3.6 million was due to changes in foreign exchange gain (loss). During the quarter ended March 31, 2011, the U.S. dollar weakened against the British Pound, Euro, and Australian dollar, which decreased the local currency amount of U.S. dollar payables of certain international subsidiaries resulting in foreign exchange gains, whereby the Company incurred foreign exchange losses in the same period in 2010.

 

BALANCE SHEET AND CASH FLOWS

Cash and cash equivalents increased $15.0 million to $147.5 million as of March 31, 2011 from $132.5 million at December 31, 2010.  Cash flows provided by operating activities for the quarter ended March 31, 2011 was $15.2 million compared to $11.2 million for the quarter ended March 31, 2010.  Net inventory balances decreased approximately $0.7 million and accounts receivable decreased $0.8 million from December 31, 2010.

 

CONFERENCE CALL

ArthroCare will hold a conference call to present these results Tuesday, May 3, 2011, at 8:30 a.m. ET/5:30 a.m. PT to review the results. To participate in the live conference call dial 800-773-0497.  A live and on-demand webcast of the call will be available on ArthroCare’s Web site at www.arthrocare.com.  A telephonic replay of the conference call can be accessed by dialing 800-633-8284 and entering pass code number 21521927.  The replay will remain available through May 17, 2011.

 

ABOUT ARTHROCARE

ArthroCare develops and manufactures surgical devices, instruments, and implants that strive to enhance surgical techniques as well as improve patient outcomes.  Its devices improve many existing surgical procedures and enable new minimally invasive procedures.  Many of ArthroCare’s devices use its internationally patented Coblation® technology. This technology precisely dissolves target tissue and limits damage to surrounding healthy tissue. ArthroCare also develops surgical devices utilizing other patented technology including its OPUS® line of fixation products as well as re-usable surgical instruments.  ArthroCare is leveraging these technologies in order to offer a comprehensive line of surgical devices to capitalize on a multi-billion dollar market opportunity across several surgical specialties, including its two core product areas consisting of Sports Medicine and Ear, Nose, and Throat as well as other areas such as spine, wound care, urology and gynecology.

 

FORWARD-LOOKING STATEMENTS

The information provided herein includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on beliefs and assumptions by management and on information currently available to management. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or

 



 

future events. Additional factors that could cause actual results to differ materially from those contained in any forward-looking statement include, without limitation: the resolution of litigation pending against the Company; the Company’s ability to design or improve internal controls to address issues detected in its reviews of internal controls and insurance reimbursement practices or by management in its reassessment of the Company’s internal controls; the impact upon the Company’s operations of legal compliance matters or internal controls review, improvement and remediation; the ability of the Company to control expenses relating to legal compliance matters or internal controls review, improvement and remediation; the Company’s ability to remain current in its periodic reporting requirements under the Exchange Act and to file required reports with the Securities and Exchange Commission on a timely basis; the results of the investigation being conducted by the United States Department of Justice; the impact on the Company of additional civil and criminal investigations by state and federal agencies and civil suits by private third parties involving the Company’s financial reporting and its previously announced restatement and its insurance billing and healthcare fraud-and-abuse compliance practices; the ability of the Company to attract and retain qualified senior management and to prepare and implement appropriate succession planning for its Chief Executive Officer; general business, economic and political conditions; competitive developments in the medical devices market; changes in applicable legislative or regulatory requirements; the Company’s ability to effectively and successfully implement its financial and strategic alternatives, as well as business strategies, and manage the risks in its business; and the reactions of the marketplace to the foregoing.

 

Financial Tables Appended

 



 

ARTHROCARE CORPORATION

Condensed Consolidated Balance Sheets - Unaudited

(in thousands, except par value data)

 

 

 

March 31,
2011

 

December 31,
2010

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

147,529

 

$

132,536

 

Accounts receivable, net of allowances of $2,291 and $2,445 at March 31, 2011 and December 31, 2010, respectively

 

48,101

 

48,870

 

Inventories, net

 

33,409

 

34,087

 

Deferred tax assets

 

22,390

 

24,661

 

Prepaid expenses and other current assets

 

6,986

 

4,424

 

Assets held for sale

 

2,833

 

3,081

 

Total current assets

 

261,248

 

247,659

 

 

 

 

 

 

 

Property and equipment, net

 

40,638

 

41,582

 

Intangible assets, net

 

9,447

 

10,733

 

Goodwill

 

119,495

 

119,020

 

Deferred tax assets

 

16,019

 

16,019

 

Other assets

 

1,960

 

4,182

 

Total assets

 

$

448,807

 

$

439,195

 

 

 

 

 

 

 

LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

13,828

 

$

13,819

 

Accrued liabilities

 

32,606

 

40,197

 

Deferred tax liabilities

 

149

 

149

 

Income tax payable

 

1,421

 

1,555

 

Total current liabilities

 

48,004

 

55,720

 

 

 

 

 

 

 

Deferred tax liabilities

 

225

 

213

 

Other non-current liabilities

 

13,846

 

13,766

 

Total liabilities

 

62,075

 

69,699

 

 

 

 

 

 

 

Series A 3% Redeemable Convertible Preferred Stock, par value $0.001; Authorized: 100 shares; Issued and outstanding: 75 shares at March 31, 2011 and December 31, 2010; Redemption value $87,089

 

74,608

 

73,768

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, par value $0.001; Authorized: 4,900 shares; Issued and outstanding: none

 

 

 

Common stock, par value $0.001; Authorized: 75,000 shares; Issued: 31,225 and 31,102 shares Outstanding: 27,389 and 27,112 shares at March 31, 2011 and December 31, 2010, respectively

 

27

 

27

 

Treasury stock: 3,990 shares at March 31, 2011 and 3,990 shares December 31, 2010

 

(107,731

)

(107,899

)

Additional paid-in capital

 

389,795

 

386,395

 

Accumulated other comprehensive income

 

5,145

 

4,246

 

Retained earnings (accumulated deficit)

 

24,888

 

12,959

 

Total stockholders’ equity

 

312,124

 

295,728

 

Total liabilities, redeemable convertible preferred stock and stockholders’ equity

 

$

448,807

 

$

439,195

 

 



 

ARTHROCARE CORPORATION

Condensed Consolidated Statements of Operations - Unaudited

(in thousands, except per share data)

 

 

 

Three Months Ended
March 31,

 

 

 

 

 

2011

 

2010

 

Variance

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

Product sales

 

$

83,507

 

$

85,165

 

$

(1,658

)

Royalties, fees and other

 

4,425

 

3,949

 

476

 

Total revenues

 

87,932

 

89,114

 

(1,182

)

 

 

 

 

 

 

 

 

Cost of product sales

 

24,744

 

26,579

 

(1,835

)

 

 

 

 

 

 

 

 

Gross profit

 

63,188

 

62,535

 

653

 

Operating expenses:

 

 

 

 

 

 

 

Research and development

 

6,810

 

8,615

 

(1,805

)

Sales and marketing

 

28,098

 

26,855

 

1,243

 

General and administrative

 

9,188

 

9,255

 

(67

)

Amortization of intangible assets

 

1,311

 

1,315

 

(4

)

Investigation and restatement related costs

 

1,204

 

1,043

 

161

 

Total operating expenses

 

46,611

 

47,083

 

(472

)

 

 

 

 

 

 

 

 

Income from operations

 

16,577

 

15,452

 

1,125

 

Foreign exchange gain (loss)

 

664

 

(2,960

)

3,624

 

Other expense, net

 

(174

)

(101

)

(73

)

Other income (expense), net

 

490

 

(3,061

)

3,551

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

17,067

 

12,391

 

4,676

 

 

 

 

 

 

 

 

 

Income tax provision

 

4,608

 

3,314

 

1,294

 

 

 

 

 

 

 

 

 

Net income from continuing operations

 

12,459

 

9,077

 

3,382

 

 

 

 

 

 

 

 

 

Income from discontinued operations, net of taxes

 

311

 

(250

)

561

 

 

 

 

 

 

 

 

 

Net income

 

12,770

 

8,827

 

3,943

 

 

 

 

 

 

 

 

 

Accrued dividend and accretion charges on Series A 3% Convertible Preferred Stock

 

(840

)

(802

)

(38

)

 

 

 

 

 

 

 

 

Net income available to common stockholders

 

$

11,930

 

$

8,025

 

$

3,905

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

Basic

 

27,168

 

26,922

 

 

 

Diluted

 

27,586

 

27,221

 

 

 

 

 

 

 

 

 

 

 

Earnings per share from continuing operations

 

 

 

 

 

 

 

Basic

 

$

0.35

 

$

0.25

 

 

 

Diluted

 

$

0.35

 

$

0.25

 

 

 

 

 

 

 

 

 

 

 

Earnings per share applicable to common stockholders:

 

 

 

 

 

 

 

Basic

 

$

0.36

 

$

0.25

 

 

 

Diluted

 

$

0.36

 

$

0.24

 

 

 

 



 

ARTHROCARE CORPORATION

Supplemental schedule of Product Sales

(in thousands)

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

Americas

 

March 31, 2011

 

Total
Product
Sales

 

% Net
Product
Sales

 

Americas

 

March 31, 2010

 

Total
Product
Sales

 

% Net
Product
Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sports Medicine

 

$

37,381

 

$

19,328

 

$

56,709

 

67.9

%

$

44,391

 

$

16,058

 

$

60,449

 

71.0

%

ENT

 

20,037

 

4,267

 

24,304

 

29.1

%

18,415

 

3,330

 

21,745

 

25.5

%

Other

 

685

 

1,809

 

2,494

 

3.0

%

969

 

2,002

 

2,971

 

3.5

%

Total Product Sales

 

$

58,103

 

$

25,404

 

$

83,507

 

100.0

%

$

63,775

 

$

21,390

 

$

85,165

 

100.0

%