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8-K - 8-K - Wright Medical Group N.V.a11-11837_18k.htm

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

TORNIER REPORTS FIRST QUARTER 2011 FINANCIAL RESULTS

 

Sales Growth of 12% Drives Adjusted EBITDA Increase of 94%

 

Company Raises Guidance for 2011 Sales and Adjusted EBITDA

 

AMSTERDAM, The Netherlands, May 9, 2011 — Tornier N.V. (NASDAQ: TRNX), a global medical device company focused on providing surgical solutions to orthopaedic extremity specialists, reported sales of $69.4 million for the first quarter of 2011 compared to sales of $61.8 million in first quarter 2010, an increase of 12%. First quarter 2011 sales of Tornier’s extremity product categories increased 14% to $52.6 million, representing 76% of company sales.  Tornier’s U.S. and international businesses each contributed to first quarter sales growth, as did each of the Company’s major product categories. As compared to the first quarter of 2010, Tornier’s 12% sales growth in the first quarter of 2011 was achieved with four fewer selling days and with negligible effect from changes in currency exchange rates.

 

Douglas W. Kohrs, President and Chief Executive Officer of Tornier, commented, “We are pleased to have started the 2011 year with a sales gain that exceeded our expectations.  Our strong first quarter sales gain was led by our upper extremity product category.  The enthusiastic market penetration driven by our new ASCEND™ shoulder arthroplasty system complemented a strong quarter across our shoulder portfolio.  We also are encouraged by the prospects for several new products in our lower extremity and sports medicine/biologics categories that bode well for our full year 2011.”

 

The Company’s first quarter 2011 adjusted EBITDA, as defined in the GAAP to non-GAAP reconciliation provided later in this release, was $9.1million or 13.2% of sales, an increase of 94% compared to $4.7 million, or 7.6% of sales, in the first quarter of 2010.

 

Mr. Kohrs continued, “We are encouraged by the gain in adjusted EBITDA in the first quarter of 2011.  Although we plan to increase R&D spending during the balance of the year to support our commitment to innovation, we remain focused on obtaining leverage from our cost structure.  The investments we will continue to make in 2011 will support our commitment to product innovation while simultaneously focusing on leveraging our business model.”

 

Sales and Product Review

 

First quarter 2011 sales of Tornier’s extremity products increased by 14% to $52.6 million.The upper extremity product category was Tornier’s fastest growing category in the quarter with growth of 15% benefitting from strong demand for its new ASCEND™ shoulder arthroplasty system and the continued growth of its flagship Aequalis®line of shoulder arthroplasty systems.   Although Tornier’s lower extremity and sports medicine and biologics product categories recorded sales growth below the overall corporate rate in the first quarter of 2011, the growth in these categories is expected to increase during the balance of 2011.  The lower extremity product category will benefit from the expanded instrument set availability for key products such as the Stabilis™ ankle fusion system.  Tornier’s sports medicine and biologics product category is expected to benefit from new product contribution including the recently launched

 



 

BioFiber® surgical mesh. Tornier’s large joint product category continued to record above market growth in the first quarter of 2011 aided by the continued favorable reception to the Company’s total hip arthroplasty systems.

 

On a geographic basis, Tornier’s first quarter 2011 sales in the United States increased by 10% and represented 53% of global sales.  International sales increased 16% in the quarter as reported and 15%  in constant currency, representing 47% of global sales.

 

Outlook

 

The Company projects 2011 sales in the range of $259 to $266 million, representing growth of 14% to 17% as reported, and 12% to 15% in constant currency.  The Company projects 2011 adjusted EBITDA, as described in the GAAP to non-GAAP reconciliation provided later in this release, of $29 to $32 million or 11% to 12% of total sales.  This would represent an increase in adjusted EBITDA of 56% to 72% over the adjusted EBITDA reported for 2010.

 

For the second quarter of 2011, the Company projects sales in the range of $65 to $66 million, representing growth of 19% to 21%, based on recent currency exchange rates, and 13% to 15% in constant currency. The Company projects adjusted EBITDA for the second quarter of 2011 of $5.5 to $6.5 million, representing 8.5% to 10% of sales.

 

Earnings Call Information

 

Tornier will host a conference call today at 5:00 p.m. eastern time to discuss its first quarter 2011 financial results.  The conference call will be available to interested parties through a live audio webcast available through the Company’s website at www.tornier.com where it will be available for replay beginning two hours after completion of the call and archived and accessible for approximately 12 months.  Those without internet access may join the call from within the U.S. by dialing 877-673-5355; outside the U.S., dial +1-760-666-3805

 

Forward-Looking Statements

 

Statements contained in this release that relate to future, not past, events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations of future events and often can be identified by words such as “expect,” “should,” “project,” “anticipate,” “intend,” “will,” “may,” “believe,” “could,” “would,” “continue,” “outlook,” “guidance,” other words of similar meaning or the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause Tornier’s actual results to be materially different than those expressed in or implied by Tornier’s forward-looking statements. For Tornier, such uncertainties and risks include, among others, Tornier’s future operating results and financial performance, fluctuations in foreign currency exchange rates, the effect of global economic conditions, the timing of regulatory approvals and introduction of new products, physician acceptance, endorsement, and use of new products; the effect of regulatory actions, changes in and adoption of reimbursement rates, potential product recalls, competitor activities and the costs and effects of litigation and changes in tax and other legislation. More detailed information on these and other factors that could affect Tornier’s actual results are described in

 



 

Tornier’s filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K.  Tornier undertakes no obligation to update its forward-looking statements.

 

About Tornier

 

Tornier is a global medical device company focused on serving extremities specialists who treat orthopaedic conditions of the shoulder, elbow, wrist, hand, ankle and foot.  The Company’s broad offering of over 80 product lines includes joint replacement, trauma, sports medicine, and biologic products to treat the extremities, as well as joint replacement products for the hip and knee in certain international markets.  Since its founding approximately 70 years ago, Tornier’s “Specialists Serving Specialists” philosophy has fostered a tradition of innovation, intense focus on surgeon education, and commitment to advancement of orthopaedic technology stemming from its close collaboration with orthopaedic surgeons and thought leaders throughout the world.  For more information regarding Tornier, visit www.tornier.com.

 

Use of Non-GAAP Financial Measures

 

To supplement Tornier’s consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), Tornier uses certain non-GAAP financial measures in this release.  Reconciliations of the non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found in tables later in this release immediately following the detail of revenue by geography.  Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for Tornier’s financial results prepared in accordance with GAAP.

 

Contact:

 

Carmen Diersen

Chief Financial Officer

952-426-7646

cdiersen@tornier.com

 

Doug Kohrs

President and Chief Executive Officer

952-426-7606

dkohrs@tornier.com

 



 

Tornier N.V.

Consolidated Statements of Operations

(in thousands, except per share data)

 

 

 

Three Months Ended

 

 

 

(unaudited)

 

 

 

April 3, 2011

 

April 4, 2010

 

Revenue

 

$

69,435

 

$

61,843

 

Cost of goods sold

 

20,041

 

17,276

 

Gross profit

 

49,394

 

44,567

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

Sales and marketing

 

34,699

 

34,470

 

General and administrative

 

6,025

 

6,526

 

Research and development

 

5,110

 

4,813

 

Amortization of intangible assets

 

2,810

 

2,997

 

Special charges

 

 

224

 

Total operating expenses

 

48,644

 

49,030

 

 

 

 

 

 

 

Operating income (loss)

 

750

 

(4,463

)

 

 

 

 

 

 

Other income (expense)

 

 

 

 

 

Interest expense

 

(2,478

)

(5,830

)

Foreign currency transaction gain (loss)

 

(79

)

(2,294

)

Loss on extinguishment of debt

 

(29,475

)

 

Other non-operating income (expense)

 

(19

)

214

 

 

 

 

 

 

 

Loss before income taxes

 

(31,301

)

(12,373

)

Income tax (expense) benefit

 

7,332

 

2,322

 

 

 

 

 

 

 

Consolidated net loss

 

(23,969

)

(10,051

)

Net loss attributable to non-controlling interest

 

 

(695

)

 

 

 

 

 

 

Net loss attributable to Tornier N.V.

 

(23,969

)

(9,356

)

Accretion of non-controlling interest

 

 

(679

)

 

 

 

 

 

 

Net loss attributable to ordinary shareholders

 

$

(23,969

)

$

(10,035

)

 

 

 

 

 

 

Net loss per share

 

 

 

 

 

Basic and diluted

 

$

(0.68

)

$

(0.41

)

 

 

 

 

 

 

Weighted average ordinary shares outstanding

 

 

 

 

 

Basic and diluted

 

35,456

 

24,764

 

 



 

Tornier N.V.

Condensed Consolidated Balance Sheets

(in thousands)

 

 

 

April 3, 2011

 

January 2, 2011

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

64,114

 

$

24,838

 

Accounts receivable, net

 

50,081

 

42,758

 

Inventories

 

80,405

 

77,525

 

Deferred income taxes and other current assets

 

20,658

 

28,093

 

Total current assets

 

215,258

 

173,214

 

 

 

 

 

 

 

Instruments, net

 

43,824

 

42,378

 

Property, plant and equipment, net

 

34,907

 

33,680

 

Goodwill and intangibles, net

 

247,509

 

240,854

 

Deferred income taxes and other assets

 

984

 

1,052

 

Total assets

 

$

542,482

 

$

491,178

 

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Short-term borrowing and current portion of long term debt

 

$

16,367

 

$

28,392

 

Accounts payable

 

13,180

 

12,890

 

Accrued liabilities and deferred income taxes

 

38,249

 

34,967

 

Total current liabilities

 

67,796

 

76,249

 

 

 

 

 

 

 

Notes payable

 

 

84,261

 

Other long-term debt

 

25,562

 

25,467

 

Deferred income taxes and other long-term liabilities

 

27,537

 

34,962

 

Total liabilities

 

120,895

 

220,939

 

 

 

 

 

 

 

Shareholders’ equity

 

421,587

 

270,239

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

542,482

 

$

491,178

 

 



 

Tornier N.V.

Consolidated Statements of Cash Flow

(in thousands)

 

 

 

Three Months Ended

 

 

 

(unaudited)

 

 

 

April 3, 2011

 

April 4, 2010

 

Cash flows from operating activities

 

 

 

 

 

Net loss

 

$

(23,969

)

$

(10,051

)

 

 

 

 

 

 

Adjustments to reconcile net loss to net cash provided by operating activities

 

 

 

 

 

Depreciation and amortization

 

7,093

 

6,809

 

Non-cash foreign currency (gain) loss

 

633

 

1,677

 

Deferred income taxes

 

(8,069

)

(2,143

)

Share-based compensation

 

1,295

 

1,559

 

Non-cash interest expense and discount amortization

 

2,040

 

5,197

 

Inventory obsolescence

 

1,596

 

1,482

 

Change in fair value of warrant liability

 

 

(147

)

Loss on extinguishment of debt

 

29,475

 

 

Other non-cash items affecting earnings

 

105

 

285

 

 

 

 

 

 

 

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

(5,892

)

(1,438

)

Inventories

 

(2,035

)

(4,732

)

Accounts payable and accruals

 

1,674

 

5,660

 

Other current assets and liabilities

 

3,494

 

(1,196

)

Other non-current assets and liabilities

 

(488

)

794

 

Net cash provided by (used in) operating activities

 

6,952

 

3,756

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Acquisition-related cash payments

 

(481

)

(1,061

)

Additions of instruments

 

(2,874

)

(3,169

)

Purchases of property, plant and equipment

 

(714

)

(4,579

)

Net cash provided by (used in) investing activities

 

(4,069

)

(8,809

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Change in short-term debt

 

(12,932

)

3,536

 

Repayments of long-term debt

 

(2,070

)

(2,609

)

Proceeds from issuance of long-term debt

 

 

3,364

 

Deferred financing costs

 

(2,414

)

 

Repayment of notes payable

 

(116,108

)

 

Issuance of ordinary shares

 

168,257

 

541

 

Net cash provided by (used in) financing activities

 

34,733

 

4,832

 

 

 

 

 

 

 

Effect of currency exchange rates on cash

 

1,660

 

563

 

 

 

 

 

 

 

Increase (decrease) in cash and cash equivalents

 

39,276

 

342

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

24,838

 

37,969

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

64,114

 

$

38,311

 

 



 

Tornier N.V.

Selected Revenue Information

(in thousands)

 

 

 

Three Months Ended

 

 

 

(unaudited)

 

Percent

 

 

 

April 3, 2011

 

April 4, 2010

 

change

 

Revenue by product category

 

 

 

 

 

 

 

Upper extremity joints and trauma

 

$

42,155

 

$

36,647

 

15.0

%

Lower extremity joints and trauma

 

6,632

 

6,256

 

6.0

%

Sports medicine and biologics

 

3,857

 

3,441

 

12.1

%

Total extremities

 

52,644

 

46,344

 

13.6

%

Large joints and other

 

16,791

 

15,499

 

8.3

%

Total

 

$

69,435

 

$

61,843

 

12.3

%

 

 

 

 

 

 

 

 

Revenue by geography

 

 

 

 

 

 

 

United States

 

$

37,021

 

$

33,796

 

9.5

%

International

 

32,414

 

28,047

 

15.6

%

Total

 

$

69,435

 

$

61,843

 

12.3

%

 



 

Tornier N.V.

Reconciliation of Revenue to Non-GAAP Revenue on a Constant Currency Basis

(in thousands)

 

 

 

Three Months Ended

 

 

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

April 3, 2011

 

April 4, 2010

 

 

 

 

 

Revenue as
reported

 

Foreign
exchange
impact as
compared to
prior period

 

Revenue on a
constant
currency basis

 

Revenue as
reported

 

Percent
change on
a constant
currency
basis

 

Revenue by product category

 

 

 

 

 

 

 

 

 

 

 

Upper extremity joints and trauma

 

$

42,155

 

$

(195

)

$

41,960

 

$

36,647

 

14.5

%

Lower extremity joints and trauma

 

6,632

 

(30

)

6,602

 

6,256

 

5.5

%

Sports medicine and biologics

 

3,857

 

(21

)

3,836

 

3,441

 

11.5

%

Total extremities

 

52,644

 

(246

)

52,398

 

46,344

 

13.1

%

Large joints and other

 

16,791

 

125

 

16,916

 

15,499

 

9.1

%

Total

 

$

69,435

 

$

(121

)

$

69,314

 

$

61,843

 

12.1

%

 

 

 

 

 

 

 

 

 

 

 

 

Revenue by geography

 

 

 

 

 

 

 

 

 

 

 

United States

 

$

37,021

 

$

 

$

37,021

 

$

33,796

 

9.5

%

International

 

32,414

 

(121

)

32,293

 

28,047

 

15.1

%

Total

 

$

69,435

 

$

(121

)

$

69,314

 

$

61,843

 

12.1

%

 



 

Tornier N.V.

Reconciliation of Net Loss to

Non-GAAP Adjusted Earnings Before Interest, Taxes, Depreciation

and Amortization (EBITDA)

(in thousands)

 

 

 

Three Months Ended

 

 

 

(unaudited)

 

 

 

April 3, 2011

 

April 4, 2010

 

Net loss, as reported

 

$

(23,969

)

$

(10,051

)

 

 

 

 

 

 

Interest expense

 

2,478

 

5,830

 

Income tax benefit

 

(7,332

)

(2,322

)

Depreciation

 

4,283

 

3,812

 

Amortization

 

2,810

 

2,997

 

 

 

 

 

 

 

Subtotal Non-GAAP EBITDA (Loss)

 

(21,730

)

266

 

 

 

 

 

 

 

Non-operating (income) expense

 

19

 

(214

)

Foreign currency transaction (gain) loss

 

79

 

2,294

 

Share-based compensation

 

1,295

 

1,559

 

Loss on extinguishment of debt

 

29,475

 

 

Special charges

 

 

224

 

Operating expenses from consolidated VIE

 

 

594

 

 

 

 

 

 

 

Non-GAAP Adjusted EBITDA

 

$

9,138

 

$

4,723