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8-K - 8-K - ACCURAY INCa12-15243_48k.htm

Exhibit 99.1

 

 

Tom Rathjen

Vice President, Investor Relations

+1 (408) 789-4458

trathjen@accuray.com

Stephanie Tomei
Director, Corporate Communications
+1 (408) 789-4234
stomei@accuray.com

 

Accuray Announces Results for Fourth Quarter and Fiscal Year 2012

 

Integration of TomoTherapy on Track; Company Preparing for Major Technology Releases

 

SUNNYVALE, Calif., September 6, 2012 — Accuray Incorporated (Nasdaq: ARAY), the premier radiation oncology company, announced today financial results for the fourth quarter and fiscal year ended June 30, 2012. The fiscal 2012 financial data presented below reflects Accuray’s consolidated results including the results for TomoTherapy Incorporated, which was acquired by Accuray in June 2011. Non-GAAP results are provided to enhance understanding of Accuray’s ongoing core results of operations.

 

Highlights from the fourth quarter of fiscal 2012 include continued improvement in service margins, with a year-over-year decrease in sales and marketing, and general and administrative expenses and a 1.15 book-to-bill ratio.

 

“We have been investing heavily in research and development and plan to introduce two advanced technology platforms at the American Society for Radiation Oncology’s (ASTRO) Annual Meeting in October 2012 which we expect to drive future orders and revenue growth,” said Euan S. Thomson, Ph.D., president and chief executive officer of Accuray. “After the new product introductions we plan to reduce our research and development expenses to more normalized levels as seen historically.  We believe we are on track to return to profitability (non-GAAP) on schedule, by the end of our current fiscal year, ending June 30, 2013.”

 

For the fourth quarter of fiscal 2012, Accuray reported total consolidated GAAP revenue of $100.5 million and non-GAAP total revenue of $101.1 million. By comparison, for the fourth quarter of fiscal 2011, the sum of the revenue reported or recorded by Accuray and TomoTherapy as separate companies totaled $109.8 million on a pro forma basis. For the fiscal year ended June 30, 2012, GAAP revenue was $409.2 million and non-GAAP revenue was $401.3 million, a decrease from the pro forma total revenue of $409.7 million in the same period of the prior year. Excluding non-recurring revenue items and changes in accounting for TomoTherapy, non-GAAP revenues were essentially unchanged year-on-year. CyberKnife System revenues in fiscal 2012 were $37.6 million lower than in fiscal 2011 due to shipment schedules in the European region and a decline in new orders in the Americas region, offset partially by increases in our APAC and Japan regions. TomoTherapy Systems revenues in fiscal 2012 were $5.8 million higher than in fiscal 2011 on a pro-forma basis.

 

The consolidated GAAP gross margin for the fourth quarter of fiscal 2012 was 46.2 percent for products and 21.6 percent for services. The consolidated non-GAAP gross margin for the fourth quarter of fiscal 2012 was 52.8 percent for products.  Non-GAAP service gross margins were 19.9 percent for the fourth quarter, up from (2.3 percent) in the fourth quarter of fiscal 2011 on a pro forma basis. Positive service gross margins were driven largely by a continued improvement in reliability and reduction of service costs for TomoTherapy Systems. We believe the company remains on track to achieve 20 to 22 percent service gross margins for the full fiscal year 2013 on a non-GAAP basis.

 

1



 

Consolidated GAAP net loss attributable to stockholders for the fourth quarter of fiscal 2012 was $20.3 million, or $0.28 per share. Non-GAAP net loss for the fourth quarter of fiscal 2012 was $14.2 million or $0.20 per share. By comparison, for the fourth quarter of fiscal 2011 the sum of the net losses reported or recorded by Accuray and TomoTherapy as separate companies totaled $8.5 million or $0.12 per share on a pro forma basis.  For the fiscal year ended June 30, 2012, GAAP net loss was $72.0 million or $1.02 per share, compared to a pro-forma net loss of $30.5 million or $0.44 per share in prior fiscal year.  For the fiscal year ended June 30, 2012, non-GAAP net loss was $41.6 million or $0.60 per share, compared to a pro-forma net loss of $30.5 million or $0.44 per share in the prior fiscal year.

 

Accuray added $74.2 million of net new system orders to backlog during the fourth quarter of fiscal 2012, increasing system backlog to $283.6 million.  While performance was good internationally, the company continued to experience weakness in sales in the United States.  The company expects to generate improved results during fiscal year 2013 from the introduction of new technology platforms and from enhanced performance of its realigned United States sales organization.

 

During the fourth quarter of fiscal 2012, 23 units were shipped and 15 were installed, increasing Accuray’s worldwide installed base to 642 systems.

 

Accuray’s cash, cash equivalents and restricted cash was $145 million as of June 30, 2012. Use of cash during the fourth quarter of fiscal 2012 was primarily due to changes in working capital.

 

Outlook

 

The following statement, among others in this release, is forward-looking and actual results may differ materially.  We expect first quarter fiscal year 2013 revenue to be substantially below the first quarter of fiscal 2012, and revenues then to accelerate over the balance of the fiscal year.  We expect this to be driven by two key factors: (1) potential shipment delays as customers wait for our next technology releases and (2) that we will not benefit from the significant backlog of TomoTherapy System orders we had at this time last year.  For the full fiscal year 2013, Accuray expects that revenue will be in the range of $405 million to $425 million (non-GAAP), with the majority of revenue expected in the second half of fiscal year 2013.  More details will be provided on the conference call.

 

Additional Information

 

Additional information including slides of fourth quarter highlights which will be discussed during the conference call is available in the Investor Relations section of the company’s website at www.accuray.com/investors.

 

Earnings Call Open to Investors

 

Accuray will hold a conference call for financial analysts and investors on Thursday September 6, 2012 at 2:00 p.m. PDT/5:00 p.m. EDT. The conference call dial-in numbers are 1-800-295-4740 (USA) or 1-617-614-3925 (International), Conference ID: 89497327. A live webcast of the call will also be available from the Investor Relations section of the corporate website at www.accuray.com/investors.  In addition, a recording of the call will be available by calling 1-888-286-8010 (USA) or 1-617-801-6888 (International), Conference ID:  79000863, beginning at 5:00 p.m. PDT/8:00 p.m. EDT on September 6, 2012 and will be available through September 13, 2012. A webcast replay will also be available from the Investor Relations section of the Company’s website at www.accuray.com/investors from approximately 5:00 p.m. PDT/8:00 p.m. EDT today through Accuray’s release of its results for the first quarter of fiscal 2013, ending September 30, 2012.

 

2



 

About Accuray

 

Accuray Incorporated (Nasdaq: ARAY), based in Sunnyvale, Calif., is the premier radiation oncology company that develops, manufactures and sells personalized, innovative treatment solutions that set the standard of care with the aim of helping patients live longer, better lives. The Company’s leading-edge technologies — the CyberKnife and TomoTherapy Systems — are designed to deliver radiosurgery, stereotactic body radiation therapy, intensity modulated radiation therapy, image guided radiation therapy, and adaptive radiation therapy. To date, 642 systems have been installed in leading hospitals around the world. For more information, please visit www.accuray.com.

 

Safe Harbor Statement

 

Statements made in this press release that are not statements of historical fact are forward-looking statements and are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release relate, but are not limited, to the company’s future profitability, including the timing of the company’s expected return to profitability; the timing of the introduction of new platforms; the impact of research and development spending on future revenue growth; future research and development spending; continuing improvements in service gross margins, including specific targets for fiscal year 2013 service gross margins; expected impact of the US sales reorganization; and expected revenue for the first quarter of fiscal year 2013 and the entire fiscal year 2013. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from expectations, including but not limited to: the timeliness and success of the integration of TomoTherapy; the company’s ability to convert backlog to revenue; the success of its worldwide sales and marketing efforts; the timeliness of the introduction of our new platforms; the extent of market acceptance for the company’s products and services; the company’s ability to develop and bring to market new or enhanced products; the company’s ability to manage its expenses; continuing uncertainty in the global economic environment; and other risks detailed from time to time under the heading “Risk Factors” in the company’s report on Form 10-K to be filed on or before September 13, 2012 and the company’s reports on Form 10-Q for the first, second and third quarters of fiscal 2012.

 

Forward-looking statements speak only as of the date the statements are made and are based on information available to the company at the time those statements are made and/or management’s good faith belief as of that time with respect to future events. The company assumes no obligation to update forward-looking statements to reflect actual performance or results, changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. Accordingly, investors should not put undue reliance on any forward-looking statements.

 

3



 

Accuray Incorporated

Consolidated Statements of Operations

(in thousands, except per share data)

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

(unaudited)

 

(unaudited)

 

 

 

Net revenue:

 

 

 

 

 

 

 

 

 

Products

 

$

60,621

 

$

47,824

 

$

240,472

 

$

138,595

 

Services

 

39,463

 

25,657

 

166,681

 

80,490

 

Other

 

449

 

1,742

 

2,070

 

3,199

 

Total net revenue

 

100,533

 

75,223

 

409,223

 

222,284

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Cost of products

 

32,606

 

20,572

 

136,180

 

55,524

 

Cost of services

 

30,936

 

20,886

 

134,562

 

56,218

 

Cost of other

 

501

 

1,539

 

1,209

 

3,300

 

Total cost of revenue

 

64,043

 

42,997

 

271,951

 

115,042

 

Gross profit

 

36,490

 

32,226

 

137,272

 

107,242

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Selling and marketing

 

14,500

 

13,307

 

54,547

 

37,181

 

Research and development

 

22,892

 

15,036

 

87,114

 

41,687

 

General and administrative

 

15,753

 

29,196

 

58,598

 

56,657

 

Total operating expenses

 

53,145

 

57,539

 

200,259

 

135,525

 

Loss from operations

 

(16,655

)

(25,313

)

(62,987

)

(28,283

)

Other income (expense), net

 

(4,548

)

(26

)

(12,871

)

2,288

 

Loss before provision for income taxes

 

(21,203

)

(25,339

)

(75,858

)

(25,995

)

Provision for income taxes

 

443

 

70

 

2,595

 

1,116

 

Net loss

 

(21,646

)

(25,409

)

(78,453

)

(27,111

)

Noncontrolling interest

 

(1,382

)

(429

)

(6,411

)

(429

)

Net loss attributable to stockholders

 

$

(20,264

)

$

(24,980

)

$

(72,042

)

$

(26,682

)

 

 

 

 

 

 

 

 

 

 

Net loss per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.28

)

$

(0.40

)

(1.02

)

$

(0.44

)

Diluted

 

$

(0.28

)

$

(0.40

)

$

(1.02

)

$

(0.44

)

Weighted average common shares used in computing net loss per share

 

 

 

 

 

 

 

 

 

Basic

 

71,473

 

62,451

 

70,887

 

60,085

 

Diluted

 

71,473

 

62,451

 

70,887

 

60,085

 

 

Cost of revenue, selling and marketing, research and development, and general and administrative expenses include stock-based compensation charges as follows:

 

Cost of revenue

 

$

401

 

$

426

 

$

1,672

 

$

1,312

 

Selling and marketing

 

$

184

 

$

182

 

$

729

 

$

695

 

Research and development

 

$

667

 

$

1,130

 

$

2,340

 

$

2,922

 

General and administrative

 

$

905

 

$

5,230

 

$

3,717

 

$

8,436

 

 

4



 

Accuray Incorporated

Consolidated Balance Sheets

(in thousands, except share amounts)

 

 

 

June 30,

 

June 30,

 

 

 

2012

 

2011

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

143,504

 

$

95,906

 

Restricted cash

 

1,560

 

3,172

 

Accounts receivable, net of allowance for doubtful accounts of $1,700 and $324 at June 30, 2012 and June 30, 2011, respectively

 

67,890

 

61,853

 

Inventories

 

81,693

 

97,836

 

Prepaid expenses and other current assets

 

16,715

 

21,115

 

Deferred cost of revenue—current

 

4,896

 

5,840

 

Total current assets

 

316,258

 

285,722

 

 

 

 

 

 

 

Property and equipment, net

 

37,458

 

44,823

 

Goodwill

 

59,215

 

54,474

 

Intangible assets, net

 

49,819

 

66,039

 

Deferred cost of revenue—noncurrent

 

2,433

 

2,258

 

Other assets

 

7,987

 

2,468

 

Total assets

 

$

473,170

 

$

455,784

 

Liabilities and equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

18,209

 

$

38,645

 

Accrued compensation

 

23,071

 

27,406

 

Other accrued liabilities

 

31,646

 

43,012

 

Customer advances

 

18,177

 

25,829

 

Deferred revenue—current

 

83,071

 

68,152

 

Total current liabilities

 

174,174

 

203,044

 

Long-term liabilities:

 

 

 

 

 

Long-term other liabilities

 

5,988

 

6,321

 

Deferred revenue—noncurrent

 

9,675

 

6,092

 

Long-term debt

 

79,466

 

 

Total liabilities

 

269,303

 

215,457

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

Preferred stock, $0.001 par value; authorized: 5,000,000 shares; no shares issued and outstanding

 

 

 

Common stock, $0.001 par value; authorized: 100,000,000 shares; issued: 71,864,268 and 72,199,837 shares at June 30, 2012 and June 30, 2011, respectively; outstanding: 71,864,268 and 70,059,819 shares at June 30, 2012 and June 30, 2011, respectively

 

72

 

70

 

Additional paid-in capital

 

409,143

 

373,963

 

Accumulated other comprehensive income

 

2,837

 

127

 

Accumulated deficit

 

(216,427

)

(144,385

)

Total stockholders’ equity

 

195,625

 

229,775

 

Noncontrolling interest

 

8,242

 

10,552

 

Total equity

 

203,867

 

240,327

 

Total liabilities and equity

 

$

473,170

 

$

455,784

 

 

5



 

Non-GAAP Financial Measures

 

This press release includes non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission, with respect to the three and twelve months ended June 30, 2012. “GAAP” refers to generally accepted accounting principles in the United States.

 

Accuray closed the acquisition of TomoTherapy on June 10, 2011 and TomoTherapy’s operations since that date are included in Accuray’s consolidated results of operations. Accounting for the impact of this acquisition has resulted in changes to the value of assets and liabilities from the amounts reflected by TomoTherapy prior to the acquisition and the creation of incremental assets and liabilities including intangible assets for developed technology and backlog, and unfavorable lease obligations. These changes have impacted revenues and expenses recorded in Accuray’s consolidated statements of operations since the close of the acquisition. In addition, Accuray has incurred significant expenses as a result of the acquisition, some of which are one-time charges while others are incurred over fiscal 2012 for the integration of TomoTherapy.

 

To reflect the ongoing core results of operations of the Company, including adjusting for the impact of the acquisition of TomoTherapy, the Company has presented its operating results on an adjusted non-GAAP basis as well as in accordance with GAAP for the three and twelve months ended June 30, 2012. We use the following measures shown in the following tables, which are not calculated in accordance with GAAP. All adjustments to reconcile to GAAP relate to the acquisition of TomoTherapy except the adjustment to Other income (expense). The Company believes that the presentation of non-GAAP financial measures provides useful supplementary information to and facilitates additional analysis by investors. The Company uses these non-GAAP financial measures in connection with its own budgeting and financial planning, as well as evaluating management performance for compensation purposes. These non-GAAP financial measures are in addition to, not a substitute for, nor superior to, measures of financial performance prepared in conformity with GAAP.

 

For comparison purposes, we have also presented our pro forma results for the three and twelve months ended June 30, 2011 based on the combined total of the financial results previously reported or recorded by Accuray and TomoTherapy as separate companies, excluding expenses related to the acquisition incurred during this period. Please refer to the pro forma financial results tables starting on page 9 for additional details.

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

Revenue

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

Products

 

$

60,621

 

$

315

(A)

$

60,936

 

$

73,146

 

$

240,472

 

$

2,141

(A)

$

242,613

 

$

273,476

 

Services

 

39,463

 

244

(B)

39,707

 

35,086

 

166,681

 

(10,065

)(B)

156,616

 

133,186

 

Other

 

449

 

 

449

 

1,547

 

2,070

 

 

2,070

 

3,004

 

Total

 

$

100,533

 

$

559

 

$

101,092

 

$

109,779

 

$

409,223

 

$

(7,924

)

$

401,299

 

$

409,666

 

 


(A)        As of the close of the acquisition, TomoTherapy’s deferred product revenue related to products shipped but not yet installed was written down to the fair value of goods and services remaining to be delivered. As a result, during the three and twelve months ended June 30, 2012, product revenue recorded by Accuray for the sale of TomoTherapy products was $0.3 million and $2.1 million lower than product revenue that would have been recorded by TomoTherapy if the acquisition had not occurred.

 

(B)         As of the close of the acquisition, TomoTherapy’s deferred service revenue was written up to fair value. As a result, deferred service revenue recognized by Accuray during the three and twelve months ended June 30, 2012 was $0.8 million and $11.4 million higher than the amount that would have been recognized by TomoTherapy if the acquisition had not occurred. Partially offsetting this deferred revenue adjustment, Accuray recorded a reserve for returns of ($1.0) million during the three months ended June 30, 2012 and ($1.4) million during the twelve months ended June 30, 2012 to reflect the expected return of spare parts from TomoTherapy distributors who will cease servicing TomoTherapy systems once the integration is complete and Accuray personnel begin to provide service directly to these customers.

 

6



 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

Cost of Revenue

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

Products

 

$

32,606

 

$

(3,818

)(C)

$

28,788

 

$

29,750

 

$

136,180

 

$

(23,796

)(C)

$

112,384

 

$

118,363

 

Services

 

30,936

 

875

(D)

31,811

 

35,892

 

134,562

 

(1,655

)(D)

132,907

 

135,705

 

Other

 

501

 

 

501

 

1,539

 

1,209

 

 

1,209

 

3,300

 

Total

 

$

64,043

 

$

(2,943

)

$

61,100

 

$

67,181

 

$

271,951

 

$

(25,451

)

$

246,500

 

$

257,368

 

 


(C)         Products cost of revenue included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012, respectively: $0 million and $8.3 million due to the write up of finished goods and work-in-process inventory on hand at the time of the acquisition from cost basis to fair value, $3.8 million and $15.3 million for amortization of intangible assets created by the acquisition, less than $0.1 million and $0.2 million due to employee severance and retention expenses and $0.1 and less than $(0.1) million charge and reduction in expense for property, plant and equipment revaluation.

 

(D)      Services cost of revenue included the following charges and reductions to expenses arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012: $-0- and $3.6 million charge due to the write up of service related inventory on hand at the time of the acquisition from cost basis to fair value, $(0.4) million and $(3.5) million reductions in expenses due to the roll out of fair value increases in warranty and loss contracts reserves for the periods of service consumed, $0.1 million and $0.5 million charges for property, plant and equipment revaluation, less than $0.1 million and $1.9 million charges due to employee severance, integration and retention expenses and $(0.5) million and $(0.8) million of credits to reflect the cost of spare parts expected to be returned by TomoTherapy distributors who will cease servicing TomoTherapy systems once the integration is complete and Accuray personnel begin to provide service directly to these customers.

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

Gross Profit

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

Products

 

$

28,015

 

$

4,133

 

$

32,148

 

$

43,396

 

$

104,292

 

$

25,937

 

$

130,229

 

$

155,113

 

Services

 

8,527

 

(631

)

7,896

 

(806

)

32,119

 

(8,410

)

23,709

 

(2,519

)

Other

 

(52

)

 

(52

)

8

 

861

 

 

861

 

(296

)

Total

 

$

36,490

 

$

3,502

 

$

39,992

 

$

42,598

 

$

137,272

 

$

17,527

 

$

154,799

 

$

152,298

 

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

Gross Profit Margin

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

Products

 

46.2

%

6.6

%

52.8

%

59.3

%

43.4

%

10.3

%

53.7

%

56.7

%

Services

 

21.6

%

(1.7

)%

19.9

%

(2.3

)%

19.3

%

(4.2

)%

15.1

%

(1.9

)%

Other

 

(11.6

)%

0.0

%

(11.6

)%

0.5

%

41.6

%

0.0

%

41.6

%

(9.9

)%

Total

 

36.3

%

3.3

%

39.6

%

38.8

%

33.5

%

5.1

%

38.6

%

37.2

%

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

Operating Expenses

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma
Combined
Results

 

Selling and Marketing

 

$

14,500

 

$

(498

)(E)

$

14,002

 

$

17,505

 

$

54,547

 

$

(2,335

)(E)

$

52,212

 

$

62,225

 

Research and Development

 

22,892

 

(163

)(F)

22,729

 

18,809

 

87,114

 

(1,387

)(F)

85,727

 

69,931

 

General and Administrative

 

15,753

 

(867

)(G)

14,886

 

16,549

 

58,598

 

(5,598

)(G)

53,000

 

61,902

 

Total

 

$

53,145

 

$

(1,528

)

$

51,617

 

$

52,863

 

$

200,259

 

$

(9,320

)

$

190,939

 

$

194,058

 

 


(E)         Selling and marketing included the following charges arising from the acquisition of TomoTherapy for the three months ended June 30, 2012: $0.5 million charge primarily due to employee severance, integration and retention expenses. For the twelve months ended June 30, 2012, $1.6 million charge due to employee severance and retention expenses, and $0.7 million due to preparation for integration of work forces and operations.

 

(F)          Research and development included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012: less than $0.1 million and $1.2 million charges due to employee severance, integration and retention expenses, $0.1 million and $0.2 million charges due to property, plant and equipment revaluation.

 

(G)         General and administrative included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2012: $0.3 million and $2.3 million charge due to employee severance and retention expenses, less than $0.1 million and $1.4 million charge related to preparation for integration of work forces and operations, and $0.5 million and $1.9 million charge for property, plant and equipment revaluation.

 

7



 

Net Loss Attributable to Stockholders

 

 

 

Three months ended June 30,

 

Years ended June 30,

 

 

 

2012

 

2012

 

2012

 

2011

 

2012

 

2012

 

2012

 

2011

 

 

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma 
Combined
Results

 

GAAP

 

Adjustments

 

Non-GAAP

 

Pro forma 
Combined
Results

 

Loss From Operations

 

$

(16,655

)

$

5,030

(H)

$

(11,625

)

$

(10,265

)

$

(62,987

)

$

26,847

(H)

$

(36,140

)

$

(41,760

)

Other Income (Expense)

 

(4,548

)

$

1,007

(I)

(3,541

)

264

 

(12,871

)

3,596

(I)

(9,275

)

6,292

 

Provision For Income Taxes

 

443

 

$

 

443

 

70

 

2,595

 

 

2,595

 

2,045

 

Noncontrolling Interest

 

(1,382

)

$

 

(1,382

)

(1,574

)

(6,411

)

 

(6,411

)

(6,967

)

Net Loss Attributable to Stockholders

 

$

(20,264

)

$

6,037

 

$

(14,227

)

$

(8,497

)

$

(72,042

)

$

30,443

 

$

(41,599

)

$

(30,546

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss Per Share - Basic and Diluted

 

$

(0.28

)

$

0.08

 

$

(0.20

)

$

(0.12

)

$

(1.02

)

$

0.42

 

$

(0.60

)

$

(0.44

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Common Shares outstanding - Basic and Diluted

 

71,473

 

 

 

71,473

 

71,564

(J)

70,887

 

 

 

70,887

 

69,198

(J)

 


(H)        Represents impact of all adjustments (A) through (G) on Loss From Operations.

 

(I)            Represents non-cash interest expense arising from the accretion of interest expense on the long-term debt.

 

(J)            Represents weighted average common shares outstanding used to compute our basic and diluted net loss per share as disclosed in our Form 10-K for the twelve months ended June 30, 2011, adjusted to reflect the acquisition of TomoTherapy as if it occurred on July 1, 2010.

 

8



 

Pro forma financial tables

 

Tables below represent our pro forma results for the three and twelve months ended June 30, 2011 based on the combined total of the financial results previously reported or recorded by Accuray and TomoTherapy as separate companies, excluding expenses related to the acquisition incurred during this period.

 

 

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Revenue

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Products

 

$

43,022

 

$

24,476

 

$

5,648

(A)

$

73,146

 

$

133,793

 

$

134,035

 

$

5,648

(A)

$

273,476

 

Services

 

19,552

 

18,240

 

(2,706

)(B)

35,086

 

74,385

 

61,507

 

(2,706

)(B)

133,186

 

Other

 

1,547

 

 

 

1,547

 

3,004

 

 

 

3,004

 

Total

 

$

64,121

 

$

42,716

 

$

2,942

 

$

109,779

 

$

211,182

 

$

195,542

 

$

2,942

 

$

409,666

 

 


(A)      As of the close of the acquisition, TomoTherapy’s deferred product revenue related to products shipped but not yet installed was written down to the fair value of goods and services remaining to be delivered. As a result, product revenue recorded by Accuray for the sale of TomoTherapy products was $5.7 million lower than product revenue that would have been recorded by TomoTherapy if the acquisition had not occurred.

 

(B)         As of the close of the acquisition, TomoTherapy’s deferred service revenue was written up to fair value. As a result, deferred service revenue earned by Accuray was $2.7 million higher than the amount that would have been recognized by TomoTherapy if the acquisition had not occurred.

 

 

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Cost of Revenue

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Products

 

$

15,645

 

$

13,983

 

$

122

(C)

$

29,750

 

$

50,597

 

$

67,644

 

$

122

(C)

$

118,363

 

Services

 

13,943

 

23,551

 

(1,602

)(D)

35,892

 

49,275

 

88,032

 

(1,602

)(D)

135,705

 

Other

 

1,539

 

 

 

 

1,539

 

3,300

 

 

 

3,300

 

Total

 

$

31,127

 

$

37,534

 

$

(1,480

)

$

67,181

 

$

103,172

 

$

155,676

 

$

(1,480

)

$

257,368

 

 


(C)         Products cost of revenue included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2011, respectively: $1.0 million due to the write down of finished goods and work-in-process inventory on hand at the time of the acquisition from cost basis to fair value, offset by $0.9 million for amortization of intangible assets created by the acquisition.

 

(D)        Services cost of revenue included the following charges and reductions to expenses arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2011: $1.8 million charge due to the write up of service related inventory on hand at the time of the acquisition from cost basis to fair value, $(0.4) million reduction in expenses due to the roll out of fair value increases in warranty and loss contracts reserves for the periods of service consumed, less than $0.1 million charges for property, plant and equipment revaluation, $0.2 million charges due to employee severance, integration and retention expenses.

 

 

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Gross Profit

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Products

 

$

27,377

 

$

10,493

 

$

5,526

 

$

43,396

 

$

83,196

 

$

66,391

 

$

5,526

 

$

155,113

 

Services

 

5,609

 

(5,311

)

(1,104

)

(806

)

25,110

 

(26,525

)

(1,104

)

(2,519

)

Other

 

8

 

 

 

8

 

(296

)

 

 

(296

)

Total

 

$

32,994

 

$

5,182

 

$

4,422

 

$

42,598

 

$

108,010

 

$

39,866

 

$

4,422

 

$

152,298

 

 

 

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Gross Profit Margin

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Products

 

63.6

%

42.9

%

97.8

%

59.3

%

62.2

%

49.5

%

97.8

%

56.7

%

Services

 

28.7

%

(29.1

)%

40.8

%

(2.3

)%

33.8

%

(43.1

)%

40.8

%

(1.9

)%

Other

 

0.5

%

0.0

%

0.0

%

0.5

%

(9.9

)%

0.0

%

0.0

%

(9.9

)%

Total

 

51.5

%

12.1

%

150.3

%

38.8

%

51.1

%

20.4

%

150.3

%

37.2

%

 

9



 

 

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Operating Expenses

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Selling and Marketing

 

$

11,288

 

$

8,599

 

$

(2,382

)(E)

$

17,505

 

$

35,162

 

$

29,650

 

$

(2,587

)(E)

62,225

 

Research and Development

 

11,018

 

9,012

 

(1,221

)(F)

18,809

 

37,669

 

33,483

 

(1,221

)(F)

69,931

 

General and Administrative

 

15,156

 

23,156

 

(21,763

)(G)

16,549

 

42,617

 

45,984

 

(26,699

)(G)

61,902

 

Total

 

$

37,462

 

$

40,767

 

$

(25,366

)

$

52,863

 

$

115,448

 

$

109,117

 

$

(30,507

)

$

194,058

 

 


(E)         Selling and marketing included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $2.4 million and $2.6 million primarily due to preparation for integration of work forces and operations.

 

(F)          Research and development included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $1.2 million and $1.2 million due to preparation for integration of work forces and operations.

 

(G)        General and administration included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $21.7 million and $26.7 million due to preparation for integration of work forces and operations; $0.1 million and $0.1 million charge for property, plant and equipment revaluation.

 

Net Loss Attributable to

 

Three months ended June 30, 2011

 

Year ended June 30, 2011

 

Stockholders

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Accuray

 

Tomo

 

Adjustments

 

Combined

 

Loss From Operations

 

$

(4,468

)

$

(35,585

)

$

29,788

 

$

(10,265

)

$

(7,438

)

$

(69,251

)

$

34,929

 

$

(41,760

)

Other Income (Expense)

 

27

 

237

 

 

264

 

2,341

 

3,951

 

 

6,292

 

Provision For (Benefit from) Income Taxes

 

(35

)

105

 

 

70

 

1,011

 

1,034

 

 

2,045

 

Noncontrolling Interest

 

 

(1,574

)

 

(1,574

)

 

(6,967

)

 

(6,967

)

Net Loss Attributable to Stockholders

 

$

(4,406

)

$

(33,879

)

$

29,788

 

$

(8,497

)

$

(6,108

)

$

(59,367

)

$

34,929

 

$

(30,546

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Loss Per Share - Basic and Diluted

 

$

(0.07

)

 

 

 

 

$

(0.12

)

$

(0.10

)

 

 

 

 

$

(0.44

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average Common Shares outstanding - Basic and Diluted

 

62,451

 

 

 

 

 

71,564

(H)

60,085

 

 

 

 

 

69,198

(H)

 


(H)        Represents weighted average common shares outstanding used to compute our basic and diluted net loss per share as disclosed in our Form 10-K for the twelve months ended June 30, 2011, adjusted to reflect the acquisition of TomoTherapy as if it occurred on July 1, 2010.

 

# # #

 

10