TransEnterix, Inc. Reports Operating and Financial Results for the Third Quarter 2018

November 08, 2018

RESEARCH TRIANGLE PARK, N.C.–(BUSINESS WIRE)–TransEnterix, Inc. (NYSE American:TRXC), a medical device company that is digitizing the interface between the surgeon and the patient to improve minimally invasive surgery, today announced its operating and financial results for the third quarter 2018.

Recent Highlights

  • Total revenue of $5.4 million, including the sale of four Senhance™ Systems in the third quarter
  • Acquired the technology assets and IP of MST Medical Surgery Technologies
  • Received FDA 510(k) clearance for 3mm diameter instruments
  • Received CE Mark approval for Senhance™ Ultrasonic Instrument System

“We are proud of the progress we made during the third quarter, as we continued to drive adoption of the Senhance System by executing on our sales and marketing strategy and continuing to develop the capabilities of the Senhance System to deliver on our vision of digital laparoscopy,” said Todd M. Pope, President and CEO at TransEnterix. “We are focused on driving the global adoption of the Senhance System by increasing the applicability of the system for a wider range of surgeons, patients and geographies.”

Commercial and Clinical Update

In the quarter ended September 30, 2018, the Company sold four Senhance Systems, with one sold in the U.S. and three in the EMEA (Europe, Middle East, and Africa) region.

On October 11, 2018, the Company received FDA 510(k) clearance for 3 millimeter diameter Senhance System instruments, as well as additional 5 millimeter Senhance System instruments. The clearance of the 3 millimeter diameter instruments will allow the Senhance System to be used for microlaparoscopic surgeries, enabling surgeons to operate through smaller incisions considered virtually scarless for patients, supporting the Company’s mission of advancing minimally invasive surgical capabilities within digital laparoscopy.

On October 1, 2018, the Company announced that it had received a CE Mark for its Senhance Ultrasonic Instrument System. As previously announced, the Company continues to expect to commercially launch the Ultrasonic Instrument System in CE Mark countries in the fourth quarter of 2018.

Acquisition Agreement with MST

On September 23, 2018, the Company announced that it had entered into an agreement to acquire substantially all of the assets of MST Medical Surgery Technologies Ltd. (“MST”), an Israel-based medical technology company. MST is a leader in the field of surgical technology, having developed a software-based image analytics platform powered by advanced visualization, scene recognition, artificial intelligence, machine learning and data analytics.

The addition of MST’s technology, IP portfolio, and R&D team will support and accelerate TransEnterix’s vision to leverage its Senhance Surgical System to deliver digital laparoscopy, thereby increasing control in the surgical environment and reducing surgical variability. In addition, the acquisition will provide immediate access to an established R&D center in Israel with a core team of experienced engineers. The closing of the MST transaction occurred on October 31, 2018

Third Quarter Financial Highlights

For the three months ended September 30, 2018, the Company reported revenue of $5.4 million as compared to revenue of $183 thousand in the three months ended September 30, 2017. Revenue in the third quarter of 2018 included $4.3 million in system sales, $867 thousand in instruments and accessories, and $237 thousand in services.

For the three months ended September 30, 2018, total net operating expenses were $13.1 million, as compared to $14.9 million in the three months ended September 30, 2017.

For the three months ended September 30, 2018, net loss was $20.2 million, or $0.10 per share, as compared to a net loss of $38.5 million, or $0.26 per share, in the three months ended September 30, 2017.

For the three months ended September 30, 2018, adjusted net loss was $12.7 million, or $0.06 per share, as compared to an adjusted net loss of $13.0 million, or $0.09 per share in the three months ended September 30, 2017, after adjusting for the following non-cash charges: change in fair value of warrant liabilities, reversal of transfer fee accrual, amortization of intangible assets, change in fair value of contingent consideration, acquisition-related costs and SurgiBot sale gain/loss.

The Company had cash and short term investments of approximately $81.4 million as of September 30, 2018. On October 23, 2018, Hercules Capital, Inc. funded the second tranche of $10,000,000 under the Hercules loan agreement. The Company continues to believe that it has sufficient cash and additional debt proceeds under the current agreement to fund the business through 2020.

Conference Call

TransEnterix, Inc. will host a conference call on Thursday, November 8, 2018 at 4:30 PM ET to discuss its third quarter 2018 operating and financial results. To listen to the conference call on your telephone, please dial (844) 804-5261 for domestic callers or (612) 979-9885 for international callers and reference conference ID 9991627 approximately ten minutes prior to the start time. To access the live audio webcast or archived recording, use the following link http://ir.transenterix.com/events.cfm. The replay will be available on the Company’s website.

About TransEnterix

TransEnterix is a medical device company that is digitizing the interface between the surgeon and the patient to improve minimally invasive surgery by addressing the clinical and economic challenges associated with current laparoscopic and robotic options in today’s value-based healthcare environment. The Company is focused on the commercialization of the Senhance™ Surgical System, which digitizes laparoscopic minimally invasive surgery. The system allows for robotic precision, haptic feedback, surgeon camera control via eye sensing and improved ergonomics while offering responsible economics. The Senhance Surgical System is available for sale in the US, the EU and select other countries. For more information, visit www.transenterix.com.

Non-GAAP Measures

The adjusted net loss and adjusted net loss per share presented in this press release are non-GAAP measures. The adjustments relate to the change in fair value of warrant liabilities, reversal of transfer fee accrual, amortization of intangible assets, change in fair value of contingent consideration, acquisition-related costs, loss on extinguishment of debt and SurgiBot sale gain/loss. These financial measures are presented on a basis other than in accordance with U.S. generally accepted accounting principles (“Non-GAAP Measures”). In the tables that follow under “Reconciliation of Non-GAAP Measures,” we present adjusted net loss and adjusted net loss per share, reconciled to their comparable GAAP measures. These items are adjusted because they are not operational or because these charges are non-cash or non-recurring and management believes these adjustments are meaningful to understanding the Company’s performance during the periods presented. These Non-GAAP Measures should be considered a supplement to, not a substitute for, or superior to, the corresponding financial measures calculated in accordance with GAAP.

Forward-Looking Statements

This press release includes statements relating to the 2018 third quarter results and plans for 2018 and beyond. These statements and other statements regarding our future plans and goals constitute “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties that are often difficult to predict, are beyond our control and which may cause results to differ materially from expectations and include whether we are driving global adoption of Senhance by increasing the applicability of the system for a wide range of surgeons, patients and geographies, whether we will commercially launch the Ultrasonic Instrument System in CE Mark countries in the fourth quarter of 2018, whether the acquisition of MST’s technology, IP portfolio and R&D team will support and accelerate TransEnterix’s vision to leverage its Senhance Surgical System to deliver digital laparoscopy, and whether the Company has sufficient cash and additional debt proceeds under the current agreement to fund the business through 2020. For a discussion of the risks and uncertainties associated with TransEnterix’s business, please review our filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC on March 8, 2018 and our other filings we make with the SEC. You are cautioned not to place undue reliance on these forward looking statements, which are based on our expectations as of the date of this press release and speak only as of the origination date of this press release. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

TransEnterix, Inc.
Consolidated Statements of Operations and Comprehensive Loss
(in thousands except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
2018 2017 2018 2017
Revenue $ 5,422 $ 183 $ 16,578 $ 3,713
Cost of revenue 4,249 921 10,536 3,227
Gross profit (loss) 1,173 (738 ) 6,042 486
Operating Expenses (Income)
Research and development 4,838 4,889 15,384 16,814
Sales and marketing 5,819 4,528 17,835 12,000
General and administrative 3,686 2,920 9,989 8,688
Amortization of intangible assets 2,674 1,821 8,244 5,144
Change in fair value of contingent consideration (1,358 ) 773 81 1,226
Issuance costs for warrants 627
Acquisition related costs 345 345
Gain from sale of SurgiBot assets, net 44 (11,915 )
Reversal of transfer fee accrual (2,994 ) (2,994 )
Total Operating Expenses (Income) 13,054 14,931 36,969 44,499
Operating Loss (11,881 ) (15,669 ) (30,927 ) (44,013 )
Other (Expense) Income
Change in fair value of warrant liabilities (8,760 ) (22,887 ) (24,438 ) (25,213 )
Interest income 391 62 982 124
Interest expense (685 ) (563 ) (3,398 ) (1,581 )
Other expense (52 ) (194 ) (109 ) (294 )
Total Other (Expense) Income, net (9,106 ) (23,582 ) (26,963 ) (26,964 )
Loss before income taxes $ (20,987 ) $ (39,251 ) $ (57,890 ) $ (70,977 )
Income tax benefit 781 738 2,554 2,337
Net loss $ (20,206 ) $ (38,513 ) $ (55,336 ) $ (68,640 )
Other comprehensive loss
Foreign currency translation (loss) gain (561 ) 2,952 (2,651 ) 9,515
Comprehensive loss $ (20,767 ) $ (35,561 ) $ (57,987 ) $ (59,125 )
Net loss per share – basic and diluted $ (0.10 ) $ (0.26 ) $ (0.27 ) $ (0.51 )
Weighted average common shares outstanding – basic and diluted 209,088 149,516 204,531 134,622
TransEnterix, Inc.
Consolidated Balance Sheets
(in thousands, except share amounts)
September 30, December 31,
2018 2017
(unaudited)
Assets
Current Assets
Cash and cash equivalents $ 41,748 $ 91,217
Short-term investments 39,670
Accounts receivable, net 5,669 1,536
Inventories 10,242 10,817
Interest receivable 51 80
Other current assets 9,039 9,344
Total Current Assets 106,419 112,994
Restricted cash 663 6,389
Property and equipment, net 6,659 6,670
Intellectual property, net 42,925 52,638
Goodwill 70,669 71,368
Other long term assets 224 192
Total Assets $ 227,559 $ 250,251
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable $ 2,785 $ 3,771
Accrued expenses 7,432 10,974
Deferred revenue – current portion 1,270 1,088
Deferred gain from sale of SurgiBot assets 7,500
Contingent consideration – current portion 555 719
Notes payable – current portion, net of debt discount 4,788
Total Current Liabilities 12,042 28,840
Long Term Liabilities
Deferred revenue – less current portion 131
Contingent consideration – less current portion 11,549 11,699
Notes payable – less current portion, net of debt discount 19,106 8,385
Warrant liabilities 15,044 14,090
Net deferred tax liabilities 5,624 8,389
Total Liabilities 63,496 71,403
Commitments and Contingencies
Stockholders’ Equity
Common stock $0.001 par value, 750,000,000 shares authorized at

September 30, 2018 and December 31, 2017; 212,631,801 and

199,282,003 shares issued and outstanding at September 30, 2018 and

December 31, 2017, respectively

212 199
Additional paid-in capital 664,439 621,261
Accumulated deficit (502,965 ) (447,640 )
Accumulated other comprehensive income 2,377 5,028
Total Stockholders’ Equity 164,063 178,848
Total Liabilities and Stockholders’ Equity $ 227,559 $ 250,251
TransEnterix, Inc.
Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
Nine Months Ended
September 30,
2018 2017
Operating Activities
Net loss $ (55,336 ) $ (68,640 )
Adjustments to reconcile net loss to net cash and cash equivalents used in

operating activities:

Gain from sale of SurgiBot assets, net (11,915 )
Depreciation 1,876 1,816
Amortization of intangible assets 8,244 5,144
Amortization of debt discount and debt issuance costs 575 212
Amortization of held to maturity investment discount (51)
Stock-based compensation 6,694 5,321
Non-employee warrant awards 571
Deferred tax benefit (2,572 ) (2,320 )
Loss on extinguishment of debt 1,400 308
Change in fair value of warrant liabilities 24,438 25,213
Change in fair value of contingent consideration 81 1,226
Reversal of transfer fee accrual (2,994 )
Changes in operating assets and liabilities:
Accounts receivable (4,262 ) 886
Interest receivable 28 79
Inventories (1,276 ) (3,519 )
Other current and long term assets 27 (2,454 )
Accounts payable (903 ) (1,599 )
Accrued expenses (56 ) 207
Deferred revenue 361
Net cash and cash equivalents used in operating activities (35,641 ) (37,549 )
Investing Activities
Purchase of short-term investments (39,619 )
Proceeds related to sale of SurgiBot assets, net 4,496
Purchase of property and equipment (490 ) (1,488 )
Purchase of intellectual property (418 )
Proceeds from sale of property and equipment 32
Net cash and cash equivalents used in investing activities (35,581 ) (1,906 )
Financing Activities
Payment of notes payable (15,305 ) (13,343 )
Proceeds from issuance of debt and warrants, net of issuance costs 18,828 12,956
Payment of contingent consideration (395 ) (395 )
Proceeds from issuance of common stock and warrants, net of issuance costs 279 31,546
Taxes paid related to net share settlement of vesting of restricted stock units (1,662 ) (168 )
Proceeds from issuance of common stock related to sale of SurgiBot assets 3,000
Proceeds from exercise of stock options and warrants 11,396 5,449
Net cash and cash equivalents provided by financing activities 16,141 36,045
Effect of exchange rate changes on cash and cash equivalents (114 ) (311 )
Net decrease in cash, cash equivalents and restricted cash (55,195 ) (3,721 )
Cash, cash equivalents and restricted cash, beginning of period 97,606 34,590
Cash, cash equivalents and restricted cash, end of period $ 42,411 $ 30,869
Supplemental Disclosure for Cash Flow Information
Interest paid $ 1,135 $ 597
Supplemental Schedule of Noncash Investing and Financing Activities
Transfer of inventories to property and equipment $ 2,160 $
Transfer of property and equipment to inventories $ 648 $
Issuance of common stock as contingent consideration $ $ 5,227
Relative fair value of warrants issued with debt $ $ 300
Reclass of warrant liability to common stock and additional paid-in capital $ 23,484 $ 2,289
TransEnterix, Inc.
Reconciliation of Non-GAAP Measures
Adjusted Net Loss and Net Loss per Share
(in thousands except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
2018 2017 2018 2017
(Unaudited, U.S. Dollars, in thousands)
Net loss $ (20,206) $ (38,513) $ (55,336) $ (68,640)
Adjustments
Gain from sale of SurgiBot assets, net 44 (11,915)
Amortization of intangible assets 2,674 1,821 8,244 5,144
Change in fair value of contingent consideration (1,358) 773 81 1,226

Acquisition related costs

345 345

Reversal of transfer fee accrual

(2,994) (2,994)
Change in fair value of warrant liabilities 8,760 22,887 24,438 25,213
Loss on extinguishment of debt 1,400 308
Adjusted net loss $ (12,735) $ (13,032) $ (35,737) $ (36,749)
Three Months Ended Nine Months Ended
September 30, September 30,
(Unaudited, per diluted share) 2018 2017 2018 2017
Net loss per share $ (0.10) $ (0.26) $ (0.27) $ (0.51)
Adjustments
Gain from sale of SurgiBot assets 0.00 (0.06)
Amortization of intangible assets 0.01 0.01 0.04 0.04
Change in fair value of contingent consideration (0.01) 0.01 0.00 0.01

Acquisition related costs

0.00 0.00

Reversal of transfer fee accrual

(0.01) (0.01)
Change in fair value of warrant liabilities 0.05 0.15 0.12 0.19
Loss on extinguishment of debt 0.01 0.00
Adjusted net loss per share $ (0.06) $ (0.09) $ (0.17) $ (0.27)

The non-GAAP financial measures for the three and nine months ended September 30, 2018 and 2017 provide management with additional insight into its results of operations and are calculated using the following adjustments:

a) Gain from sale of SurgiBot assets relates to amounts received from Great Belief International Limited in excess of the carrying amount of the assets sold.

b) Intangible assets that are amortized consist of developed technology and purchased patent rights recorded at cost and amortized over 5 to 10 years.

c) Contingent consideration in connection with the acquisition of the Senhance System in 2015 is recorded as a liability and is the estimate of the fair value of potential milestone payments related to business acquisitions. Contingent consideration is measured at fair value using a discounted cash flow model utilizing significant unobservable inputs including the probability of achieving each of the potential milestones and an estimated discount rate associated with the risks of the expected cash flows attributable to the various milestones. Significant increases or decreases in any of the probabilities of success or changes in expected timelines for achievement of any of these milestones would result in a significantly higher or lower fair value of these milestones, respectively, and commensurate changes to the associated liability. The contingent consideration is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss.

d) Acquisition related costs were incurred in connection with the MST purchase agreement and consist of legal, accounting, and other costs.

e) In connection with the Senhance acquisition, the Company recorded an accrual in 2015 third quarter for potential assessment of additional transfer fees. In September 2018, the Company determined that the accrual was no longer required and reversed the accrual.

f) The Company’s Series B Warrants are measured at fair value using a simulation model which takes into account, as of the valuation date, factors including the current exercise price, the expected life of the warrant, the current price of the underlying stock, its expected volatility, holding cost and the risk-free interest rate for the term of the warrant. The warrant liability is revalued at each reporting period and changes in fair value are recognized in the consolidated statements of operations and comprehensive loss.

g) In May 2018, in connection with its entrance into the Hercules Loan Agreement, the Company repaid its existing loan and security agreement with Innovatus Life Sciences Lending Fund I, LP. The Company recognized a loss of $1.4 million on the extinguishment of notes payable which is included in interest expense on the consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2018. In May 2017, in connection with its entrance into the Innovatus Loan Agreement, the Company repaid its then-existing credit facility with Silicon Valley Bank and Oxford Finance LLC. The Company recognized a loss of $308,000 on the extinguishment of notes payable which is included in interest expense on the consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2017.

Contacts

For TransEnterix, Inc.
Investors:
Mark Klausner, +1 443-213-0501
invest@transenterix.com
or
Media:
Joanna Rice, +1 951-751-1858
joanna@greymattermarketing.com

InVivo Therapeutics Reports 2018 Third Quarter Financial Results and Provides Business Update

November 08, 2018

CAMBRIDGE, Mass.–(BUSINESS WIRE)–InVivo Therapeutics Holdings Corp. (NVIV) today provided a business update and reported financial results for the quarter ended September 30, 2018.

Richard Toselli, M.D., President and Chief Executive Officer of InVivo, commented, “In the third quarter, we continued to focus efforts on and advance toward our top priority of initiating patient enrollment in the INSPIRE 2.0 study. We are pleased to announce that we have received Western Institutional Review Board (WIRB) approval for several sites in the INSPIRE 2.0 study. We expect that WIRB approval will efficiently streamline the site initiation process for those sites that participate in the WIRB program. In the third quarter we also announced a joint research collaboration with Q Therapeutics, Inc., which aims to evaluate the preclinical safety and feasibility of the Neuro-Spinal Scaffold™ with stem cells. Looking forward, we anticipate the initiation of patient enrollment in the INSPIRE 2.0 study in the fourth quarter, as well as the continued exploration of adjacent synergistic technologies.”

Financial Results

Operating expenses in the three-month period ended September 30, 2018 were $2.1 million compared to $6.3 million for the three-month period ended September 30, 2017. The Company’s operating expenses for the nine-month period ended September 30, 2018 were $9.8 million, versus $19.9 million for the nine-month period ended September 30, 2017. The Company anticipates that it will continue to maintain its current cash burn rate of less than $1 million per month, including expenses related to the Inspire 2.0 Study, in the coming quarters.

For the three-month period ended September 30, 2018, the Company reported a net loss of $3.2 million, or $0.42 per diluted share, compared to a net loss of $9.4 million, or $6.99 per diluted share, for the three-month period ended September 30, 2017. For the nine-month period ended September 30, 2018, the company reported a net loss of $20.9 million, or $5.81 per diluted share, compared to a net loss of $22.1 million, or $16.98 per diluted share, for the nine-month period ended September 30, 2017.

The Company ended the quarter with $19.7 million of cash and cash equivalents.

About InVivo Therapeutics

InVivo Therapeutics Holdings Corp. is a research and clinical-stage biomaterials and biotechnology company with a focus on treatment of spinal cord injuries. The Company was founded in 2005 with proprietary technology co-invented by Robert Langer, Sc.D., Professor at Massachusetts Institute of Technology, and Joseph P. Vacanti, M.D., who then was at Boston Children’s Hospital and is who now affiliated with Massachusetts General Hospital. In January 2018, the company announced updated clinical evidence, including improvements in patients with acute spinal cord injury (SCI), from its INSPIRE Study of the Neuro-Spinal Scaffold™. The publicly traded Company is headquartered in Cambridge, MA. For more details, visit www.invivotherapeutics.com.

Safe Harbor Statement

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements within the meaning of the federal securities laws. These statements can be identified by words such as “believe,” “anticipate,” “intend,” “estimate,” “will,” “may,” “should,” “expect” and similar expressions, and include statements regarding the commencement of enrollment in the INSPIRE 2.0 Study, the impact of the WIRB approval on site initiation process, the impact of cost-control measures and the ability of the Company to maintain its cash burn rate and the ability of the Company to continue clinical investigation of the Company’s Neuro-Spinal Scaffold. Any forward-looking statements contained herein are based on current expectations, and are subject to a number of risks and uncertainties. Factors that could cause actual future results to differ materially from current expectations include, but are not limited to, risks and uncertainties relating to: the need to raise additional capital, to successfully decrease costs and spend and to successfully open clinical sites for enrollment and to enroll additional patients if such study is initiated; the timing of the Institutional Review Board process; the company’s ability to obtain FDA approval to commercialize its products; the Company’s ability to develop, market and sell products based on its technology; the expected benefits and efficacy of the Company’s products and technology in connection with spinal cord injuries; the availability of substantial additional funding for the Company to continue its operations and to conduct research and development, clinical studies and future product commercialization; and other risks associated with the Company’s business, research, product development, regulatory approval, marketing and distribution plans and strategies identified and described in more detail in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2018 and its other filings with the SEC, including the Company’s quarterly reports on Form 10-Q and current reports on Form 8-K. The Company does not undertake to update these forward-looking statements.

InVivo Therapeutics Holdings Corp.
Consolidated Balance Sheets
Unaudited
(In thousands, except share and per share data)
As of

ASSETS:

September 30,

2018

December 31,

2017

Current assets:
Cash and cash equivalents 19,707 12,910
Restricted cash 4 361
Prepaid expenses and other current assets 637 535
Total current assets 20,348 13,806
Property, equipment and leasehold improvements, net 112 157
Restricted cash 90
Other assets 926 82
Total assets 21,476 14,045
LIABILITIES AND STOCKHOLDERS’ EQUITY :
Current liabilities:
Accounts payable

1,279

988

Loan payable, current portion

216

452

Derivative warrant liability

4

Deferred rent, current portion

30

Accrued expenses

1,443

1,638

Total current liabilities

2,938

3,112

Loan payable, net of current portion

400

Deferred rent, net of current portion

367

Other liabilities

56

56

Total liabilities

2,994

3,935

Stockholders’ equity :

Common stock, $0.00001 par value, authorized 25,000,000 shares; 8,506,946 issued and
outstanding shares at September 30, 2018; 1,370,992 issued and outstanding
shares at December 31, 2017

1

1

Additional paid-in capital

223,286

194,016

Accumulated deficit

(204,805

)

(183,907

)

Total stockholders’ equity

18,482

10,110

Total liabilities and stockholders’ equity

21,476

14,045

InVivo Therapeutics Holdings Corp.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)

Three Months Ended
September 30,

Nine Months Ended
September 30,

2018 2017 2018 2017
Operating expenses:
Research and development 928 2,928

3,352

9,522
General and administrative 1,185 3,388 6,405 10,389
Total operating expenses 2,113 6,316 9,757 19,911
Operating loss (2,113 ) (6,316 ) (9,757 ) (19,911 )
Other income (expense):
Interest income / (expense), net 71 25 122 94
Other income / (expense), net 834 902
Derivatives gain (loss) (1,967 ) (3,059 ) (12,165 ) (2,264 )
Other income (expense), net (1,062 ) (3,034 ) (11,141 ) (2,170 )
Net loss (3,175 ) (9,350 ) (20,898 ) (22,081 )
Net loss per share, basic and diluted (0.42 ) (6.99 ) (5.81 ) (16.98 )
Weighted average number of
common shares outstanding, basic and diluted 7,562,807 1,337,800 3,597,460 1,300,648

 

(Reflects 1-for-25 reverse stock split effective April 16, 2018)

Contacts

InVivo Therapeutics
Heather Hamel, 617-863-5530
Investor Relations
Investor-relations@invivotherapeutics.com

Vericel Reports Record Third Quarter Revenues of $22.5 Million and Raises Full Year 2018 Revenue Guidance

CAMBRIDGE, Mass., Nov. 06, 2018 (GLOBE NEWSWIRE) — Vericel Corporation (NASDAQ:VCEL), a leader in advanced cell therapies for the sports medicine and severe burn care markets, today reported financial results and business highlights for the third quarter ended September 30, 2018 and raised its full year 2018 revenue guidance.

Third Quarter 2018 Financial Highlights

  • Total net revenues increased 58% to $22.5 million compared to $14.3 million in the third quarter of 2017;
  • Gross margins of 64% compared to gross margins of 50% in the third quarter of 2017;
  • Net loss of $1.1 million, or $0.02 loss per share, compared to net loss of $5.4 million, or $0.16 per share, in the third quarter of 2017;
  • Non-GAAP adjusted EBITDA of $0.9 million compared to a loss of $2.9 million in the third quarter of 2017;
  • As of September 30, 2018, the company had $97.8 million in cash and short-term investments compared to $26.9 million in cash at December 31, 2017; and
  • Full year 2018 revenue guidance raised to $87 to $90 million compared to previous full year revenue guidance of $80 to $83 million.

Recent Business Highlights
During and since the third quarter of 2018, the company:

  • Reported record third quarter revenues, marking the sixth consecutive quarter with record revenues for the reported quarter;
  • Announced plans to increase the MACI® sales force by 20%, adding a sixth sales region and increasing from 40 to 48 representatives in 2019;
  • Expanded MACI manufacturing capacity to meet increased MACI demand;
  • Appointed Dr. Jonathan Hopper as Chief Medical Officer; and
  • Announced acceptance of four abstract podium presentations for Epicel® at the upcoming Annual North American Burn Society Conference in January 2019.

“We achieved record third quarter revenues and our consistently strong revenue growth has generated significant improvements in gross margins, profitability and cash flow,” said Nick Colangelo, president and CEO of Vericel.  “Based on the strength of our performance year to date and the continued momentum in MACI uptake, we have raised our full year 2018 revenue guidance and plan to further expand the MACI sales force to meet an expanded addressable market.”

Third Quarter 2018 Results
Total net revenues for the quarter ended September 30, 2018 were $22.5 million, which included $16.4 million of MACI®(autologous cultured chondrocytes on porcine collagen membrane) net revenue and $6.0 million of Epicel® (cultured epidermal autografts) net revenue, compared to $9.9 million of MACI net revenue and $4.4 million of Epicel net revenue, respectively, in the third quarter of 2017.

Gross profit for the quarter ended September 30, 2018 was $14.3 million, or 64% of net revenues, compared to $7.1 million, or 50% of net revenues, for the third quarter of 2017.

Total operating expenses for the quarter ended September 30, 2018 were $15.7 million compared to $11.1 million for the same period in 2017.  The increase in operating expenses was primarily due to $1.2 million in service fees paid to MACI pharmacy distributors, a $1.0 million increase in MACI sales force expenses as a result of the MACI sales force expansion, a $1.0 million increase in reimbursement support services as a result of increased MACI demand, and a $1.0 million increase in stock-based compensation expenses.

Loss from operations for the quarter ended September 30, 2018 was $1.3 million, compared to a loss of $4.0 million for the third quarter of 2017.  Material non-cash items impacting the operating loss for the quarter included $1.9 million of stock-based compensation expense and $0.3 million in depreciation expense, compared to $0.8 million of stock-based compensation expense and $0.4 million in depreciation expense in the third quarter of 2017.

Other income for the quarter ended September 30, 2018 was $0.3 million compared to other expense of $1.4 million for the third quarter of 2017.  The increase in other income is primarily due to income recognized upon the expiration of unexercised warrants in the current quarter compared to an expense for the change in the fair value of warrants in the third quarter of 2017.

Non-GAAP adjusted EBITDA was $0.9 million for the quarter ended September 30, 2018 compared to a loss of $2.9 million in the third quarter of 2017.  See table reconciling non-GAAP measures for more details.

Vericel’s net loss for the quarter ended September 30, 2018 was $1.1 million, or $0.02 per share, compared to a net loss of $5.4 million, or $0.16 per share, for the third quarter of 2017.

As of September 30, 2018, the company had $97.8 million in cash and short-term investments compared to $26.9 million in cash at December 31, 2017.

Full Year 2018 Financial Guidance
The company now expects total net product revenues for the full year 2018 to be in the range of $87 to $90 million, compared to the previous full year revenue guidance of $80 to $83 million.

Conference Call Information
Today’s conference call will be available live at 8:30am Eastern time in the Investor Relations section of the Vericel website at http://investors.vcel.com/events-presentations.  Please access the site at least 15 minutes prior to the scheduled start time in order to download the required audio software if necessary.  To participate in the live call by telephone, please call (877) 312-5881 and reference Vericel Corporation’s third-quarter 2018 investor conference call. If calling from outside the U.S., please use the international phone number (253) 237-1173.

If you are unable to participate in the live call, the webcast will be available at http://investors.vcel.com/events-presentations until November 6, 2019.  A replay of the call will also be available until 11:30am (EDT) on November 11, 2018 by calling (855) 859-2056, or from outside the U.S. (404) 537-3406. The conference ID is 9585868.

About Vericel Corporation
Vericel is a leader in advanced cell therapies for the sports medicine and severe burn care markets.  The company markets two cell therapy products in the United States.  MACI (autologous cultured chondrocytes on porcine collagen membrane) is an autologous cellularized scaffold product indicated for the repair of symptomatic, single or multiple full-thickness cartilage defects of the knee with or without bone involvement in adults.  Epicel (cultured epidermal autografts) is a permanent skin replacement for the treatment of patients with deep dermal or full thickness burns greater than or equal to 30% of total body surface area.  For more information, please visit the company’s website at www.vcel.com.

GAAP v. Non‑GAAP Measures
Vericel’s reported earnings are prepared in accordance with generally accepted accounting principles in the United States, or GAAP, and represent earnings as reported to the Securities and Exchange Commission.  Vericel has provided in this release financial information that has not been prepared in accordance with GAAP.  Vericel’s management believes that the non-GAAP adjusted EBITDA described in the release, or non-GAAP EBITDA adjusted for specific items that are generally not indicative of our core operations, provides additional information that is useful to investors in understanding Vericel’s underlying performance, business and performance trends, and helps facilitate period to period comparisons and comparisons of its financial measures with other companies in Vericel’s industry.  However, non-GAAP financial measures that Vericel uses may differ from measures that other companies may use.  Non-GAAP financial measures are not required to be uniformly applied, are not audited and should not be considered in isolation or as substitutes for results prepared in accordance with GAAP.

Epicel® and MACI® are registered trademarks of Vericel Corporation. © 2018 Vericel Corporation. All rights reserved.

This document contains forward-looking statements, including, without limitation, all of the statements in the last bullet under the section captioned “Third Quarter 2018 Financial Highlights” and in “Full Year 2018 Financial Guidance” and statements concerning anticipated progress, objectives and expectations regarding the commercial potential of our products and growth in revenues, and objectives and expectations regarding our company described herein, all of which involve certain risks and uncertainties. These statements are often, but are not always, made through the use of words or phrases such as “anticipates,” “intends,” “estimates,” “plans,” “expects,” “we believe,” “we intend,” “guidance,” ”outlook,” “future,” and similar words or phrases, or future or conditional verbs such as “will,” “would,” “should,” “potential,” “could,” “may,” or similar expressions. Actual results may differ significantly from the expectations contained in the forward-looking statements. Among the factors that may result in differences are the inherent uncertainties associated with our expectations regarding 2018 revenues, our ability to achieve or sustain profitability, our need to generate significant sales to become profitable, potential fluctuations in sales volumes and our results of operations over the course of the year, competitive developments, estimating the commercial growth potential of our products and product candidates, growth in revenues and improvements in gross margins, profitability and cash flow, market demand for our products, our ability to secure consistent reimbursement for our products, changes in third party coverage and reimbursement, any disruption or delays in operations at our facilities, our dependence on a limited number of third party suppliers, our ability to maintain and expand our network of direct sales employees, and our ability to supply or meet customer demand for our products. These and other significant factors are discussed in greater detail in Vericel’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the Securities and Exchange Commission (“SEC”) on March 5, 2018, Quarterly Reports on Form 10-Q and other filings with the SEC. These forward-looking statements reflect management’s current views and Vericel does not undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date of this release except as required by law. 

Global Media Contacts:
David Schull
Russo Partners LLC
David.schull@russopartnersllc.com
+1 212-845-4271 (office)
+1 858-717-2310 (mobile)

Karen Chase
Russo Partners LLC
Karen.chase@russopartnersllc.com
+1 646-942-5627 (office)
+1 917-547-0434 (mobile)

Investor Contacts:
Chad Rubin
Solebury Trout
crubin@troutgroup.com
+1 (646) 378-2947

Lee Stern
Solebury Trout
lstern@troutgroup.com
+1 (646) 378-2922

VERICEL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, amounts in thousands)

September 30, December 31,
2018 2017
ASSETS
Current assets:
Cash and cash equivalents $ 53,289 $ 26,862
Short term investments 44,462
Accounts receivable (net of allowance for doubtful accounts of $286 and $249, respectively) 15,528 18,270
Inventory 3,638 3,793
Other current assets 2,339 1,581
Total current assets 119,256 50,506
Property and equipment, net 5,207 4,071
Total assets $ 124,463 $ 54,577
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 4,580 $ 5,552
Accrued expenses 5,592 5,573
Deferred rent 534 350
Current portion of term loan credit agreement (net of deferred costs of $69 and $67, respectively) 4,097 420
Warrant liabilities 1,014
Other 189 181
Total current liabilities 14,992 13,090
Revolving and term loan credit agreement (net of deferred costs of $150 and $196, respectively) 13,183 16,888
Deferred rent 1,813 2,059
Total liabilities 29,988 32,037
COMMITMENTS AND CONTINGENCIES
Shareholders’ equity:
Common stock, no par value; shares authorized — 75,000; shares issued and outstanding — 43,170 and 35,861, respectively 468,447 383,020
Other comprehensive loss (18 )
Warrants 302 397
Accumulated deficit (374,256 ) (360,877 )
Total shareholders’ equity 94,475 22,540
Total liabilities and shareholders’ equity $ 124,463 $ 54,577

 

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Alphatec Reports Third Quarter 2018 Financial and Corporate Highlights

CARLSBAD, Calif., Nov. 08, 2018 (GLOBE NEWSWIRE) — Alphatec Holdings, Inc. (“ATEC,” or the “Company”) (Nasdaq: ATEC), a provider of innovative spine surgery solutions with a mission to improve patient lives through the relentless pursuit of superior outcomes, today reported financial results for the third quarter ended September 30, 2018 and corporate highlights.

Third Quarter 2018 Financial Highlights

  • Total net revenue of $23.0 million; U.S. commercial revenue of $21.0 million, up 3% compared to the second quarter of 2018
  • U.S. commercial gross margin of 70.1%
  • Cash and cash equivalents of $35.1 million at September 30, 2018
  • Operating cash burn (excluding debt service and transaction-related costs) of $6.4 million

Organizational, Commercial and Product Highlights

  • Completed a $35 million debt financing and retired the Company’s $29.2 million term loan with Globus Medical, Inc., which will reduce debt service costs by approximately $27 million over the next three years
  • Obtained 510(k) clearance for the OsseoScrew® System, the first-of-its-kind, expandable pedicle screw system, intended to restore the integrity of the spinal column in patients with advanced stage tumors involving the thoracic and lumbar spine
  • Continued transition of the sales organization and increased contribution from dedicated agents to 63% of U.S. commercial revenue
  • Made three key additions to the ATEC leadership team: Mark Ojeda, Executive Vice President of Cervical & Biologics, and Darrell Wilson and Mason Zabel, Territory Development Managers for the Central United States, who collectively bring decades of spine industry success to ATEC

“I am exceptionally proud of our accomplishments in the third quarter,” said Pat Miles, Chairman and Chief Executive Officer of ATEC. “We achieved another quarter of sequential growth in U.S. commercial revenue, in what is traditionally a seasonally challenging quarter for spine. We also experienced year-over-year revenue growth in our U.S. commercial business for the first time since we began the process of reducing non-strategic distributor relationships in early 2017. We are building a motivated and focused sales force while bringing clinical distinction to our portfolio in order to accelerate new surgeon adoption. The surgeons and sales representatives who now are partnering with us recognize that change is coming and believe wholeheartedly in the ability of this team to bring profound innovation to a market that needs it.”

Comparison of Financial Results for the Third Quarter 2018 to Second Quarter 2018

The following table compares key third quarter 2018 results to second quarter 2018 results.

Three Months Ended Change
September 30, 2018   June 30, 2018 $   %
(unaudited) (unaudited)
U.S. commercial revenue $ 20,996 $ 20,409 $ 587 3 %
U.S. gross profit 14,709 14,178 531 4 %
U.S. gross margin 70.1 % 69.5 %
Operating Expenses
Research and development $ 3,157 $ 2,009 $ 1,148 57 %
Sales and marketing 10,956 10,673 283 3 %
General and administrative 7,914 7,815 99 1 %
Amortization of intangible assets 187 187 0 %
Transaction-related expenses 66 (62 ) 128 (206 %)
Restructuring 167 193 (26 ) (13 %)
Total operating expenses $ 22,447 $ 20,815 $ 1,632 8 %
Operating loss $ (7,533 ) $ (6,545 ) $ (988 ) 15 %
Interest and other expense $ (1,754 ) $ (1,784 ) $ 30 (2 %)
Loss from continuing operations $ (9,313 ) $ (7,064 ) $ (2,249 ) 32 %
Non-GAAP Adjusted EBITDA $ (3,401 ) $ (3,577 ) $ 176 (5 %)

U.S. commercial revenue for the third quarter of 2018 was $21.0 million, compared to $20.4 million in the second quarter of 2018. Revenue growth generated by the expansion of the dedicated sales channel, coupled with new surgeon adoption, offset the revenue losses associated with the intentional reduction of non-strategic distributor relationships.

U.S. gross profit and gross margin for the third quarter of 2018 were $14.7 million and 70.1%, respectively, compared to $14.2 million and 69.5% for the second quarter of 2018. U.S. gross margin stabilized as the Company continued to reduce product costs and optimize its supply chain.

Total operating expenses for the third quarter of 2018 were $22.4 million, compared to $20.8 million in the second quarter of 2018. On a non-GAAP basis (excluding stock-based compensation, the SafeOp contingent consideration fair-value adjustment, restructuring charges, and transaction-related expenses), total operating expenses in the third quarter increased to $20.0 million, compared to $19.4 million in the second quarter of 2018. The increase in total operating expenses is primarily the result of growth-related investments into research and development and sales.

GAAP loss from continuing operations for the third quarter of 2018 was $9.3 million, compared to a loss of $7.1 million for the second quarter of 2018. The increased loss is primarily the result of higher operating expenses attributable to growth-related investments into research and development, the SafeOp contingent consideration fair-value adjustment, and an increase in stock-based compensation expense.

Non-GAAP Adjusted EBITDA for the third quarter of 2018 was $(3.4) million, compared to $(3.6) million in the second quarter of 2018. For more detailed information, please refer to the table, “Alphatec Holdings, Inc. Reconciliation of Non-GAAP Financial Measures,” that follows.

Current and long-term debt includes $29.2 million in term debt and $9.5 million outstanding under the Company’s revolving credit facility at September 30, 2018. This compares to $30.6 million in term debt and $8.2 million outstanding under the Company’s revolving credit facility at June 30, 2018.

Cash and cash equivalents were $35.1 million at September 30, 2018, compared to $44.9 million at June 30, 2018.

Comparison of Financial Results for the Three and Nine Months Ended September 30, 2018 and 2017

On a year-over-year basis, revenue has been impacted by the ongoing transition of the Company’s distribution channel to more dedicated, scalable partners and the discontinuation of non-strategic distributor relationships. The effectiveness of the dedicated sales channel, coupled with new surgeon adoption, is beginning to offset revenue losses associated with the transition. The year-over-year increase in operating expenses is attributable to litigation support costs, transaction-related expenses associated with the Company’s acquisition of SafeOp Surgical, Inc., and increased investment in product development initiatives as the Company expands its product pipeline. For additional information, please reference the financial statement tables that follow and the Company’s Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on or before November 9, 2018.

2018 Financial Outlook

With improved clarity into how the remainder of the year will progress, ATEC now expects total revenue for 2018 in the range of $92 to $95 million, compared to the Company’s previous revenue guidance of approximately $95 million. This guidance reflects anticipated fourth quarter domestic revenue growth of more than 10%, on both a sequential and year-over-year basis.

Refinanced Debt Facility

On November 6, 2018, ATEC closed $35 million in senior secured debt financing from Squadron Medical Finance Solutions, a provider of debt financing to growing companies in the orthopedic industry. Net proceeds of approximately $33.8 million, after estimated expenses, were used to retire the Company’s existing $29.2 million term debt. The remainder of the proceeds will be used for general corporate purposes.

The debt has a five-year maturity and bears interest at LIBOR plus 8% (currently 10.3%) per year. Interest-only payments are due monthly through May 2021, followed by $10 million in principal payable in 29 equal monthly installments beginning June 2021, and a $25 million lump-sum payment at maturity in November 2023.

This new term loan reduces the Company’s cost of debt capital by approximately 5% and extends amortization by an additional 30 months over the prior term loan. The new term loan decreases debt service cash requirements by nearly $27 million over the next three years, significantly enhancing the Company’s flexibility during a critical time for growth-related investments.

In connection with the financing, ATEC issued warrants to Squadron to purchase 845,000 shares of common stock at an exercise price of $3.15 per share. The warrants have a seven-year term and are exercisable immediately.

Investor Conference Call

ATEC will hold a conference call today at 1:30 p.m. PT / 4:30 p.m. ET to discuss its third quarter 2018 results. The dial-in numbers are (877) 556-5251 for domestic callers and (720) 545-0036 for international callers. The conference ID number is 8275528. A live webcast of the conference call will also be available online from the Investor Relations page of the Company’s corporate website at www.atecspine.com.

A replay of the webcast will remain available on the Company’s website until November 8, 2019. In addition, a telephonic replay of the call will be available until November 15, 2018. The replay dial-in numbers are (855) 859-2056 for domestic callers and (404) 537-3406 for international callers. Please use the replay conference ID number 8275528.

About Alphatec Holdings, Inc.

Alphatec Holdings, Inc., through its wholly owned subsidiaries, Alphatec Spine, Inc. and SafeOp Surgical, Inc., is a medical device company that designs, develops, and markets technology for the treatment of spinal disorders associated with disease and degeneration, congenital deformities, and trauma. The Company’s mission is to improve lives by providing innovative spine surgery solutions through the relentless pursuit of superior outcomes. The Company markets its products in the U.S. via independent sales agents and a direct sales force.

Additional information can be found at www.atecspine.com.

About Squadron Medical Finance Solutions, LLC, a division of Squadron Capital

Squadron Capital seeks to acquire and invest in operating companies located both in the US and abroad. The Company’s mission is long-term investment (multi-generational) and assistance to the portfolio companies’ leadership teams in the execution of their business plans. Squadron Medical Finance Solutions assists orthopedic OEMs in achieving their business objectives by offering financing of surgical instruments and implant sets, or by providing debt financing to support the broader capital requirements of growing companies.

Non-GAAP Financial Information

To supplement the Company’s financial statements presented in accordance with U.S. generally accepted accounting principles (GAAP), the Company reports certain non-GAAP financial measures such as Adjusted EBITDA. Adjusted EBITDA included in this press release is a non-GAAP financial measure that represents net income (loss), excluding the effects of interest, taxes, depreciation, amortization, stock-based compensation expenses, and other non-recurring income or expense items, such as sale of assets, settlement gains, impairments, restructuring expenses, severance expenses, fair market value adjustments, and transaction-related expenses. The Company believes that non-GAAP Adjusted EBITDA provides investors with an additional tool for evaluating the Company’s core performance, which management uses in its own evaluation of continuing operating performance, and a baseline for assessing the future earnings potential of the Company. For completeness, management uses non-GAAP Adjusted EBITDA in conjunction with GAAP earnings and earnings per common share measures. The Company’s Adjusted EBITDA measure may not provide information that is directly comparable to that provided by other companies in the Company’s industry, as other companies in the industry may calculate non-GAAP financial results differently, particularly related to non-recurring, unusual items. Adjusted EBITDA should be considered in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Included below are reconciliations of the non-GAAP financial measures to the comparable GAAP financial measure.

Forward-Looking Statements 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainty. Such statements are based on management’s current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The Company cautions investors that there can be no assurance that actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors. Forward-looking statements include the references to the Company’s strategy in significantly repositioning the ATEC brand and turning the Company into a growth organization. The important factors that could cause actual operating results to differ significantly from those expressed or implied by such forward-looking statements include, but are not limited to: the uncertainty of success in developing new products or products currently in the Company’s pipeline; the uncertainties in the Company’s ability to execute upon its strategic operating plan; the uncertainties regarding the ability to successfully license or acquire new products, and the commercial success of such products; failure to achieve acceptance of the Company’s products by the surgeon community; failure to obtain FDA or other regulatory clearance or approval for new products, or unexpected or prolonged delays in the process; continuation of favorable third party reimbursement for procedures performed using the Company’s products; unanticipated expenses or liabilities or other adverse events affecting cash flow or the Company’s ability to successfully control its costs or achieve profitability; uncertainty of additional funding; uncertainties associated with the anticipated cash savings from the Squadron debt financing over the next three years; the Company’s ability to compete with other competing products and with emerging new technologies; product liability exposure; an unsuccessful outcome in any litigation in which the Company is a defendant; patent infringement claims; claims related to the Company’s intellectual property and the Company’s ability to meet its financial obligations under its credit agreements and the OrthoTec LLC settlement agreement. The words “believe,” “will,” “should,” “expect,” “intend,” “estimate” and “anticipate,” variations of such words and similar expressions identify forward-looking statements, but their absence does not mean that a statement is not a forward-looking statement. A further list and description of these and other factors, risks and uncertainties can be found in the Company’s most recent annual report, and any subsequent quarterly and current reports, filed with the Securities and Exchange Commission. ATEC disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, unless required by law.

Investor/Media Contact:
Tina Jacobsen
Investor Relations
ir@atecspine.com

Company Contact:
Jeff Black
Executive Vice President and Chief Financial Officer
Alphatec Holdings, Inc.
ir@atecspine.com

ALPHATEC HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts – unaudited) 
Three Months Ended Nine Months Ended
September 30, September 30,
2018 2017 2018 2017
Revenues $ 23,002 $ 23,099 $ 66,351 $ 75,456
Cost of revenues 8,088 8,587 23,597 28,417
Gross profit 14,914 14,512 42,754 47,039
Operating expenses:
Research and development 3,157 1,044 6,952 3,483
Sales and marketing 10,956 10,015 31,689 31,416
General and administrative 7,914 4,403 22,171 15,977
Amortization of intangible assets 187 172 551 516
Transaction-related expenses 66 1,546
Gain on settlement (6,168 )
Restructuring expenses 167 139 758 1,898
Gain on sale of assets (856 )
Total operating expenses 22,447 15,773 57,499 52,434
Operating loss (7,533 ) (1,261 ) (14,745 ) (5,395 )
Other income (expense):
Interest expense, net (1,748 ) (1,807 ) (5,164 ) (5,669 )
Other income, net (6 ) (15 ) (19 ) (8 )
Total other expense, net (1,754 ) (1,822 ) (5,183 ) (5,677 )
Loss from continuing operations before taxes (9,287 ) (3,083 ) (19,928 ) (11,072 )
Income tax (benefit) provision 26 (7 ) (1,697 ) 57
Loss from continuing operations (9,313 ) (3,076 ) (18,231 ) (11,129 )
Loss from discontinued operations (42 ) (61 ) (116 ) (220 )
Net loss $ (9,355 ) $ (3,137 ) $ (18,347 ) $ (11,349 )
Net loss per share, basic and diluted:
Continuing operations $ (0.22 ) $ (0.22 ) $ (0.56 ) $ (0.98 )
Discontinued operations (0.00 ) (0.01 ) (0.00 ) (0.02 )
Net loss per share, basic and diluted $ (0.22 ) $ (0.23 ) $ (0.56 ) $ (1.00 )
Shares used in calculating basic and diluted net loss per share 42,497 13,938 32,658 11,349
Stock-based compensation included in:
Cost of revenue 18 13 51 27
Research and development 179 (52 ) 192 239
Sales and marketing 223 134 527 358
General and administrative 1,255 355 2,672 1,045
$ 1,675 $ 450 $ 3,442 $ 1,669

 

ALPHATEC HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
September 30, December 31,
2018
2017
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 35,111 $ 22,466
Accounts receivable, net 12,204 14,822
Inventories, net 28,988 27,292
Prepaid expenses and other current assets 1,530 1,767
Current assets of discontinued operations 246 131
Total current assets 78,079 66,478
Property and equipment, net 12,295 12,670
Goodwill 14,469
Intangibles, net 26,345 5,248
Other assets 223 208
Noncurrent assets of discontinued operations 54 56
Total assets $ 131,465 $ 84,660
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable $ 5,642 $ 3,878
Accrued expenses 20,897 22,246
Current portion of long-term debt 6,186 3,306
Current liabilities of discontinued operations 419 312
Total current liabilities 33,144 29,742
Total long term liabilities 50,505 57,973
Redeemable preferred stock 23,603 23,603
Stockholders’ equity 24,213 (26,658 )
Total liabilities and stockholders’ deficit $ 131,465 $ 84,660

 

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Globus Medical Reports Third Quarter 2018 Results

AUDUBON, Pa., Nov. 08, 2018 (GLOBE NEWSWIRE) — Globus Medical, Inc. (NYSE:GMED), a leading musculoskeletal solutions company, today announced its financial results for the third quarter ended September 30, 2018.

  • Worldwide sales were $169.2 million, an increase of 11.5% as reported
  • Third quarter net income was $35.2 million, an increase of 37.6%
  • Diluted earnings per share (EPS) was $0.35 and non-GAAP diluted EPS was $0.39
  • Non-GAAP diluted EPS increased 29.2% compared to third quarter of 2017
  • Non-GAAP adjusted EBITDA was 34.1% of sales

“The third quarter marks the fourth consecutive quarter of double-digit organic growth for Globus Medical, as our U.S. Spine business continues to take market share, growing by 7.5%; our international revenue increased by 16.8%; and Emerging Technologies contributed $6.3 million,” said Dave Demski, CEO.  “During the third quarter, we completed the acquisition of Surgimap®, the leading surgical planning software for spine.  The addition of Surgimap® will further strengthen Globus Medical’s ExcelsiusGPS® platform by streamlining workflow and enabling superior data analytics.  The level of adoption we are seeing by surgeons in accounts with our ExcelsiusGPS® robotic system continues to show positive momentum and the pipeline for potential robotic sales is robust.”

Worldwide sales for the third quarter were $169.2 million, an increase of 11.5% over the third quarter of 2017.  Revenue from Emerging Technologies was primarily due to continued demand for our ExcelsiusGPS® robotics and navigation system.

Third quarter sales in the U.S., including robotics, increased by 10.5% compared to the third quarter of 2017.  International sales increased by 16.8% over the third quarter of 2017 on an as-reported basis and 18.5% on a constant currency basis.

Third quarter GAAP net income was $35.2 million, an increase of 37.6% over the same period last year.  Diluted EPS for the third quarter was $0.35, as compared to $0.26 for the third quarter 2017.  Non-GAAP diluted EPS for the third quarter was $0.39, compared to $0.30 in the third quarter of 2017, an increase of 29.2%.

The company generated net cash provided by operating activities of $51.8 million and non-GAAP free cash flow of $36.4 million in the third quarter, and ended the quarter with cash, cash equivalents and marketable securities of $541.6 million.  The company remains debt free.

2018 Annual Guidance
The company today issued new guidance for full year 2018 sales of $705 million and non-GAAP diluted earnings per share of $1.62.  2018 guidance was previously sales of $700 million and non-GAAP diluted earnings per share of $1.55.

Conference Call Information
Globus Medical will hold a teleconference to discuss its 2018 third quarter results with the investment community at 4:30 p.m. Eastern Time today.  Globus invites all interested parties to join the call by dialing:

1-855-533-7141 United States Participants
1-720-545-0060 International Participants
There is no pass code for the teleconference.

For interested parties who do not wish to ask questions, the teleconference will be webcast live and may be accessed through a link on the Globus Medical website at investors.globusmedical.com.

The call will be archived until Thursday, November 15, 2018.  The audio archive can be accessed by calling 1-855-859-2056 in the U.S. or 1-404-537-3406 from outside the U.S. The passcode for the audio replay is 1012-6377.

About Globus Medical, Inc.
Based in Audubon, Pennsylvania, Globus Medical, Inc. was founded in 2003 by an experienced team of professionals with a shared vision to create products that enable surgeons to promote healing in patients with musculoskeletal disorders. Additional information can be accessed at www.globusmedical.com.

Non-GAAP Financial Measures
To supplement our financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”), management uses certain non-GAAP financial measures.  For example, non-GAAP adjusted EBITDA, which represents net income before interest income, net and other non-operating expenses, provision for income taxes, depreciation and amortization, stock-based compensation, provisions for litigation, and acquisition related costs/licensing, and net gain from the sale of assets, is useful as an additional measure of operating performance, and particularly as a measure of comparative operating performance from period to period, as it is reflective of changes in pricing decisions, cost controls and other factors that affect operating performance, and it removes the effect of our capital structure, asset base, income taxes and interest income and expense.  Our management also uses non-GAAP adjusted EBITDA for planning purposes, including the preparation of our annual operating budget and financial projections.  Provision for litigation represents costs incurred for litigation settlements or unfavorable verdicts when the loss is known or considered probable and the amount can be reasonably estimated, or in the case of a favorable settlement, when income is realized.  Acquisition related costs/licensing represents the change in fair value of business acquisition related contingent consideration; costs related to integrating recently acquired businesses including but not limited to costs to exit or convert contractual obligations, severance, and information system conversion; and specific costs related to the consummation of the acquisition process such as banker fees, legal fees, and other acquisition related professional fees, as well as one-time licensing fees.   Net gain from sale of assets represents the gain on sale of assets and the offsetting impact of costs incurred through the sale.

In addition, for the period ended September 30, 2018 and for other comparative periods, we are presenting non-GAAP net income and non-GAAP diluted earnings per share, which represents net income and diluted earnings per share excluding the provision for litigation, amortization of intangibles, acquisition related costs/licensing, net gain from the sale of assets and the tax effects of such adjustments.  We believe these non-GAAP measures are also useful indicators of our operating performance, and particularly as additional measures of comparative operating performance from period to period as they remove the effects of litigation, amortization of intangibles, acquisition related costs/licensing, net gain from the sale of assets and the tax effects of such adjustments, which we believe are not reflective of underlying business trends.  Additionally, for the periods ended September 30, 2018 and for other comparative periods, we also define the non-GAAP measure of free cash flow as the net cash provided by operating activities, adjusted for the impact of restricted cash, less the cash impact of purchases of property and equipment.  We believe that this financial measure provides meaningful information for evaluating our overall financial performance for comparative periods as it facilitates an assessment of funds available to satisfy current and future obligations and fund acquisitions.  Furthermore, the non-GAAP measure of constant currency sales growth is calculated by translating current year sales at the same average exchange rates in effect during the applicable prior year period.  We believe constant currency sales growth provides insight to the comparative increase or decrease in period sales, in dollar and percentage terms, excluding the effects of fluctuations in foreign currency exchange rates.

Non-GAAP adjusted EBITDA, non-GAAP net income, non-GAAP diluted earnings per share, free cash flow and constant currency sales growth are not calculated in conformity with U.S. GAAP.  Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for financial measures prepared in accordance with U.S. GAAP.  These measures do not include certain expenses that may be necessary to evaluate our liquidity or operating results.  Our definitions of non-GAAP adjusted EBITDA, non-GAAP net income, non-GAAP diluted earnings per share, free cash flow and constant currency sales growth may differ from that of other companies and therefore may not be comparable.  Additionally, we have recast prior periods for non-GAAP net income and non-GAAP diluted earnings per share.

Safe Harbor Statements
All statements included in this press release other than statements of historical fact are forward-looking statements and may be identified by their use of words such as “believe,” “may,” “might,” “could,” “will,” “aim,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “plan” and other similar terms.  These forward-looking statements are based on our current assumptions, expectations and estimates of future events and trends.  Forward-looking statements are only predictions and are subject to many risks, uncertainties and other factors that may affect our businesses and operations and could cause actual results to differ materially from those predicted.  These risks and uncertainties include, but are not limited to, factors affecting our quarterly results, our ability to manage our growth, our ability to sustain our profitability, demand for our products, our ability to compete successfully (including without limitation our ability to convince surgeons to use our products and our ability to attract and retain sales and other personnel), our ability to rapidly develop and introduce new products, our ability to develop and execute on successful business strategies, our ability to successfully integrate the international operations acquired from Alphatec, both in general and on our anticipated timeline, our ability to transition Alphatec’s international customers to Globus products, our ability to realize the expected benefits to our results from the Alphatec acquisition, our ability to comply with laws and regulations that are or may become applicable to our businesses, our ability to safeguard our intellectual property, our success in defending legal proceedings brought against us, trends in the medical device industry, general economic conditions, and other risks.  For a discussion of these and other risks, uncertainties and other factors that could affect our results, you should refer to the disclosure contained in our most recent annual report on Form 10-K filed with the Securities and Exchange Commission, including the sections labeled “Risk Factors” and “Cautionary Note Concerning Forward-Looking Statements,” and in our Forms 10-Q, Forms 8-K and other filings with the Securities and Exchange Commission.  These documents are available at www.sec.gov.  Moreover, we operate in an evolving environment.  New risk factors and uncertainties emerge from time to time and it is not possible for us to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.  Given these risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements.  Forward-looking statements contained in this press release speak only as of the date of this press release.  We undertake no obligation to update any forward-looking statements as a result of new information, events or circumstances or other factors arising or coming to our attention after the date hereof.

GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
Three Months Ended Nine Months Ended
(In thousands, except per share amounts) September 30,
2018
September 30,
2017
September 30,
2018
September 30,
2017
Sales $ 169,236 $ 151,744 $ 517,031 $ 459,943
Cost of goods sold 37,849 36,798 113,456 109,597
Gross profit 131,387 114,946 403,575 350,346
Operating expenses:
Research and development 15,527 10,887 41,738 32,266
Selling, general and administrative 75,131 63,362 227,949 194,859
Provision for litigation 2,537 2,780
Amortization of intangibles 2,160 2,080 6,525 5,671
Acquisition related costs 268 285 1,289 1,290
Total operating expenses 93,086 79,151 277,501 236,866
Operating income 38,301 35,795 126,074 113,480
Other income/(expense), net 4,296 1,562 14,904 5,848
Income before income taxes 42,597 37,357 140,978 119,328
Income tax provision 7,389 11,766 21,254 36,356
Net income $ 35,208 $ 25,591 $ 119,724 $ 82,972
Earnings per share:
Basic $ 0.36 $ 0.27 $ 1.23 $ 0.86
Diluted $ 0.35 $ 0.26 $ 1.18 $ 0.85
Weighted average shares outstanding:
Basic 98,328 96,318 97,671 96,160
Diluted 101,804 97,849 101,275 97,607

 

GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value) September 30,
2018
December 31,
2017
ASSETS (unaudited)
Current assets:
Cash and cash equivalents $ 145,295 $ 118,817
Short-term marketable securities 227,466 254,890
Accounts receivable, net of allowances of $3,655 and $3,963, respectively 118,847 116,676
Inventories 124,372 108,409
Prepaid expenses and other current assets 13,951 11,166
Current portion of note receivable 3,333 1,667
Income taxes receivable 13,137 8,717
Total current assets 646,401 620,342
Property and equipment, net of accumulated depreciation of $210,120 and $191,760, respectively 161,768 143,167
Long-term marketable securities 168,850 56,133
Note receivable 25,833 28,333
Intangible assets, net 89,522 78,659
Goodwill 124,015 123,890
Other assets 6,726 7,947
Deferred income taxes 15,391 20,031
Total assets $ 1,238,506 $ 1,078,502
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 23,061 $ 25,039
Accrued expenses 47,764 52,594
Income taxes payable 2,322 3,274
Business acquisition liabilities 6,693 11,411
Deferred revenue 1,878 755
Total current liabilities 81,718 93,073
Business acquisition liabilities, net of current portion 3,378 4,508
Deferred income taxes 9,623 10,669
Other liabilities 2,670 2,474
Total liabilities 97,389 110,724
Commitments and contingencies
Equity:
Common stock; $0.001 par value.  Authorized 785,000 shares; issued and outstanding 98,450 and 96,658 shares at September 30, 2018 and December 31, 2017, respectively 99 97
Additional paid-in capital 291,875 238,341
Accumulated other comprehensive loss (6,828 ) (6,907 )
Retained earnings 855,971 736,247
Total equity 1,141,117 967,778
Total liabilities and equity $ 1,238,506 $ 1,078,502

 

READ THE REST HERE

 

Misonix Fiscal 2019 First Quarter Revenue Rises 29% to Record $9.4 Million

FARMINGDALE, N.Y., Nov. 08, 2018 (GLOBE NEWSWIRE) — Misonix, Inc. (Nasdaq: MSON) (“Misonix” or the “Company”), a provider of minimally invasive therapeutic ultrasonic medical devices that enhance clinical outcomes, today reported financial results for the fiscal 2019 first quarter ended September 30, 2018 as summarized below:

Three Months Ended
September 30,
2018 2017
Revenue $ 9,361,164 $ 7,280,723
Gross Profit $ 6,610,621 $ 5,103,368
GP Percentage – product revenue 70.6 % 70.1 %
Pretax loss $ (2,610,986 ) $ (1,493,224 )
Net loss $ (2,610,986 ) $ (1,212,224 )
EBITDA (1) $ (2,244,398 ) $ (1,166,804 )
Adjusted EBITDA (1) $ (644,377 ) $ (33,878 )
September 30, June 30,
2018 2018
Long Term Debt $ $
Cash and cash equivalents $ 9,322,811 $ 10,979,455

(1) Definitions and disclosures regarding non-GAAP financial information including reconciliations are included on page 6 of this press release.

Stavros Vizirgianakis, President and Chief Executive Officer of Misonix stated, “Our fiscal 2019 first quarter demonstrated accelerating demand for our leading ultrasonic surgical products, reflecting the growing success of our direct sales team and the continued execution of our go-to-market strategies. Misonix generated 29% year-over-year growth in fiscal first quarter revenues to a record $9.4 million, while maintaining a healthy gross margin of approximately 70%. These factors drove a 30% rise in quarterly gross profit to $6.6 million.

“First quarter top-line growth reflects an 18% increase in consumables revenue and a 59% rise in equipment revenue. While some supply chain disruptions curtailed our ability to further increase revenue, we believe the growing demand for our products highlights the benefits of our ongoing investments in R&D, personnel and distribution logistics as well as the strong value proposition that our ultrasonic medical devices bring to physicians, hospitals and most importantly, patients.

“At September’s NASS Conference, we unveiled our new ultrasonic surgical platform, Nexus, which garnered strong industry feedback, providing us with added confidence in its potential and its ability to help us grow market share by addressing a broader range of procedures beyond those addressed by our current products. Nexus will present a highly compelling value proposition for hospitals and physicians given its ease of use, extensive functionalities and broad capabilities, and we remain on schedule for the commercial launch of the platform during the second half of fiscal 2019. While the development of Nexus led to higher year-over-year R&D expenses, we are confident the platform will be an important contributor to our long-term growth.

“In the coming quarters, we look to further leverage the meaningful company-wide investments and growth initiatives of the last several quarters, including expanding our in-house sales team, bringing Nexus to market and strengthening our supply chain and operational systems. With a healthy balance sheet and liquidity position, we are confident in our ability to continue to invest in our future and to leverage opportunities that create new value for our shareholders.”

Sales Performance Supplemental Data

For the three months ended
September 30, Net change
2018 2017 $ %
Total
Consumables $ 6,339,108 $ 5,379,589 $ 959,519 17.8 %
Equipment 3,022,056 1,901,134 1,120,922 59.0 %
Total $ 9,361,164 $ 7,280,723 $ 2,080,441 28.6 %
Domestic:
Consumables $ 4,825,599 $ 4,134,918 $ 690,681 16.7 %
Equipment 578,919 592,424 (13,505 ) -2.3 %
Total $ 5,404,518 $ 4,727,342 $ 677,176 14.3 %
International:
Consumables $ 1,513,509 $ 1,244,671 $ 268,838 21.6 %
Equipment 2,443,137 1,308,710 1,134,427 86.7 %
Total $ 3,956,646 $ 2,553,381 $ 1,403,265 55.0 %

Joe Dwyer, Chief Financial Officer, added, “Our fiscal 2019 first quarter results continue to demonstrate our ability to generate healthy revenue growth and improve our overall financial position, while maintaining a disciplined and focused approach that preserves our gross margin.

“We have undertaken initiatives to meet growing demand for our products and to reduce inefficiencies in our procurement and supply chain. In this regard, during the first quarter, we transitioned to a more capable and efficient ERP system and adopted new processes and procedures to ensure we have optimal inventory levels that better match with customer demand. We have also been actively working with our manufacturing partners to improve productivity and fill backlog orders.

“We are also focused on preserving our strong liquidity position, as we ended the quarter with $9.3 million in cash while continuing to operate debt free. We remain committed to growing the business through investments in both organic and inorganic growth initiatives that bring complementary capabilities to our product portfolio and generate attractive rates of returns for our shareholders. Looking ahead to the balance of fiscal 2019, we reiterate our guidance for product revenue growth that exceeds 20%, along with gross profit margins of approximately 70%.”

Fiscal First Quarter 2019 Conference Call
Misonix will host a conference call and webcast today, Thursday, November 8, 2018, at 4:30 p.m. ET to discuss its financial results and operations and host a question and answer session. The dial in number for the audio conference call is 800-458-4148 (domestic) or 323-794-2598 (international), conference ID 93343974. Participants may also listen to a live webcast of the call at the Company’s website through the “Events and Presentations” section under “Investor Relations” at www.misonix.com.  Following its completion, a replay of the webcast will be available for 30 days on the Company’s website, www.misonix.com.

About Misonix, Inc.
Misonix, Inc. (NASDAQ: MSON) designs, manufactures and markets ultrasonic medical devices for the precise removal of hard and soft tissue, including bone removal, wound debridement and ultrasonic aspiration. Misonix is focused on leveraging its proprietary ultrasonic technology to become the standard of care in operating rooms and clinics around the world. Misonix’s proprietary ultrasonic medical devices are used in a growing number of medical procedures, including spine surgery, neurosurgery, orthopedic surgery, cosmetic surgery, laparoscopic surgery, and other surgical and medical applications. At Misonix, Better Matters to us. That is why throughout the Company’s history, Misonix has maintained its commitment to medical technology innovation and the development of ultrasonic surgical products that radically improve patient outcomes. Additional information is available on the Company’s web site at www.misonix.com.

Safe Harbor Statement
With the exception of historical information contained in this press release, content herein may contain “forward looking statements” that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Investors are cautioned that forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the statements made. These factors include general economic conditions, delays and risks associated with the performance of contracts, risks associated with international sales and currency fluctuations, uncertainties as a result of research and development, acceptable results from clinical studies, including publication of results and patient/procedure data with varying levels of statistical relevancy, risks involved in introducing and marketing new products, potential acquisitions, consumer and industry acceptance, litigation and/or court proceedings, including the timing and monetary requirements of such activities, the timing of finding strategic partners and implementing such relationships, regulatory risks including approval of pending and/or contemplated 510(k) filings, the ability to achieve and maintain profitability in the Company’s business lines, the impact of the pending investigation by the Department of Justice and Securities Exchange Commission, and other factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company disclaims any obligation to update its forward-looking statements.

Contact: 
Joe Dwyer Joseph Jaffoni, Norberto Aja, Jennifer Neuman
Chief Financial Officer JCIR
Misonix, Inc. 212-835-8500 or mson@jcir.com
631-694-9555

Misonix, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
For the three months ended
September 30,
2018 2017
Revenues
Product $ 9,361,164 $ 7,280,723
Total revenue 9,361,164 7,280,723
Cost of goods sold 2,750,543 2,177,355
Gross profit 6,610,621 5,103,368
Operating expenses:
Selling expenses 4,735,005 3,570,713
General and administrative expenses 3,183,384 2,573,131
Research and development expenses 1,304,766 901,274
Total operating expenses 9,223,155 7,045,118
Loss from operations (2,612,534 ) (1,941,750 )
Other income (expense):
Interest income 19,813 13
Royalty income 452,971
Other (18,265 ) (4,458 )
Total other income 1,548 448,526
Loss from operations before income taxes (2,610,986 ) (1,493,224 )
Income tax (benefit) (281,000 )
Net loss $ (2,610,986 ) $ (1,212,224 )
Net loss per share:
Basic $ (0.29 ) $ (0.14 )
Diluted $ (0.29 ) $ (0.14 )
Weighted average shares – Basic 9,100,123 8,958,405
Weighted average shares – Diluted 9,100,123 8,958,405
Misonix, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
September 30, June 30,
2018 2018
(Unaudited)
Assets
Current assets:
Cash and cash equivalents $ 9,322,811 $ 10,979,455
Accounts receivable, less allowance for doubtful accounts of $200,000 and $200,000, respectively 5,535,271 5,245,549
Inventories, net 4,920,350 5,019,886
Prepaid expenses and other current assets 583,314 611,647
Total current assets 20,361,746 21,856,537
Property, plant and equipment, net of accumulated amortization and depreciation of $9,355,964 and $9,023,235, respectively 4,346,826 4,188,378
Patents, net of accumulated amortization of $1,097,252 and $1,063,393, respectively 773,668 757,447
Goodwill 1,701,094 1,701,094
Contract assets 960,000
Intangible and other assets 468,013 517,295
Total assets $ 28,611,347 $ 29,020,751
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable $ 2,082,704 $ 1,794,098
Accrued expenses and other current liabilities 2,344,903 2,812,172
Total current liabilities 4,427,607 4,606,270
Deferred income 13,303 13,303
Total liabilities 4,440,910 4,619,573
Commitments and contingencies
Shareholders’ equity:
Common stock, $.01 par value-shares authorized 40,000,000; 9,481,251 and 9,430,466 shares issued and outstanding in each period 94,822 94,305
Additional paid-in capital 41,192,701 39,772,973
Accumulated deficit (17,117,086 ) (15,466,100 )
Total shareholders’ equity 24,170,437 24,401,178
Total liabilities and shareholders’ equity $ 28,611,347 $ 29,020,751


Use of Non-GAAP Financial Measures

The Company has presented the following non-GAAP financial measures in this press release: EBITDA and Adjusted EBITDA. The Company defines EBITDA as the net income (loss) as reported under GAAP, plus depreciation and amortization expense, interest expense and income tax expense (benefit). The Company defines Adjusted EBITDA as EBITDA plus non-cash stock compensation expense and engineering costs associated with its development of Nexus, its next generation platform, which will not be a recurring cost when the project is completed in the second half of fiscal 2019.

We present these non-GAAP measures because we believe these measures are useful indicators of our operating performance. Our management uses these non-GAAP measures principally as a measure of our operating performance and believes that these measures are useful to investors because they are frequently used by analysts, investors and other interested parties to evaluate the operating performance of companies in our industry. We also believe that these measures are useful to our management and investors as a measure of comparative operating performance from period to period.

Misonix, Inc. and Subsidiaries
Reconciliation of GAAP Results to Non-GAAP Measures
(unaudited)
Three Months Ended
September 30,
2018 2017
EBITDA:
Net loss $ (2,610,986 ) $ (1,212,224 )
Depreciation and amortization 366,588 326,420
Income tax benefits (281,000 )
EBITDA (2,244,398 ) (1,166,804 )
Non-cash stock compensation 1,004,498 625,293
Nexus next generation engineering 595,523 507,633
Adjusted EBITDA $ (644,377 ) $ (33,878 )

 

Osiris Therapeutics, Inc Reports Third Quarter 2018 Results

COLUMBIA, Md., Nov. 07, 2018 (GLOBE NEWSWIRE) — Osiris Therapeutics, Inc. (NASDAQ: OSIR), a regenerative medicine company focused on developing and marketing products for wound care, orthopedics, and sports medicine, today reported its results for the third quarter ending September 30, 2018.

Business Highlights

  • GrafixPL PRIMETM launched on October 1, 2018
  • Enrollment of patients in a clinical trial evaluating GrafixPL PRIME in the treatment of chronic venous leg ulcers
  • Company re-listed on the Nasdaq Global Market on August 1, 2018

Quarterly Financial Summary

Revenue was $36.5 million for the three-month period ended September 30, 2018, which increased $6.7 million or 22.4%, compared to revenue of $29.8 million for the three-month period ended September 30, 2017.  The increase in revenue was primarily due to higher Grafix®/Stravix® revenue of $5.6 million as a result of increased demand from market awareness and acceptance as we increased selling efforts in the operating room and surgical settings as well as hospital outpatient wound care centers.  In addition, we received a one-time settlement payment of $1.3 million from a former distributor that was accounted for on a cash basis, as collection was not reasonably assured, to settle amounts owed to us from previous years, primarily 2015 and 2016.  BIO revenue increased $1.1 million, or 18.1%, due to increased demand from our distribution arrangement with Stryker.

Gross profit was $26.7 million for the three-month period ended September 30, 2018, which increased $4.8 million or 22.0%, compared with gross profit of $21.9 million for the three-month period ended September 30, 2017.  This increase was primarily due to higher revenues and the collection of the $1.3 million settlement from a former distributor that was accounted for on a cash basis, which did not have any cost of revenue as the cost of revenue was recognized in the periods the product was shipped.

Cash flow from operations was $8.1 million for the three-month period ended September 30, 2018, which was driven by net income of $4.2 million, collection of outstanding accounts receivable of $2.9 million, and the add back of the non-cash accrued shareholder litigation expense of $0.9 million.

See the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our Quarterly Report on Form 10-Q filed today with the Securities and Exchange Commission for additional information concerning our operating results for the three- and nine month periods ended September 30, 2018.

About Osiris Therapeutics

Osiris Therapeutics, Inc., based in Columbia, Maryland, researches, develops, manufactures and commercializes regenerative medicine products intended to improve the health and lives of patients and lower overall healthcare costs.  We have achieved commercial success with products in orthopedics, sports medicine and wound care, including the Grafix product line, Stravix®, BIO and Cartiform®.  We continue to advance our research and development by focusing on innovation in regenerative medicine, including the development of bioengineered stem cell and tissue‑based products.  Osiris®, Grafix®, GrafixPL®, GrafixPL PRIME Cartiform®, and Prestige Lyotechnologysm are our trademarks. BIO is a trademark of Howmedica Osteonics Corp., a subsidiary of Stryker Corporation. More information can be found on the Company’s website, www.Osiris.com. (OSIR-G)

Forward-Looking Statements

Statements herein relating to the future of Osiris Therapeutics, Inc. and the ongoing research and development of our products are forward-looking statements.  Osiris Therapeutics, Inc. cautions that these forward looking statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by such statements.  These risks and uncertainties include those identified under the heading “Risk Factors” in the Osiris Therapeutics Inc. Annual Report on Form 10-K for the years ended December 31, 2017, 2016 and 2015 and Quarterly Report on Form 10-Q for the quarters ended March 31, 2018, June 30, 2018 and September 30, 2018 as filed with the Securities and Exchange Commission (SEC).  We caution investors not to place considerable reliance on the forward-looking statements contained in this press release.  Examples of forward-looking statements may include, without limitation, statements regarding the anticipated efficiencies and advantages of products and the likelihood of customer clinical adoption of any new products.  Although well characterized in scientific literature and studies, preservation of tissue integrity, including cells, may not be indicative of clinical outcome.  Accordingly, you should not unduly rely on these forward-looking statements. You are encouraged to read our filings with the SEC, available at sec.gov, for a discussion of these and other risks and uncertainties.  The forward-looking statements in this press release speak only as of the date of this document, and we undertake no obligation to update or revise any of the statements.  Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.

For additional information, please contact:
Diane Savoie
Osiris Therapeutics, Inc.
(443) 545-1834
OsirisPR@Osiris.com

FINANCIAL TABLES TO FOLLOW

OSIRIS THERAPEUTICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except per share data)
(Unaudited)
  September 30, December 31,
    2018   2017
Assets    
Current assets            
Cash and cash equivalents $ 31,658 $ 3,081
Short-term investments 8,701 24,807
Trade receivables, net 20,592 26,053
Inventory, net 10,576 11,278
Insurance receivable 4,788 4,788
Prepaid expenses and other current assets 3,421 2,920
Total current assets 79,736 72,927
Property and equipment, net 3,116 3,587
Other assets 1,849 1,608
Total assets $ 84,701 $ 78,122
Liabilities and Equity    
Current liabilities
Accounts payable $ 4,291 $ 5,269
Accrued liabilities 10,704 9,399
Accrued shareholder litigation 19,400 18,500
Other current liabilities 1,994 1,934
Total current liabilities 36,389 35,102
Other long-term liabilities 2,450 1,626
Total liabilities 38,839 36,728
Equity
Common stock, $0.001 par value, 72,000 shares authorized, 34,526 shares issued and outstanding at September 30, 2018, and 90,000 shares authorized, 34,526 shares issued and outstanding at December 31, 2017 35 35
Additional paid-in-capital 284,124 283,905
Accumulated other comprehensive loss (330 ) (208 )
Accumulated deficit (237,967 ) (242,338 )
Total equity 45,862 41,394
Total liabilities and equity $ 84,701 $ 78,122
OSIRIS THERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(amounts in thousands, except per share data)
(Unaudited)
    Three Months Ended Nine Months Ended  
    September 30,   September 30,  
    2018   2017   2018   2017  
Revenue   $ 36,491   $ 29,806   $ 102,001   $ 85,938
Cost of revenue 9,808 7,926 28,333 23,405
Gross profit 26,683 21,880 73,668 62,533
Operating expenses:
Research and development 1,590 909 4,886 3,052
Sales and marketing 15,931 14,825 49,107 44,256
General and administrative 4,302 6,634 15,150 16,920
Shareholder litigation expense 900 900
Total operating expenses 22,723 22,368 70,043 64,228
Income (loss) from continuing operations 3,960 (488 ) 3,625 (1,695 )
Other (expense) income, net (21 ) (1,763 ) 548 (1,371 )
Income (loss) before income taxes from continuing operations 3,939 (2,251 ) 4,173 (3,066 )
Income tax (expense) benefit (100 ) 198 (170 ) 134
Income (loss) from continuing operations 3,839 (2,053 ) 4,003 (2,932 )
Discontinued operations, net of tax 368 9,811 368   9,811
Net income   4,207   7,758   4,371 6,879
Other comprehensive income (loss):
Unrealized (loss) gain on investments (100 ) (21 ) (122 )   33
Comprehensive income   $ 4,107   $ 7,737   $ 4,249   $ 6,912
Net income (loss) per share from continuing operations:        
Basic   $ 0.11 $ (0.06 ) $ 0.12 $ (0.08 )
Diluted   $ 0.11 $ (0.06 ) $ 0.12 $ (0.08 )
Net income per share from discontinued operations:        
Basic   $ 0.01 $ 0.28 $ 0.01 $ 0.28
Diluted   $ 0.01 $ 0.28 $ 0.01 $ 0.28
Net income per share:      
Basic $ 0.12 $ 0.22 $ 0.13 $ 0.20
Diluted $ 0.12 $ 0.22 $ 0.13 $ 0.20
Weighted average common shares outstanding:
Basic 34,526 34,526 34,526 34,524
Diluted 34,594 34,526 34,565 34,525
OSIRIS THERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(Unaudited)
    Nine Months Ended September 30,  
    2018   2017  
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $  4,371 $  6,879
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Receipt of Mesoblast common stock    —    (10,000 )
Shareholder litigation expense    900    —
Provision for excess and obsolete inventory    1,238    180
Loss on disposal of fixed assets  —  123
Realized loss on investments  240  2,102
Depreciation  658  518
Stock-based compensation expense  219  49
Changes in operating assets and liabilities:    
Accounts receivables, net  5,461  1,220
Inventory, net  (536 )  (1,228 )
Prepaid expenses and other assets  (742 )  (651 )
Accounts payable, accrued liabilities, and other liabilities  1,211  (1,791 )
Net cash provided by (used in) operating activities  13,020  (2,599 )
CASH FLOWS FROM INVESTING ACTIVITIES    
Purchases of property and equipment  (187 )  (718 )
Proceeds from sale of investments  16,248  23,250
Purchases of investments  (504 )  (19,660 )
Net cash provided by investing activities  15,557  2,872
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the exercise of options to purchase common stock  —  128
Net cash provided by financing activities  —  128
NET INCREASE IN CASH AND CASH EQUIVALENTS  28,577  401
Cash and cash equivalents at beginning of period  3,081  2,833
Cash and cash equivalents at end of period $  31,658 $  3,234

 

Bone Therapeutics Business Update for Third Quarter 2018

Gosselies, Belgium, 7 November 2018, 7am CET – BONE THERAPEUTICS (Euronext Brussels and Paris: BOTHE), the bone cell therapy company addressing high unmet medical needs in orthopaedics and bone diseases, today provides a business update for the third quarter ended 30 September 2018.

Thomas Lienard, Chief Executive Officer of Bone Therapeutics, commented: “The third quarter was a period of significant clinical and strategic activity for Bone Therapeutics. We were delighted with the positive final readout in the Phase I/IIA delayed union study of the allogeneic bone cell therapy product ALLOB, which paves the way for the next stage of development. More recently, the promising results from our viscosupplement JTA-004 highlighted a complementary addition to our pipeline.

Our focus is now on progressing the clinical development of the ALLOB platform in delayed union fractures and lumbar spinal fusion and of JTA-004 in knee osteoarthritis, following the recommendation of the DSMB to discontinue the PREOB trial in hip osteonecrosis. This will be supported by our ongoing manufacturing optimisation process, which will help us to lay a strong foundation for our future commercialisation strategy.

Business highlights (incl. post period end)

  • In September, Bone Therapeutics announced a positive final readout in the Phase I/IIA delayed-union study of the allogeneic bone cell therapy product, ALLOB, adding to a growing body of clinical efficacy and safety data.
  • Simultaneously, the Company also announced an optimised manufacturing process for ALLOB to improve consistency, scalability, cost effectiveness and ease of use, which are critical for development and commercialisation in cell therapy. The Company plans to implement this optimised process for all future clinical development programmes involving ALLOB and recently received positive feedback on the quality control programme and non-clinical strategy for ALLOB from a Regulatory Agency for the optimisation of the manufacturing process.
  • Also in September, the Company presented preclinical in vitro and in vivo results at the 26th Annual Meeting of the European Orthopaedic Research Society (EORS) in which the scientific community acknowledged the potent bone-forming properties of its allogeneic platform.
  • In October, post period, Bone Therapeutics announced results for a first efficacy study in knee osteoarthritis with the enhanced viscosupplement JTA-004. The study showed that a single intra-articular injection of JTA-004 delivered higher pain reduction than the reference product, a leading viscosupplement. The results support the move to registration studies, broadening the Company’s advanced clinical pipeline.
  • In October, post period, Linda Lebon was appointed Chief Regulatory Officer, joining Company’s Executive Team. An industry veteran, Linda will play a crucial role in defining the regulatory pathway for clinical and development programmes.
  • On 6 November, post period, the Company announced that the Data and Safety Monitoring Board recommended the discontinuation of the PREOB Phase III trial in osteonecrosis of the hip, as the interim results suggested that it is unlikely that the primary objective will be achieved at the final analysis. For more information, please see additional press release dated 6 November 2018.

Financial highlights

  • Cash used in operating activities amounted to € 10.47 million for the first nine months of 2018, compared to € 10.14 million for the same period in 2017.
  • Operating loss amounted to € 8.96 million compared to € 8.76 million for the same period last year.
  • Net cash at the end of September 2018 amounted to € 8.41 million.

Outlook

  • The Company’s immediate focus is on submitting a new clinical trial application (CTA) with the regulatory authorities to allow the start of a Phase IIB trial in delayed union with its allogeneic product, utilising the optimised production process. Bone Therapeutics is currently generating the non-clinical data required for the application and expects to submit the CTA for a multi-centre, randomised, controlled study in H2 2019.
  • Bone Therapeutics plans to report the top line results from 32 patients of the ALLOB Phase IIA spinal fusion study in mid-2019 after a 12-month follow-up.
  • Good cash management will remain a key priority, with a strong focus on net cash burn. The Company confirms the expected cash burn (excluding proceeds from financing) for the full year 2018 to be in the range of € 15-16 million, in line with previous guidance. Based on its current priorities, the Company expects to have sufficient cash to carry out its objectives until the end of Q3 2019.

About Bone Therapeutics

Bone Therapeutics is a leading cell therapy company addressing high unmet needs in orthopaedics and bone diseases. Based in Gosselies, Belgium, the Company has a broad, diversified portfolio of bone cell therapy products in clinical development across a number of disease areas targeting markets with large unmet medical needs and limited innovation.

Bone Therapeutics’ technology is based on a unique, proprietary approach to bone regeneration, which turns undifferentiated stem cells into bone-forming cells. These cells can be administered via a minimally invasive procedure, avoiding the need for invasive surgery.

The Company’s primary clinical focus is ALLOB, an allogeneic “off-the-shelf” cell therapy platform derived from stem cells of healthy donors, which is in Phase II studies for the treatment of delayed-union fractures and spinal fusion. In addition, the Company also has JTA-004, a viscosupplement in development for the treatment of knee osteoarthritis.

Bone Therapeutics’ cell therapy products are manufactured to the highest GMP standards and are protected by a rich IP estate covering nine patent families. Further information is available at: www.bonetherapeutics.com.

Contacts

Bone Therapeutics SA
Thomas Lienard, Chief Executive Officer
Jean-Luc Vandebroek, Chief Financial Officer
Tel: +32 (0) 71 12 10 00
investorrelations@bonetherapeutics.com

For Belgium Median Enquiries
Comfi
Laure-Eve Monfort and Sabine Leclercq
Tel: +32 (0)2 290 90 93, +32 (0)2 290 90 91
monfort@comfi.be, sabine.leclercq@comfi.be

International Media Enquiries:
Consilium Strategic Communications
Amber Fennell, Jessica Hodgson, Hendrik Thys and Lindsey Neville
Tel: +44 (0) 20 3709 5701
bonetherapeutics@consilium-comms.com

For French Media and Investor Enquiries:
NewCap Investor Relations & Financial Communications
Pierre Laurent, Louis-Victor Delouvrier and Nicolas Merigeau
Tel: + 33 (0)1 44 71 94 94
bone@newcap.eu

For US Media and Investor Enquiries
Westwicke Partners
John Woolford
Tel: + 1 443 213 0506
john.woolford@westwicke.com

Certain statements, beliefs and opinions in this press release are forward-looking, which reflect the Company or, as appropriate, the Company directors` current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. A multitude of factors including, but not limited to, changes in demand, competition and technology, can cause actual events, performance or results to differ significantly from any anticipated development. Forward looking statements contained in this press release regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. As a result, the Company expressly disclaims any obligation or undertaking to release any update or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions or circumstances on which these forward-looking statements are based. Neither the Company nor its advisers or representatives nor any of its subsidiary undertakings or any such person`s officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.

Global Surgical Navigation Systems Market Analysis & Forecasts to 2025 by End Use (Ambulatory Surgical Centers, Hospitals), Application (Neurology, ENT) & Technology

Dublin, Nov. 07, 2018 (GLOBE NEWSWIRE) — The “Surgical Navigation Systems Market Size, Share & Trends Analysis Report By End Use (Ambulatory Surgical Centers, Hospitals), By Technology, By Application (Neurology, ENT), And Segment Forecasts, 2018 – 2025” report has been added to ResearchAndMarkets.com’s offering.

The global surgical navigation systems market size is expected to reach USD 1.25 billion by 2025

It is anticipated to register a CAGR of 7.0% during the forecast period. Rising prevalence of target disorders such as ENT disorders, brain cancer, and orthopedic degenerative diseases is expected to propel the market growth in near future. Moreover, increasing geriatric population base, which is more prone to degenerative disorders of joints, is also likely to have a major impact on the market demand. Osteoarthritis and osteoporosis are the most common disorders in the population aged over 65 years.

As per International Osteoporosis Foundation, total number of hip fractures is expected to increase from 1,433 million in 1950 to 5,395 million in 2050. Furthermore, increasing cases of brain cancer is also contributing the market growth. According to the Central Brain Tumor Registry of the United States (CBTRUS), the incidence rate of all non-malignant brain, primary malignant, and other CNS tumors was 22.64 cases per 100,000 in 2016. Over 78,980 new cases of these tumors are anticipated to be diagnosed in the U.S. in 2018, thereby propelling the demand for surgical navigation systems.

The demand for minimally invasive procedures is increasing across the world. Surgical navigation systems are provide better accuracy and precision in diagnosis and help determine correct implementation of plans during surgery, thereby aiding in minimally invasive procedures with improved outcome. It offers visual imaging at every stage of the surgery, thereby allowing for modification of plans during surgery according to intra-operative findings. It is also cost-effective in joint replacement procedures, as very few patients require revision after a one-time procedure. These factors are also expected to boost the demand for these systems over the forecast period.

Further key findings from the study suggest:

  • Neurology segment held the largest share of a little over 37.0% in 2016. This growth was attributed to the early implementation of surgical navigation in this branch and associated advantages of SNSs that help to perform complex surgeries with increased accuracy
  • ENT segment is expected to register at a lucrative CAGR of 8.0% over the forecast period. Rising prevalence of ENT disorders and increasing adoption of SNSs in ENT surgeries are the key growth-driving factors for the segment
  • On the basis of technology, the electromagnetic SNSs segment held the largest share of the market owing to its low cost and ease of use
  • The optical SNSs segment is expected to witness an exponential CAGR of 7.9% owing to its advantages over electromagnetic SNSs, such as precise and accurate navigation
  • North America held the largest share in the global market due to the presence of major companies and target population base. Shifting trend of surgeries from hospitals to Ambulatory Surgical Centers (ASCs) would drive the region
  • Most of the key companies are engaged in various strategies, such as product or technology development, for better market penetration. For instance, in 2017, Medtronic launched StealthStation ENT, a new SNS for ENT surgeries, thereby expanding its product portfolio.

Key Topics Covered:

Chapter 1 Research Methodology & Scope
1.1 Region Wise Market Calculation
1.1.1 Region Wise Market: Base Estimates
1.1.2 Global Market: CAGR Calculation
1.2 Region based segment share calculation
1.3 List of Secondary Sources

Chapter 2 Executive Summary
2.1 Market Snapshot

Chapter 3 Surgical Navigation Systems Market Variables, Trends & Scope
3.1 Market Segmentation & Scope
3.2 Market Driver Analysis
3.2.1 Increasing demand for minimally invasive surgical procedures
3.2.2 Rising prevalence of target disorders
3.2.3 Advantages of computer-assisted surgery
3.3 Market Restraint Analysis
3.3.1 High instrument and procedural cost
3.4 Penetration & growth prospect mapping
3.5 Surgical Navigation Systems – SWOT Analysis, By Factor (political & legal, economic and technological)
3.6 Industry Analysis – Porter’s

Chapter 4 Surgical Navigation Systems Market: Application Estimates & Trend Analysis
4.1 Surgical Navigation Systems Market: Application Movement Analysis
4.2 ENT
4.2.1 ENT market, 2014 – 2025 (USD Million)
4.3 Orthopedic
4.3.1 Orthopedic market, 2014 – 2025 (USD Million)
4.3.2 Hip Surgery
4.3.3 Spine Surgery
4.3.4 Knee Surgery
4.4 Neurology
4.5 Dental
4.6 Others

Chapter 5 Surgical Navigation Systems Market: Technology Estimates & Trend Analysis
5.1 Surgical Navigation Systems Market: Technology Movement Analysis
5.2 Electromagnetic
5.3 Optical
5.4 Others

Chapter 6 Surgical Navigation Systems Market: End-use Estimates & Trend Analysis
6.1 Surgical Navigation Systems Market: End-use Movement Analysis
6.2 Hospitals
6.3 Ambulatory Surgical Centers

Chapter 7 Surgical Navigation Systems Market: Regional Estimates & Trend Analysis, by Application, Technology and End-use
7.1 Surgical Navigation Systems Market Share By Region, 2017 & 2025

Chapter 8 Competitive Landscape

  • Fiagon GmbH
  • B. Braun Melsungen AG
  • Medtronic
  • Stryker
  • OMNI
  • Brainlab AG
  • Siemens Healthineers
  • CAScination AG
  • Scopis GmbH
  • DePuy Synthes
  • Zimmer Biomet

For more information about this report visit https://www.researchandmarkets.com/research/mv9bmc/global_surgical?w=12

Did you know that we also offer Custom Research? Visit our Custom Research page to learn more and schedule a meeting with our Custom Research Manager.

CONTACT: ResearchAndMarkets.com
Laura Wood, Senior Press Manager
press@researchandmarkets.com
For E.S.T Office Hours Call 1-917-300-0470
For U.S./CAN Toll Free Call 1-800-526-8630
For GMT Office Hours Call +353-1-416-8900
Related Topics: Surgical Devices

K2M Group Holdings, Inc. Stockholders Approve Acquisition by Stryker

LEESBURG, Va., Nov. 07, 2018 (GLOBE NEWSWIRE) — At a special meeting today, stockholders of K2M Group Holdings, Inc. (“K2M” or the “Company”) (NASDAQ: KTWO) approved the adoption of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of August 29, 2018, as it may be amended from time to time, by and among Stryker Corporation (“Stryker”), Austin Merger Sub Corp. (“Merger Sub”) and K2M. Subject to the terms and conditions of the Merger Agreement, Merger Sub, a wholly-owned subsidiary of Stryker, will be merged with and into K2M with K2M surviving the merger as a direct or indirect wholly-owned subsidiary of Stryker.

The parties are actively working towards closing, and K2M continues to anticipate that the merger will close in the fourth quarter of 2018. In addition to K2M stockholder approval, the completion of the merger is subject to other customary closing conditions. Upon the closing of the merger, the Company’s stockholders will have the right to receive $27.50 in cash, without interest and less any applicable withholding taxes (the “Merger Consideration”), for each share of common stock of K2M that they own immediately prior to the effective time of the merger.

Forward-Looking Statements

The foregoing contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We intend for these forward-looking statements to be covered by the safe harbor provisions of the federal securities laws relating to forward-looking statements. These forward-looking statements include statements relating to the expected timing, completion and effects of the proposed merger, as well as other statements representing management’s beliefs about, future events, transactions, strategies, operations and financial results, including, without limitation, our expectations with respect to the costs and other anticipated financial impacts of the merger; future financial and operating results of K2M Group Holdings, Inc. (“K2M”); K2M’s plans, objectives, expectations and intentions with respect to future operations and services; required approvals to complete the merger by our stockholders and by governmental regulatory authorities, and the timing and conditions for such approvals; the stock price of K2M prior to the consummation of the transactions; and the satisfaction of the closing conditions to the proposed merger. Such forward-looking statements often contain words such as “assume,” “will,” “anticipate,” “believe,” “predict,” “project,” “potential,” “contemplate,” “plan,” “forecast,” “estimate,” “expect,” “intend,” “is targeting,” “may,” “should,” “would,” “could,” “goal,” “seek,” “hope,” “aim,” “continue” and other similar words or expressions or the negative thereof or other variations thereon. Forward-looking statements are made based upon management’s current expectations and beliefs and are not guarantees of future performance. Such forward-looking statements involve numerous assumptions, risks and uncertainties that may cause actual results to differ materially from those expressed or implied in any such statements. Our actual business, financial condition or results of operations may differ materially from those suggested by forward-looking statements as a result of risks and uncertainties which include, among others, those risks and uncertainties described in any of our filings with the Securities and Exchange Commission (the “SEC”). Certain other factors which may impact our business, financial condition or results of operations or which may cause actual results to differ from such forward-looking statements are discussed or included in our periodic reports filed with the SEC and are available on our website at www.k2m.com under “Investor Relations.” You are urged to carefully consider all such factors.  Although it is believed that the expectations reflected in such forward-looking statements are reasonable and are expressed in good faith, such expectations may not prove to be correct and persons reading this communication are therefore cautioned not to place undue reliance on these forward-looking statements which speak only to expectations as of the date of this communication.  We do not undertake or plan to update or revise forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections, or other circumstances occurring after the date of this communication, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized.  If we make any future public statements or disclosures which modify or impact any of the forward-looking statements contained in or accompanying this communication, such statements or disclosures will be deemed to modify or supersede such statements in this communication.

About K2M Group Holdings, Inc.

K2M Group Holdings, Inc. is a global leader of complex spine and minimally invasive solutions focused on achieving three-dimensional Total Body Balance. Since its inception, K2M has designed, developed, and commercialized innovative complex spine and minimally invasive spine technologies and techniques used by spine surgeons to treat some of the most complicated spinal pathologies. K2M has leveraged these core competencies into Balance ACS®, a platform of products, services, and research to help surgeons achieve three-dimensional spinal balance across the axial, coronal, and sagittal planes, with the goal of supporting the full continuum of care to facilitate quality patient outcomes. The Balance ACS platform, in combination with the Company’s technologies, techniques and leadership in the 3D-printing of spinal devices, enables K2M to compete favorably in the global spine surgery market. For more information, please visit: www.K2M.com.

From time to time, K2M may use its website as a distribution channel of material company information. Financial and other important information regarding the Company is routinely accessible through and posted on its website at www.investors.k2m.com.