8-K

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 27, 2015

 

 

ATRICURE, INC.

(Exact name of registrant as specified in charter)

 

 

 

 

 

 

 

 

 

 

 

 

 

Delaware

 

000-51470

 

34-1940305

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

 

 

 

 

 

 

6217 Centre Park Drive

West Chester, OH

 

45069

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code: (513) 755-4100

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 


 

Item 2.02.Results of Operations and Financial Condition.

On October 27, 2015,  AtriCure, Inc. (AtriCure or the Company) issued a press release regarding its financial results for the third quarter ended September 30, 2015.  The Company will hold a conference call on October 27, 2015 at 4:30 p.m. Eastern Time to discuss the financial results. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

The information in this Item 2.02 to Form 8-K and in the press release attached as Exhibit 99.1 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Form 8-K and Exhibit 99.1 shall not be incorporated by reference in any filing or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in any such filing or document.

Item 9.01Financial Statements and Exhibits.

(d)  Exhibits

No.Description

99.1Press Release dated October 27, 2015


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ATRICURE, INC.

 

 

 

 

Dated:  October 27, 2015

By: 

/s/ M. Andrew Wade

 

 

M. Andrew Wade

 

 

Senior Vice President and Chief Financial Officer

 


Ex 991

Exhibit 99.1

Picture 2

 

 

Contact:

AtriCure, Inc.

Andy Wade

Senior Vice President and Chief Financial Officer

(513) 755-4564

awade@atricure.com

Investor Relations Contact

Lynn Pieper

Westwicke Partners

(415) 202-5678

lynn.pieper@westwicke.com

 

 

 

AtriCure Reports Third Quarter 2015 Financial Results

·

Revenue of $31.4 million – up 17.8% as reported, 20.6% constant currency

·

U.S. sales of $24.7 million – up 23.0%

·

International sales of $6.7 million – up 2.1% as reported, 13.2% constant currency

WEST CHESTER, Ohio – October 27, 2015 – AtriCure, Inc. (Nasdaq: ATRC), a leading innovator in treatments for atrial fibrillation (Afib) and left atrial appendage management, today announced third quarter 2015 financial results.

 

“We are pleased with our performance in the third quarter and excited about our prospects for sustained growth,” said Mike Carrel, President and Chief Executive Officer of AtriCure. “With our recent release of CryoForm in the EU, our acquisition of nContact and our strong product and clinical pipeline, we are well positioned to continue addressing the large and expanding market opportunities ahead of us. We remain focused on our goal of expanding treatment of atrial fibrillation and improving patients’ lives.”

Third Quarter 2015 Financial Results 

Revenue for the third quarter of 2015 was $31.4 million, an increase of $4.7 million or 17.8% (20.6% on a constant currency basis), compared to third quarter 2014 revenue. Domestic revenue increased 23.0% to $24.7 million, driven by strong sales of ablation-related open-heart products, ablation-related minimally invasive products, and AtriClip products. International revenue was $6.7 million, an increase of $0.1 million or 2.1% (13.2% on a constant currency basis) compared to $6.6 million for the third quarter of 2014. International revenue growth was driven primarily by increases in product sales in Asia and the United Kingdom which offset the decline in the Euro-Dollar exchange rate between quarters.

Gross profit for the third quarter of 2015 was $22.5 million compared to $18.9 million for the third quarter of 2014. Gross margin for the third quarter of 2015 and 2014 was 71.5% and 70.8%, respectively.

Operating expenses for the third quarter of 2015 increased 45.2%, or $8.9 million, compared to the third quarter of 2014. The increase in operating expenses was driven primarily by an increase in selling,


 

clinical, marketing, and training expenses and the favorable impact of the fair value adjustment of Estech contingent consideration recorded during the three months ended September 30, 2014.

Loss from operations for the third quarter of 2015 was $6.1 million, compared to $0.8 million for the third quarter of 2014. Adjusted EBITDA, a non-GAAP measure, was a loss of $2.2 million for the third quarter of 2015, compared to a $3.2 million loss for the third quarter of 2014. Net loss per share was $0.22 for the third quarter of 2015 and $0.02 for the third quarter of 2014.

2015 Outlook

Management projects that 2015 revenue will be in the range of $129.5 million to $130.5 million, which represents an increase of 20% to 21% over 2014 (22% to 24% on a constant currency basis), including the impact of the nContact transaction.

 

Management projects adjusted EBITDA, a non-GAAP measure, to be a loss in the range of $10 million to $12 million for 2015, including the impact of the nContact transaction. For a reconciliation of this non-GAAP measure to its directly comparable GAAP measure, see attached financial tables. 

 

2016 Outlook

For 2016, AtriCure projects consolidated revenue growth of 25%. For 2016, adjusted EBITDA loss is expected to increase over 2015 due to integration, commercial expansion and clinical costs resulting from the nContact transaction, with the impact slowing in 2017. The company expects to be adjusted EBITDA positive for full year 2018.

Conference Call

AtriCure will host a conference call at 4:30 p.m. Eastern Time on Tuesday, October 27, 2015 to discuss its third quarter 2015 financial results. A live webcast of the conference call will be available online on the Investor page of AtriCure’s corporate website at www.atricure.com. You may also access this call through an operator by calling (855) 307-9214 for domestic callers and (330) 863-3275 for international callers using conference ID number 54944096.

The webcast will be available on AtriCure’s website and a telephonic replay of the call will be available through November 3, 2015. The replay dial-in numbers are (855) 859-2056 for domestic callers and (404) 537-3406 for international callers. The conference ID number is 54944096.

 

About AtriCure, Inc.

AtriCure, Inc. is a medical device company providing innovative atrial fibrillation (Afib) solutions designed to produce superior outcomes that reduce the economic and social burden of atrial fibrillation. AtriCure’s Synergy™ Ablation System is the first and only surgical device approved for the treatment of persistent and longstanding persistent forms of Afib in patients undergoing certain open concomitant procedures. AtriCure’s AtriClip left atrial appendage management (LAAM) exclusion device is the most widely sold device worldwide that’s indicated for the occlusion of the left atrial appendage. The company believes cardiothoracic surgeons are adopting its ablation and LAAM devices for the treatment of Afib and reduction of Afib related complications such as stroke. Afib affects more than 33 million people worldwide. For more information visit AtriCure.com or follow us on Twitter @AtriCure.

 

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements that address activities, events or developments that AtriCure expects, believes or anticipates will or may occur in the future, such


 

as earnings estimates (including projections and guidance), other predictions of financial performance, launches by AtriCure of new products and market acceptance of AtriCure’s products. Forward-looking statements are based on AtriCure’s experience and perception of current conditions, trends, expected future developments and other factors it believes are appropriate under the circumstances and are subject to numerous risks and uncertainties, many of which are beyond AtriCure’s control. These risks and uncertainties include the rate and degree of market acceptance of AtriCure’s products, AtriCure’s ability to develop and market new and enhanced products, AtriCure’s ability to retain and attract key employees, the timing of and ability to obtain and maintain regulatory clearances and approvals for its products, the timing of and ability to obtain reimbursement of procedures utilizing AtriCure’s products, AtriCure’s ability to continue to be in compliance with applicable U.S. federal and state and foreign government laws and regulations, AtriCure’s ability to consummate acquisitions or, if consummated, to successfully integrate acquired businesses into AtriCure’s operations, AtriCure’s ability to recognize the benefits of acquisitions, including potential synergies and cost savings, failure of an acquisition or acquired company to achieve its plans and objectives generally, risk that proposed or consummated acquisitions may disrupt operations or pose difficulties in employee retention or otherwise affect financial or operating results, AtriCure’s ability to raise the capital that may be required to accomplish the foregoing, competition from existing and new products and procedures, including the development of drug or catheter-based technologies, or AtriCure’s ability to effectively react to other risks and uncertainties described from time to time in AtriCure’s SEC filings, such as fluctuation of quarterly financial results, fluctuations in exchange rates for future sales denominated in foreign currency, which represent a majority of AtriCure’s sales outside of the United States, reliance on third party manufacturers and suppliers, litigation or other proceedings, government regulation and stock price volatility. AtriCure does not guarantee any forward-looking statement, and actual results may differ materially from those projected. AtriCure undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. A further list and description of risks, uncertainties and other matters can be found in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q.

 

Use of Non-GAAP Financial Measures

To supplement AtriCure’s condensed consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, AtriCure uses certain non-GAAP financial measures in this release as supplemental financial metrics. Non-GAAP financial measures provide an indication of performance excluding certain items. Our management believes that in order to properly understand short-term and long-term financial trends, investors may wish to consider the impact of these excluded items in addition to GAAP measures. The excluded items vary in frequency and/or impact on our continuing operations and our management believes that the excluded items are typically not reflective of our ongoing core business operations. Further, management uses results of operations before these excluded items as a basis for its strategic planning. The non-GAAP financial measures used by AtriCure may not be the same or calculated the same as those used by other companies. Reconciliations of the non-GAAP financial measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables later in this release. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for AtriCure’s financial results prepared and reported in accordance with GAAP.


 

 

 

 

 

 

 

 

 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

2015

 

2014

 

2015

 

2014

Domestic Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open-heart ablation

$

13,041 

 

$

11,265 

 

$

39,043 

 

$

32,498 

Minimally invasive ablation

 

5,011 

 

 

3,933 

 

 

14,415 

 

 

11,774 

AtriClip

 

5,927 

 

 

4,285 

 

 

17,716 

 

 

11,856 

Total ablation and AtriClip

 

23,979 

 

 

19,483 

 

 

71,174 

 

 

56,128 

Valve tools

 

686 

 

 

577 

 

 

2,158 

 

 

1,978 

Total domestic

 

24,665 

 

 

20,060 

 

 

73,332 

 

 

58,106 

International Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open-heart ablation

 

4,092 

 

 

4,150 

 

 

12,396 

 

 

12,175 

Minimally invasive ablation

 

1,945 

 

 

1,804 

 

 

5,771 

 

 

5,773 

AtriClip

 

598 

 

 

543 

 

 

2,058 

 

 

1,390 

Total ablation and AtriClip

 

6,635 

 

 

6,497 

 

 

20,225 

 

 

19,338 

Valve tools

 

123 

 

 

121 

 

 

335 

 

 

595 

Total international

 

6,758 

 

 

6,618 

 

 

20,560 

 

 

19,933 

Total revenue

 

31,423 

 

 

26,678 

 

 

93,892 

 

 

78,039 

Cost of revenue

 

8,945 

 

 

7,786 

 

 

26,562 

 

 

22,709 

Gross profit

 

22,478 

 

 

18,892 

 

 

67,330 

 

 

55,330 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

6,504 

 

 

5,033 

 

 

17,975 

 

 

13,603 

Selling, general and administrative expenses

 

22,101 

 

 

14,662 

 

 

65,445 

 

 

53,308 

Total operating expenses

 

28,605 

 

 

19,695 

 

 

83,420 

 

 

66,911 

Loss from operations

 

(6,127)

 

 

(803)

 

 

(16,090)

 

 

(11,581)

Other (expense) income, net

 

(8)

 

 

341 

 

 

(188)

 

 

750 

Loss before income tax expense

 

(6,135)

 

 

(462)

 

 

(16,278)

 

 

(10,831)

Income tax expense

 

 

 

 

 

20 

 

 

36 

Net loss

$

(6,141)

 

$

(466)

 

$

(16,298)

 

$

(10,867)

Basic and diluted net loss per share

$

(0.22)

 

$

(0.02)

 

$

(0.60)

 

$

(0.42)

Weighted average shares used in computing net loss per share:

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

27,462 

 

 

26,915 

 

 

27,190 

 

 

26,185 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

 

 

 

 

 

 

September 30,

 

December 31,

 

2015

 

2014

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash, cash equivalents, and short-term investments

$

48,426 

 

$

59,649 

Accounts receivable, net

 

16,643 

 

 

17,558 

Inventories

 

16,567 

 

 

14,257 

Other current assets

 

2,477 

 

 

2,044 

Total current assets

 

84,113 

 

 

93,508 

Property and equipment, net

 

27,455 

 

 

11,552 

Long-term investments

 

10,381 

 

 

8,894 

Goodwill and intangible assets, net

 

43,356 

 

 

44,264 

Other noncurrent assets

 

337 

 

 

186 

Total assets

$

165,642 

 

$

158,404 

Liabilities and Stockholders' Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and accrued liabilities

$

25,494 

 

$

21,662 

Other current liabilities and current maturities of capital leases

 

13,571 

 

 

3,981 

Total current liabilities

 

39,065 

 

 

25,643 

Capital leases

 

68 

 

 

74 

Other noncurrent liabilities

 

1,025 

 

 

149 

Total liabilities

 

40,158 

 

 

25,866 

Stockholders' equity:

 

 

 

 

 

Common stock

 

28 

 

 

28 

Additional paid-in capital

 

280,668 

 

 

271,282 

Accumulated other comprehensive loss

 

(490)

 

 

(348)

Accumulated deficit

 

(154,722)

 

 

(138,424)

Total stockholders' equity

 

125,484 

 

 

132,538 

Total liabilities and stockholders' equity

$

165,642 

 

$

158,404 

 

 

 

 


 

 

 

 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)

 

 

 

 

 

 

 

Nine Months Ended September 30,

 

2015

 

2014

Cash flows from operating activities:

 

 

 

 

 

Net loss

$

(16,298)

 

$

(10,867)

Adjustments to reconcile net loss to net cash used in
operating activities:

 

 

 

 

 

Share-based compensation expense

 

6,533 

 

 

5,704 

Depreciation and amortization of intangible assets

 

4,212 

 

 

3,471 

Amortization of deferred financing costs

 

46 

 

 

99 

Loss on disposal of property and equipment

 

83 

 

 

11 

Realized loss from foreign exchange on intercompany transactions

 

333 

 

 

 —

Amortization/accretion on investments

 

472 

 

 

322 

Change in allowance for doubtful accounts

 

55 

 

 

73 

Change in value of contingent consideration

 

 —

 

 

(8,032)

Other

 

 —

 

 

95 

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

571 

 

 

(1,785)

Inventories

 

(2,461)

 

 

(4,555)

Other current assets

 

(449)

 

 

833 

Accounts payable and accrued liabilities

 

2,738 

 

 

(4,143)

Other non-current assets and liabilities

 

403 

 

 

(813)

Net cash used in operating activities

 

(3,762)

 

 

(19,587)

Cash flows from investing activities:

 

 

 

 

 

Purchases of available-for-sale securities

 

(19,525)

 

 

(31,412)

Sales and maturities of available-for-sale securities

 

29,174 

 

 

14,614 

Purchases of property and equipment

 

(8,287)

 

 

(4,389)

Increases in property under build-to-suit obligation

 

(9,128)

 

 

 —

Net cash used in investing activities

 

(7,766)

 

 

(21,187)

Cash flows from financing activities:

 

 

 

 

 

Net proceeds from sale of stock

 

 —

 

 

65,830 

Payments on debt and capital leases

 

(36)

 

 

(6,362)

Increases in build-to-suit obligation

 

9,128 

 

 

 —

Proceeds from tax incentive loan

 

340 

 

 

 

Payment of debt fees and premium on retirement of debt

 

(62)

 

 

(181)

Proceeds from stock option exercises

 

2,421 

 

 

1,657 

Shares repurchased for payment of taxes on stock awards

 

(650)

 

 

(198)

Proceeds from issuance of common stock under employee
  stock purchase plan

 

906 

 

 

708 

Net cash provided by financing activities

 

12,047 

 

 

61,454 

Effect of exchange rate changes on cash and cash equivalents

 

(189)

 

 

(46)

Net increase in cash and cash equivalents

 

330 

 

 

20,634 

Cash and cash equivalents - beginning of period

 

28,384 

 

 

14,892 

Cash and cash equivalents - end of period

$

28,714 

 

$

35,526 

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

 

Cash paid for interest

$

 

$

113 

Cash paid for income taxes

 

20 

 

 

146 

Noncash investing and financing activities:

 

 

 

 

 

Accrued purchases of property and equipment

 

2,442 

 

 

2,572 

Assets acquired through capital lease

 

50 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP RESULTS TO NON-GAAP RESULTS

(In Thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Adjusted Loss (Adjusted EBITDA)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

2015

 

2014

 

2015

 

2014

Net loss, as reported

$

(6,141)

 

$

(466)

 

$

(16,298)

 

$

(10,867)

Income tax expense

 

 

 

 

 

20 

 

 

36 

Other expense (income), net (a)

 

 

 

(341)

 

 

188 

 

 

(750)

Depreciation and amortization expense

 

1,519 

 

 

1,254 

 

 

4,212 

 

 

3,471 

Share-based compensation expense

 

2,392 

 

 

1,716 

 

 

6,533 

 

 

5,704 

Change in fair value of contingent consideration

 

 —

 

 

(5,370)

 

 

 —

 

 

(8,032)

Non-GAAP adjusted loss (adjusted EBITDA)

$

(2,216)

 

$

(3,203)

 

$

(5,345)

 

$

(10,438)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

2015

 

2014

 

2015

 

2014

(a)  Other includes:

 

 

 

 

 

 

 

 

 

 

 

Net interest income (expense)

$

40 

 

$

 

$

91 

 

$

(226)

Grant income

 

 —

 

 

231 

 

 

35 

 

 

731 

Gain (loss) due to exchange rate fluctuation

 

(48)

 

 

(51)

 

 

(257)

 

 

(30)

Non-employee stock option income (expense)

 

 —

 

 

158 

 

 

(57)

 

 

275 

Other (expense) income, net

$

(8)

 

$

341 

 

$

(188)

 

$

750