Form 8-K

 

UNITED STATES

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): August 1, 2018

 



ATRICURE, INC.

(Exact name of registrant as specified in charter)

 

 

 



 

 

Delaware

(State or other jurisdiction of incorporation)

000-51470

(Commission File Number)

34-1940305

(IRS Employer Identification No.)



 

 



 

7555 Innovation Way

Mason, OH

(Address of principal executive offices)

45040

(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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 


 

Item 2.02.Results of Operations and Financial Condition.

On August 1, 2018,  AtriCure, Inc. issued a press release regarding its financial results for the second quarter ended June 30, 2018.  The Company will hold a conference call on August 1, 2018 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 of 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 August 1, 2018 relating to financial results for the second quarter ended June 30, 2018


 

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:

August 1, 2018

By:

/s/ M. Andrew Wade



 

 

M. Andrew Wade



 

 

Senior Vice President and Chief Financial Officer




Exhibit 991

 

 

Picture 1

Exhibit 99.1

 

For immediate release

August 1, 2018

                   



AtriCure Reports Second Quarter 2018 Financial Results

Updates 2018 Financial Outlook

·

Worldwide revenue of $51.8 million – an increase of 14.5% year over year

·

U.S. revenue of $40.8 million – an increase of 14.9% year over year

·

International revenue of $11.0 million – an increase of 13.1% year over year

·

Positive adjusted EBITDA of $0.8 million



MASON, Ohio, August 1, 2018 – AtriCure, Inc.  (Nasdaq: ATRC), a leading innovator in treatments for atrial fibrillation (Afib) and left atrial appendage (LAA) management, today announced second quarter 2018 financial results.



“Our second quarter results reflect strong revenue growth, solid operational performance and continued execution on our strategic priorities,” said Mike Carrel, President and Chief Executive Officer of AtriCure. “We are pleased to be reporting positive adjusted EBITDA for the second quarter as well as raising our revenue expectations for the year.” 



Second Quarter 2018 Financial Results 

Revenue for the second quarter of 2018 was $51.8 million, an increase of $6.6 million or 14.5% (13.5% on a constant currency basis), compared to second quarter 2017 revenue. U.S. revenue increased 14.9% to $40.8 million, driven by increased sales of ablation-related open-heart products and appendage management products. International revenue was $11.0 million, an increase of $1.3 million or 13.1% (8.3% on a constant currency basis), compared to second quarter 2017 revenue, driven primarily by increased sales in Asia and certain European markets.



Gross profit for the second quarter of 2018 was $38.1 million compared to $32.6 million for the second quarter of 2017. Gross margin for the second quarter of 2018 increased to 73.5% compared to 72.0% in the second quarter of 2017, driven primarily by product mix.

 

Operating expenses for the second quarter of 2018 decreased 4.6%, or $1.8 million, compared to the second quarter of 2017. The decrease in operating expenses was primarily due to a contingent consideration adjustment of $5.9 million recorded in the second quarter of 2018.



Income from operations for the second quarter of 2018 was $1.0 million, compared to a loss of $6.4 million for the second quarter of 2017. Net loss per share was $0.01 for the second quarter of 2018, compared to $0.21 for the second quarter of 2017. The adjusted loss per share for the second quarter of 2018, which excludes the contingent consideration adjustment, was $0.19.



Adjusted EBITDA, a non-GAAP measure, was positive $0.8 million for the second quarter of 2018 and a loss of $0.4 million for the second quarter of 2017 (see reconciliation of GAAP results to non-GAAP results in the table accompanying this release).



2018 Financial Guidance

Management is raising its 2018 revenue guidance. Revenue for 2018 is projected to be approximately $193 million to $197 million. Management continues to expect positive full-year adjusted EBITDA, a non-GAAP measure, with legal fees continuing to be a watch item.



Conference Call

AtriCure will host a conference call at 4:30 p.m. Eastern Time on Wednesday, August 1, 2018 to discuss its second quarter 2018 financial results. The call may be accessed through an operator by calling (844) 884-9951 for domestic callers and (661) 378-9661 for international callers using conference ID number 1519128. A live audio webcast of the


 

presentation may be accessed by visiting the Investors page of AtriCure’s corporate website at ir.atricure.com. A replay of the presentation will be available for 90 days following the presentation.



About AtriCure

AtriCure, Inc. provides innovative technologies for the treatment of Afib and related conditions. Afib affects more than 33 million people worldwide. Electrophysiologists and cardiothoracic surgeons around the globe use AtriCure technologies for the treatment of Afib and reduction of Afib related complications. AtriCure’s Isolator® Synergy™ Ablation System is the first and only medical device to receive FDA approval for the treatment of persistent Afib. AtriCure’s AtriClip Left Atrial Appendage Exclusion System products are the most widely sold LAA management devices worldwide, with more than 150,000 implanted to date. For more information, visit AtriCure.com or follow us on Twitter @AtriCure.



Forward-Looking Statements

This press release contains “forward-looking statements”– that is, statements related to future events that by their nature address matters that are uncertain. For details on the uncertainties that may cause our actual results to be materially different than those expressed in our forward-looking statements, visit http://www.atricure.com/fls as well as our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q which contain risk factors. We do not undertake to update our forward-looking statements. This document also includes forward-looking projected financial information that is based on current estimates and forecasts. Actual results could differ materially.



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.



Revenue reported on a constant currency basis is a non-GAAP measure and is calculated by applying previous period foreign currency exchange rates to each of the comparable periods. Management analyzes revenue on a constant currency basis to better measure the comparability of results between periods. Because changes in foreign currency exchange rates have a non-operating impact on revenue, the Company believes that evaluating growth in revenue on a constant currency basis provides an additional and meaningful assessment of revenue to both management and the company’s investors.



Adjusted EBITDA provides an indication of performance excluding certain items. 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 management believes that the excluded items are typically not reflective of our ongoing core business operations. Further, management uses adjusted EBITDA for its strategic planning. A reconciliation of adjusted EBITDA reported in this release to the most comparable GAAP measure for the respective periods can be found in a table later in this release.



Adjusted loss per share is a non-GAAP measure which calculates the net loss per share before non-cash adjustments to expenses related to the adjustment in value of the contingent consideration liability. Management believes this metric provides a better measure of comparability of results between periods, as such adjustments are not frequent in nature or similar in value, and can be significant.



The non-GAAP financial measures used by AtriCure may not be the same or calculated the same as those used by other companies. 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.



CONTACTS:

Andy Wade

AtriCure, Inc.

Senior Vice President and Chief Financial Officer

(513) 755-4564

awade@atricure.com

 

 


 



Lynn Pieper Lewis

Gilmartin Group

Investor Relations

(415) 937-5402

lynn@gilmartinir.com

 

 


 











 

 

 

 

 

 

 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, Except Per Share Amounts)

(Unaudited)



 

 

 

 

 

 

 

 

 

 

 



Three Months Ended June 30,

 

Six Months Ended June 30,



2018

 

2017

 

2018

 

2017

United States Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open-heart ablation

$

18,073 

 

$

16,790 

 

$

35,652 

 

$

32,495 

Minimally invasive ablation

 

9,114 

 

 

8,725 

 

 

17,727 

 

 

17,007 

Appendage management

 

13,101 

 

 

9,463 

 

 

24,898 

 

 

18,165 

Total ablation and appendage management

 

40,288 

 

 

34,978 

 

 

78,277 

 

 

67,667 

Valve tools

 

546 

 

 

556 

 

 

993 

 

 

1,135 

Total United States

 

40,834 

 

 

35,534 

 

 

79,270 

 

 

68,802 

International Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open-heart ablation

 

5,836 

 

 

5,674 

 

 

10,745 

 

 

10,264 

Minimally invasive ablation

 

2,660 

 

 

2,135 

 

 

4,452 

 

 

4,093 

Appendage management

 

2,424 

 

 

1,777 

 

 

4,222 

 

 

3,172 

Total ablation and appendage management

 

10,920 

 

 

9,586 

 

 

19,419 

 

 

17,529 

Valve tools

 

48 

 

 

111 

 

 

107 

 

 

173 

Total international

 

10,968 

 

 

9,697 

 

 

19,526 

 

 

17,702 

Total revenue

 

51,802 

 

 

45,231 

 

 

98,796 

 

 

86,504 

Cost of revenue

 

13,723 

 

 

12,677 

 

 

26,214 

 

 

23,942 

Gross profit

 

38,079 

 

 

32,554 

 

 

72,582 

 

 

62,562 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

8,655 

 

 

8,907 

 

 

17,712 

 

 

18,457 

Selling, general and administrative expenses

 

28,466 

 

 

30,002 

 

 

63,342 

 

 

60,102 

Total operating expenses

 

37,121 

 

 

38,909 

 

 

81,054 

 

 

78,559 

Income (loss) from operations

 

958 

 

 

(6,355)

 

 

(8,472)

 

 

(15,997)

Other expense, net

 

(1,248)

 

 

(511)

 

 

(1,904)

 

 

(1,029)

Loss before income tax expense

 

(290)

 

 

(6,866)

 

 

(10,376)

 

 

(17,026)

Income tax expense

 

48 

 

 

17 

 

 

96 

 

 

40 

Net loss

$

(338)

 

$

(6,883)

 

$

(10,472)

 

$

(17,066)

Basic and diluted net loss per share

$

(0.01)

 

$

(0.21)

 

$

(0.32)

 

$

(0.53)

Weighted average shares used in computing net loss per share:

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

33,252 

 

 

32,288 

 

 

33,117 

 

 

32,154 



 

 

 

 

 

 

 

 

 

 

 



 

 


 











 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands)

(Unaudited)



 

 

 

 

 



June 30,

 

December 31,



2018

 

2017

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash, cash equivalents, and short-term investments

$

37,068 

 

$

34,451 

Accounts receivable, net

 

24,895 

 

 

23,083 

Inventories

 

21,682 

 

 

22,451 

Other current assets

 

3,120 

 

 

2,273 

Total current assets

 

86,765 

 

 

82,258 

Property and equipment, net

 

28,126 

 

 

28,749 

Goodwill and intangible assets, net

 

155,337 

 

 

156,021 

Other noncurrent assets

 

619 

 

 

676 

Total assets

$

270,847 

 

$

267,704 

Liabilities and Stockholders' Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and accrued liabilities

$

26,831 

 

$

31,342 

Other current liabilities and current maturities of capital leases

 

589 

 

 

561 

Total current liabilities

 

27,420 

 

 

31,903 

Capital leases

 

12,492 

 

 

12,761 

Long-term debt

 

39,399 

 

 

24,100 

Other noncurrent liabilities

 

31,849 

 

 

37,774 

Total liabilities

 

111,160 

 

 

106,538 

Stockholders' equity:

 

 

 

 

 

Common stock

 

35 

 

 

35 

Additional paid-in capital

 

396,088 

 

 

386,963 

Accumulated other comprehensive (loss) income

 

(98)

 

 

34 

Accumulated deficit

 

(236,338)

 

 

(225,866)

Total stockholders' equity

 

159,687 

 

 

161,166 

Total liabilities and stockholders' equity

$

270,847 

 

$

267,704 



 

 

 

 

 



 

 


 







 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)



 

 

 

 

 



Six Months Ended June 30,



2018

 

2017

Cash flows from operating activities:

 

 

 

 

 

Net loss

$

(10,472)

 

$

(17,066)

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

 

 

 

 

 

Share-based compensation expense

 

7,424 

 

 

7,325 

Depreciation and amortization of intangible assets

 

4,403 

 

 

4,590 

Amortization of deferred financing costs

 

217 

 

 

132 

Loss on disposal of property and equipment

 

97 

 

 

88 

Realized loss (gain) from foreign exchange on intercompany transactions

 

56 

 

 

(10)

(Accretion) amortization of investments

 

(56)

 

 

59 

Change in allowance for doubtful accounts

 

58 

 

 

(134)

Change in fair value of contingent consideration

 

(5,916)

 

 

 —

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

(1,946)

 

 

(1,673)

Inventories

 

703 

 

 

(2,094)

Other current assets

 

(877)

 

 

(26)

Accounts payable and accrued liabilities

 

(4,129)

 

 

(1,326)

Other noncurrent assets and liabilities

 

69 

 

 

(468)

Net cash used in operating activities

 

(10,369)

 

 

(10,603)

Cash flows from investing activities:

 

 

 

 

 

Purchases of available-for-sale securities

 

(23,510)

 

 

(7,567)

Sales and maturities of available-for-sale securities

 

13,000 

 

 

16,350 

Purchases of property and equipment

 

(3,473)

 

 

(3,488)

Proceeds from sale of property and equipment

 

 

 

 —

Net cash (used in) provided by investing activities

 

(13,977)

 

 

5,295 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from debt borrowings

 

17,381 

 

 

 —

Payments on debt and capital leases

 

(1,469)

 

 

(241)

Payment of debt fees

 

(1,136)

 

 

(50)

Shares repurchased for payment of taxes on stock awards

 

(3,724)

 

 

(1,901)

Proceeds from exercise of stock options and employee stock purchase plan

 

5,425 

 

 

4,279 

Net cash provided by financing activities

 

16,477 

 

 

2,087 

Effect of exchange rate changes on cash and cash equivalents

 

(74)

 

 

26 

Net decrease in cash and cash equivalents

 

(7,943)

 

 

(3,195)

Cash and cash equivalents - beginning of period

 

21,809 

 

 

24,208 

Cash and cash equivalents - end of period

$

13,866 

 

$

21,013 



 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

 

Cash paid for interest

$

1,210 

 

$

985 

Cash paid for income taxes

 

45 

 

 

 —

Non-cash investing and financing activities:

 

 

 

 

 

Accrued purchases of property and equipment

 

366 

 

 

703 

Assets acquired through capital lease

 

24 

 

 

 —

Capital lease asset early termination

 

(6)

 

 

 —

 

 


 







 

 

 

 

 

 

 

 

 

 

 

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 June 30,

 

Six Months Ended June 30,



2018

 

2017

 

2018

 

2017

Net loss, as reported

$

(338)

 

$

(6,883)

 

$

(10,472)

 

$

(17,066)

Income tax expense

 

48 

 

 

17 

 

 

96 

 

 

40 

Other expense, net (a)

 

1,248 

 

 

511 

 

 

1,904 

 

 

1,029 

Depreciation and amortization expense

 

2,204 

 

 

2,286 

 

 

4,403 

 

 

4,590 

Share-based compensation expense

 

3,534 

 

 

3,697 

 

 

7,424 

 

 

7,325 

Change in fair value of contingent consideration

 

(5,916)

 

 

 —

 

 

(5,916)

 

 

 —

Non-GAAP adjusted income (loss) (adjusted EBITDA)

$

780 

 

$

(372)

 

$

(2,561)

 

$

(4,082)



 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Three Months Ended June 30,

 

Six Months Ended June 30,



2018

 

2017

 

2018

 

2017

(a)  Other includes:

 

 

 

 

 

 

 

 

 

 

 

Net interest expense

$

1,098 

 

$

516 

 

$

1,842 

 

$

1,016 

Loss (gain) due to exchange rate fluctuation

 

150 

 

 

(5)

 

 

62 

 

 

13 

Other expense, net

$

1,248 

 

$

511 

 

$

1,904 

 

$

1,029 



 

 

 

 

 

 

 

 

 

 

 







###