Form 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): July 30, 2019

 

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 45040

(Address of Principal Executive Offices, and Zip Code)



(513) 755-4100

(Registrant’s Telephone Number, Including Area Code)

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))



 





 

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.001 par value

ATRC

NASDAQ



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 July 30, 2019,  AtriCure, Inc. issued a press release regarding its financial results for the second quarter ended June 30, 2019.  The Company will hold a conference call on July 30, 2019 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 9.01    Financial Statements and Exhibits.

(d)    Exhibits

No.    Description

99.1    Press Release dated July 30, 2019 relating to financial results for the second quarter ended June 30, 2019


 

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:

July 30, 2019

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

July 30, 2019



AtriCure Reports Second Quarter 2019 Financial Results

·

Worldwide revenue of $58.9 million – an increase of 13.7% year over year

·

U.S. revenue of $47.2 million – an increase of 15.5% year over year

·

International revenue of $11.7 million – an increase of 7.0% year over year



MASON, Ohio, July 30, 2019AtriCure, Inc.  (Nasdaq: ATRC), a leading innovator in treatments for atrial fibrillation (Afib) and left atrial appendage (LAA) management, today announced second quarter 2019 financial results.



Our second quarter results demonstrate strength across the business,” said Mike Carrel, President and Chief Executive Officer of AtriCure. We  remain confident that our investments in innovation, clinical science and physician education will enable us to continue to execute on our strategy of expanding our reach to positively impact patient outcomes worldwide.”



Second Quarter 2019 Financial Results 

Revenue for the second quarter of 2019 was $58.9 million, an increase of $7.1 million or 13.7% (14.5% on a constant currency basis), compared to second quarter 2018 revenue. U.S. revenue was  $47.2 million, an increase of $6.3 million or 15.5%, compared to second quarter 2018 revenue. U.S. revenue growth was driven by increased sales of open ablation and appendage management products. International revenue increased 7.0% (an increase of 10.8% on a constant currency basis) to $11.7 million,  as a result of increased sales of open ablation and appendage management products.  A discussion of non-GAAP financial measures and reconciliations regarding non-GAAP financial measures to their respective GAAP financial measures are provided later in this release.



Gross profit for the second quarter of 2019 was $43.9 million compared to $38.1 million for the second quarter of 2018. Gross margin for the second quarter of 2019 increased to 74.5% compared to 73.5% in the second quarter of 2018, driven primarily by improvements to operations and lower costs, partially offset by unfavorable product mix in international markets.

 

Loss from operations for the second quarter of 2019 was $3.8 million, compared to income of $1.0 million for the second quarter of 2018. Net loss per share was $0.11 for the second quarter of 2019 compared to a net loss per share of $0.01 for the second quarter of 2018.  



Adjusted EBITDA was positive  $0.7 million for the second quarter of 2019 compared to $0.8 million for the second quarter of 2018. Adjusted loss per share for the second quarter of 2019 was $0.17 compared to $0.19 for the second quarter of 2018. Adjusted EBITDA and adjusted loss per share are non-GAAP measures.



2019 Financial Guidance

Management is updating revenue guidance for 2019 to a range of $224 million to $228 million, corresponding to growth of 11% to 13% for the year. Adjusted EBITDA is now expected to be between $0 and $2 million.



Conference Call

AtriCure will host a conference call at 4:30 p.m. Eastern Time on Tuesday,  July 30, 2019 to discuss its second quarter 2019 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 6083869. 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. 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, which are determined by the average daily Euro to Dollar exchange rate, 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. A reconciliation of adjusted loss per share reported in this release to the most comparable GAAP measure for the respective periods can be found in a table later in this release.



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,



2019

 

2018

 

2019

 

2018

United States Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open ablation

$

20,561 

 

$

18,073 

 

$

39,557 

 

$

35,652 

Minimally invasive ablation

 

9,092 

 

 

9,114 

 

 

16,854 

 

 

17,727 

Appendage management

 

16,498 

 

 

13,101 

 

 

32,168 

 

 

24,898 

Total ablation and appendage management

 

46,151 

 

 

40,288 

 

 

88,579 

 

 

78,277 

Valve tools

 

1,014 

 

 

546 

 

 

1,590 

 

 

993 

Total United States

 

47,165 

 

 

40,834 

 

 

90,169 

 

 

79,270 

International Revenue:

 

 

 

 

 

 

 

 

 

 

 

Open ablation

 

6,792 

 

 

5,836 

 

 

13,092 

 

 

10,745 

Minimally invasive ablation

 

1,935 

 

 

2,660 

 

 

4,064 

 

 

4,452 

Appendage management

 

2,977 

 

 

2,424 

 

 

5,431 

 

 

4,222 

Total ablation and appendage management

 

11,704 

 

 

10,920 

 

 

22,587 

 

 

19,419 

Valve tools

 

37 

 

 

48 

 

 

116 

 

 

107 

Total international

 

11,741 

 

 

10,968 

 

 

22,703 

 

 

19,526 

Total revenue

 

58,906 

 

 

51,802 

 

 

112,872 

 

 

98,796 

Cost of revenue

 

15,013 

 

 

13,723 

 

 

29,108 

 

 

26,214 

Gross profit

 

43,893 

 

 

38,079 

 

 

83,764 

 

 

72,582 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

9,804 

 

 

8,655 

 

 

17,980 

 

 

17,712 

Selling, general and administrative expenses

 

37,928 

 

 

28,466 

 

 

74,943 

 

 

63,342 

Total operating expenses

 

47,732 

 

 

37,121 

 

 

92,923 

 

 

81,054 

Income (loss) from operations

 

(3,839)

 

 

958 

 

 

(9,159)

 

 

(8,472)

Other expense, net

 

(252)

 

 

(1,248)

 

 

(501)

 

 

(1,904)

Loss before income tax expense

 

(4,091)

 

 

(290)

 

 

(9,660)

 

 

(10,376)

Income tax expense

 

10 

 

 

48 

 

 

76 

 

 

96 

Net loss

$

(4,101)

 

$

(338)

 

$

(9,736)

 

$

(10,472)

Basic and diluted net loss per share

$

(0.11)

 

$

(0.01)

 

$

(0.26)

 

$

(0.32)

Weighted average shares used in computing net loss per share:

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

37,334 

 

 

33,252 

 

 

37,156 

 

 

33,117 



 

 


 



 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands)

(Unaudited)



 

 

 

 

 



June 30,

 

December 31,



2019

 

2018

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash, cash equivalents, and short-term investments

$

90,841 

 

$

124,402 

Accounts receivable, net

 

27,955 

 

 

25,195 

Inventories

 

24,432 

 

 

22,484 

Prepaid and other current assets

 

3,297 

 

 

2,592 

Total current assets

 

146,525 

 

 

174,673 

Property and equipment, net

 

28,095 

 

 

27,080 

Operating lease right-of-use assets

 

1,624 

 

 

 —

Long-term investments

 

12,860 

 

 

 —

Goodwill and intangible assets, net

 

153,543 

 

 

154,511 

Other noncurrent assets

 

473 

 

 

495 

Total assets

$

343,120 

 

$

356,759 

Liabilities and Stockholders' Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and accrued liabilities

$

32,477 

 

$

35,499 

Other current liabilities and current maturities of debt and leases

 

6,955 

 

 

4,717 

Total current liabilities

 

39,432 

 

 

40,216 

Finance lease liabilities

 

11,834 

 

 

12,172 

Long-term debt

 

33,886 

 

 

35,571 

Operating lease liabilities

 

1,150 

 

 

 —

Other noncurrent liabilities

 

15,270 

 

 

19,419 

Total liabilities

 

101,572 

 

 

107,378 

Stockholders' equity:

 

 

 

 

 

Common stock

 

39 

 

 

39 

Additional paid-in capital

 

498,402 

 

 

496,544 

Accumulated other comprehensive loss

 

(154)

 

 

(199)

Accumulated deficit

 

(256,739)

 

 

(247,003)

Total stockholders' equity

 

241,548 

 

 

249,381 

Total liabilities and stockholders' equity

$

343,120 

 

$

356,759 



 

 

 

 

 



 

 


 





 

 

 

 

 

ATRICURE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)



 

 

 

 

 



Six Months Ended June 30,



2019

 

2018

Cash flows from operating activities:

 

 

 

 

 

Net loss

$

(9,736)

 

$

(10,472)

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

 

 

 

 

 

Share-based compensation expense

 

8,529 

 

 

7,424 

Depreciation and amortization of intangible assets

 

4,590 

 

 

4,403 

Amortization of deferred financing costs

 

109 

 

 

217 

Non-cash lease expense

 

234 

 

 

 —

Loss on disposal of property and equipment

 

332 

 

 

97 

Realized loss from foreign exchange on intercompany transactions

 

102 

 

 

56 

Accretion of investments

 

(735)

 

 

(56)

Change in allowance for doubtful accounts

 

68 

 

 

58 

Change in fair value of contingent consideration

 

(3,872)

 

 

(5,916)

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(2,859)

 

 

(1,946)

Inventories

 

(1,966)

 

 

703 

Other current assets

 

(710)

 

 

(877)

Accounts payable and accrued liabilities

 

(3,438)

 

 

(4,129)

Other noncurrent assets and liabilities

 

(340)

 

 

69 

Net cash used in operating activities

 

(9,692)

 

 

(10,369)

Cash flows from investing activities:

 

 

 

 

 

Purchases of available-for-sale securities

 

(31,627)

 

 

(23,510)

Sales and maturities of available-for-sale securities

 

46,162 

 

 

13,000 

Purchases of property and equipment

 

(4,456)

 

 

(3,473)

Proceeds from sale of property and equipment

 

 

 

Net cash provided by (used in) investing activities

 

10,087 

 

 

(13,977)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from debt borrowings

 

 —

 

 

17,381 

Payments on debt and finance leases

 

(303)

 

 

(1,469)

Payment of debt fees

 

(300)

 

 

(1,136)

Proceeds from stock option exercises and employee stock purchase plan

 

2,024 

 

 

5,425 

Shares repurchased for payment of taxes on stock awards

 

(8,695)

 

 

(3,724)

Net cash (used in) provided by financing activities

 

(7,274)

 

 

16,477 

Effect of exchange rate changes on cash and cash equivalents

 

(105)

 

 

(74)

Net decrease in cash and cash equivalents

 

(6,984)

 

 

(7,943)

Cash and cash equivalents - beginning of period

 

32,231 

 

 

21,809 

Cash and cash equivalents - end of period

$

25,247 

 

$

13,866 



 

 

 

 

 



 

 


 





 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Adjusted Income (Loss) (Adjusted EBITDA)

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Three Months Ended June 30,

 

Six Months Ended June 30,



2019

 

2018

 

2019

 

2018

Net loss, as reported

$

(4,101)

 

$

(338)

 

$

(9,736)

 

$

(10,472)

Income tax expense

 

10 

 

 

48 

 

 

76 

 

 

96 

Other expense, net

 

252 

 

 

1,248 

 

 

501 

 

 

1,904 

Depreciation and amortization expense

 

2,362 

 

 

2,204 

 

 

4,590 

 

 

4,403 

Share-based compensation expense

 

4,375 

 

 

3,534 

 

 

8,529 

 

 

7,424 

Contingent consideration adjustment

 

(2,205)

 

 

(5,916)

 

 

(3,872)

 

 

(5,916)

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

$

693 

 

$

780 

 

$

88 

 

$

(2,561)







 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Adjusted Loss Per Share

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Three Months Ended June 30,

 

Six Months Ended June 30,



2019

 

2018

 

2019

 

2018

Net loss, as reported

$

(4,101)

 

$

(338)

 

$

(9,736)

 

$

(10,472)

Contingent consideration adjustment

 

(2,205)

 

 

(5,916)

 

 

(3,872)

 

 

(5,916)

Net loss excluding contingent consideration adjustment

$

(6,306)

 

$

(6,254)

 

$

(13,608)

 

$

(16,388)

Basic and diluted adjusted net loss per share

$

(0.17)

 

$

(0.19)

 

$

(0.37)

 

$

(0.49)

Weighted average shares used in computing adjusted net loss per share

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

37,334 

 

 

33,252 

 

 

37,156 

 

 

33,117