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): October 30, 2012
LCA-VISION INC.
(Exact name of registrant as specified in its charter)
Delaware |
0-27610 |
11-2882328 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
7840 Montgomery Road, Cincinnati, Ohio | 45236 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (513) 792-9292
N/A
(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:
¨ | 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 30, 2012, LCA-Vision Inc. issued a press release to report 2012 third quarter results and related matters. The text of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in this Current Report on Form 8-K and the Exhibit attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits. |
99.1 | Press release dated October 30, 2012 |
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.
LCA-VISION INC. |
/s/ Michael J. Celebrezze |
Michael J. Celebrezze |
Senior Vice President of Finance, |
Chief Financial Officer and Treasurer |
Date: October 30, 2012
Exhibit 99.1
News Release
LCA-Vision Reports Third Quarter Financial Results
CINCINNATI (October 30, 2012) LCA-Vision Inc. (NASDAQ: LCAV), a leading provider of laser vision correction services under the LasikPlus® brand, today announced financial and operating results for the three and nine months ended September 30, 2012.
Third Quarter 2012 Financial and Operating Highlights (all comparisons are with the third quarter of 2011)
| Revenues were $20.0 million compared with $21.8 million; adjusted revenues were $19.5 million compared with $20.8 million. |
| Procedure volume was 11,510 procedures versus 12,444 procedures. |
| Operating loss narrowed to $3.7 million from $4.1 million; adjusted operating loss narrowed to $4.2 million from $5.0 million. The improvement reflects a decrease in variable costs, lower general and administrative costs and a decrease in spending on marketing and advertising, offset partially by costs incurred in connection with the companys business expansion initiatives. |
| Marketing cost per eye was $417 compared with $426. |
| Net loss was $3.5 million, or $0.19 per share, compared with a net loss of $3.8 million, or $0.20 per share. |
Year-to-Date 2012 Financial and Operating Highlights (all comparisons are with the first nine months of 2011)
| Revenues increased 3.6% to $81.3 million from $78.5 million; adjusted revenues increased 5.6% to $79.3 million from $75.1 million. |
| Procedure volume increased 3.4% to 46,912 procedures from 45,382 procedures. |
| Operating loss was $3.3 million, a $1.6 million improvement from an operating loss of $4.9 million; adjusted operating loss was $5.2 million, a $2.8 million improvement from an adjusted operating loss of $8.0 million. The improvement reflects higher procedure revenue, lower variable costs, a decrease in general and administrative expenses and a decline in depreciation expense, offset partially by higher spending on marketing and advertising and costs incurred in connection with the companys business expansion initiatives. |
| Marketing cost per eye was $390 compared with $391. |
| Net loss was $2.9 million, or $0.15 per share, a $1.6 million improvement from a net loss of $4.5 million, or $0.24 per share. |
| Cash and investments totaled $34.9 million as of September 30, 2012, compared with $44.8 million as of December 31, 2011. The cash and investment balance for the first nine months of 2012 was impacted primarily by $4.0 million of payments to retire all outstanding debt, $2.3 million of investment in developing the cataract services business, and $5.7 million of changes in working capital, offset partially by $2.1 million of cash sources from other activity. |
The company provides adjusted revenues and operating income and loss as a means of measuring performance that adjusts for the non-cash impact of accounting for separately priced extended warranties. A reconciliation of revenues and operating income and loss as reported in accordance with U.S. Generally Accepted Accounting Principles (GAAP) is provided at the end of this news release. Management believes that the adjusted information better reflects operating performance and, therefore, is more meaningful to investors.
Following four consecutive quarters of procedure volume increases, the third quarter revenue decline resulting from lower procedure volume is disappointing, said LCA-Vision Chief Financial Officer Michael J. Celebrezze. We were up against a difficult comparison from the third quarter of 2011 in which same-store procedure volume increased 18% from the prior year. We also were challenged by continued cautious consumer spending, as well as by factors specific to our direct-to-consumer marketing model that made it difficult to get our advertising messages heard.
Both revenues and procedure volume increased for the first nine months of 2012 compared with the prior year. At the same time we reduced our expenses through cost-management measures, added Celebrezze. However, the current environment is challenging and we face a tough comparison with the fourth quarter of 2011 in which year-over-year procedure volume increased by 30%.
LCA-Vision Chief Operating Officer David L. Thomas said, Our average price per procedure for the third quarter increased by $22 from the prior year to $1,690, even with the $500-discount promotion we offered for the majority of the quarter. We employed a comprehensive market-by-market review of competitive pricing and price sensitivity, which allowed us to adjust our pricing in many LasikPlus® markets without impacting demand. Our operational metrics for the quarter were strong due to our ability to convert prospects to treated patients.
We limited our marketing spend for the third quarter as we believed the obstacles to attracting prospective patients made the costs to do so prohibitively high, explained Thomas. Among the actions we are taking to support patient acquisition are optimizing our messaging for current market conditions following insightful market research that we conducted earlier this month and continuing the $500-discount promotion through mid-November. We will open a satellite LasikPlus® vision center in Chicago during the fourth quarter to leverage our marketing spending in that market. The satellite center will perform pre-operative and post-operative exams, providing added convenience for patients who live considerable distances from our full-service LasikPlus® vision centers in that market. Additionally, we are establishing a network of optometrists and other eye-health professionals to co-manage their laser vision correction and cataract patients for patient convenience. We currently have more than 100 partner doctors in our network.
The company offered cataract surgery and implantable collamer lens procedures in seven markets under the Visium Eye Institute brand during the third quarter. The company is on track to expand its Visium centers to 10 by the end of 2012.
Near-term Financial Outlook
LCA-Vision intends to continue to manage expenses conservatively in 2012; its plans and outlook for the remainder of 2012 include:
| The company does not plan to open any new full service vision centers in the near term. The company intends to test the value of satellite vision centers in certain established LasikPlus® markets. |
| The company anticipates an improvement in price per procedure from the 2011 average of $1,655. |
| The company expects capital expenditures for cataract-related equipment and other capital needs to be between $1.2 million and $1.5 million. |
| For the fourth quarter of 2012, the company expects marketing and advertising expenses to be between $5.0 million and $5.5 million. |
The company estimates that the number of procedures companywide required for its laser vision correction business to achieve breakeven free cash flow is approximately 68,000 per year. The company expects to incur start-up losses and capital investment during the expansion phase for its cataract business.
2
Conference Call and Webcast
As previously announced, a conference call and webcast will be held today beginning at 10:00 a.m. Eastern time. To access the conference call, dial 866-322-1352 (U.S. and Canada) or 706-643-6246 (international callers). The webcast will also be available in the investor relations section of LCA-Visions website. A replay of the call and webcast will begin approximately two hours after the live call has ended. To access the replay, dial 855-859-2056 (U.S. and Canada) or 404-537-3406 (international callers) and enter the conference ID number: 35324861.
Forward-Looking Statements
This news release contains forward-looking statements based on current expectations, forecasts and assumptions of LCA-Vision that are subject to risks and uncertainties. The forward-looking statements in this release are based on information available to the company as of the date hereof. Actual results could differ materially from those stated or implied in the forward-looking statements due to risks and uncertainties associated with its business. In addition to the risk factors discussed in the companys Form 10-K and other filings with the Securities and Exchange Commission, there are a number of other risks and uncertainties associated with its business including, without limitation, the successful execution of cost effective marketing strategies to drive patients to its vision centers; the impact of low consumer confidence and discretionary spending; competition in the laser vision correction industry; the companys ability to attract patients; the possibility of adverse outcomes or long-term side effects of laser vision correction and negative publicity regarding laser vision correction; the companys ability to operate profitable vision centers and retain qualified personnel during periods of lower procedure volumes; the companys success in expanding its services into the cataract and intraocular lens (IOL) market; additional regulatory requirements, such as for Medicare, related to cataract and IOL procedures; the continued availability of non-recourse third-party financing for its patients on terms similar to what it has paid historically; and the future value of revenues financed by the company and its ability to collect on such financings, which will in turn depend on a number of factors, including the consumer credit environment and the companys ability to manage credit risk related to consumer debt, bankruptcies and other credit trends.
Further, the Food and Drug Administrations (FDA) advisory board on ophthalmic devices currently is reviewing concerns about post-LASIK quality of life matters, and the FDA is recruiting participants for two studies on LASIK outcomes and quality of life. The FDA or another regulatory body could take legal or regulatory action against the company or others in the laser vision correction industry. The outcome of this review or legal or regulatory action potentially could impact negatively the acceptance of LASIK. In addition, the acceptance rate of new technologies and our ability to implement successfully new technologies on a national basis create additional risk.
Except to the extent required under the federal securities laws and the rules and regulations promulgated by the Securities and Exchange Commission, the company assumes no obligation to update the information included in this news release, whether as a result of new information, future events or circumstances, or otherwise.
About LCA-Vision Inc./LasikPlus®
LCA-Vision Inc., a leading provider of laser vision correction services under the LasikPlus® brand, operates 53 LasikPlus® fixed-site laser vision centers in 26 states and 41 markets in the United States. Additional company information is available at www.lca-vision.com and www.lasikplus.com.
Earning Trust Every Moment; Transforming Lives Every Day.
For Additional Information
Company Contact: | Investor Relations Contact: | |
Barb Kise |
Jody Cain | |
LCA-Vision Inc. |
LHA | |
513-792-9292 |
310-691-7100 jcain@lhai.com | |
@LHA_IR_PR |
3
LCA-Vision Inc.
Condensed Consolidated Balance Sheets (Unaudited)
(Dollars in thousands)
September 30, 2012 |
December 31, 2011 |
|||||||
Assets |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 31,186 | $ | 18,568 | ||||
Short-term investments |
2,804 | 25,311 | ||||||
Patient receivables, net of allowances of $1,034 and $1,035, respectively |
2,998 | 2,366 | ||||||
Other accounts receivable, net |
2,043 | 1,974 | ||||||
Prepaid expenses and other |
3,210 | 4,254 | ||||||
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Total current assets |
42,241 | 52,473 | ||||||
Property and equipment, net |
7,788 | 10,637 | ||||||
Long-term investments |
923 | 902 | ||||||
Patient receivables, net of allowances of $705 and $634 |
1,177 | 769 | ||||||
Other assets |
777 | 1,652 | ||||||
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Total assets |
$ | 52,906 | $ | 66,433 | ||||
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Liabilities and Stockholders Investment |
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Current liabilities |
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Accounts payable |
$ | 5,443 | $ | 8,103 | ||||
Accrued liabilities and other |
11,283 | 12,175 | ||||||
Deferred revenue |
1,229 | 2,516 | ||||||
Debt obligations maturing within one year |
| 2,978 | ||||||
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Total current liabilities |
17,955 | 25,772 | ||||||
Long-term insurance reserves, less current portion |
5,988 | 6,264 | ||||||
Long-term debt obligations, less current portion |
| 1,026 | ||||||
Other long-term liabilities |
4,164 | 7,106 | ||||||
Stockholders investment |
||||||||
Common stock ($.001 par value; 25,291,637 shares issued and 19,024,305 and 18,858,147 shares outstanding, respectively) |
25 | 25 | ||||||
Contributed capital |
178,818 | 177,287 | ||||||
Common stock in treasury, at cost (6,267,332 shares and 6,433,490 shares, respectively) |
(111,658 | ) | (112,910 | ) | ||||
Accumulated deficit |
(43,166 | ) | (38,720 | ) | ||||
Accumulated other comprehensive income |
780 | 583 | ||||||
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Total stockholders investment |
24,799 | 26,265 | ||||||
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Total liabilities and stockholders investment |
$ | 52,906 | $ | 66,433 | ||||
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4
LCA-Vision Inc.
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
(Amounts in thousands except per share data)
Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Revenues |
$ | 20,009 | $ | 21,790 | $ | 81,298 | $ | 78,489 | ||||||||
Operating costs and expenses |
||||||||||||||||
Medical professional and license fees |
4,648 | 5,181 | 19,139 | 19,236 | ||||||||||||
Direct costs of services |
10,068 | 10,461 | 33,477 | 31,931 | ||||||||||||
General and administrative expenses |
3,037 | 3,586 | 10,151 | 10,577 | ||||||||||||
Marketing and advertising |
4,803 | 5,305 | 18,283 | 17,730 | ||||||||||||
Depreciation |
1,223 | 1,458 | 3,743 | 4,346 | ||||||||||||
Impairment and restructuring charges |
10 | | 47 | 56 | ||||||||||||
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23,789 | 25,991 | 84,840 | 83,876 | |||||||||||||
Gain on sale of assets |
33 | 99 | 221 | 498 | ||||||||||||
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Operating loss |
(3,747 | ) | (4,102 | ) | (3,321 | ) | (4,889 | ) | ||||||||
Net investment income and other |
220 | 334 | 498 | 492 | ||||||||||||
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Loss before taxes on income |
(3,527 | ) | (3,768 | ) | (2,823 | ) | (4,397 | ) | ||||||||
Income tax expense |
22 | 32 | 70 | 149 | ||||||||||||
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Net loss |
$ | (3,549 | ) | $ | (3,800 | ) | $ | (2,893 | ) | $ | (4,546 | ) | ||||
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Loss per common share |
||||||||||||||||
Basic |
$ | (0.19 | ) | $ | (0.20 | ) | $ | (0.15 | ) | $ | (0.24 | ) | ||||
Diluted |
$ | (0.19 | ) | $ | (0.20 | ) | $ | (0.15 | ) | $ | (0.24 | ) | ||||
Weighted average shares outstanding |
||||||||||||||||
Basic |
19,017 | 18,838 | 18,968 | 18,798 | ||||||||||||
Diluted |
19,017 | 18,838 | 18,968 | 18,798 | ||||||||||||
Comprehensive loss |
$ | (3,360 | ) | $ | (4,112 | ) | $ | (2,696 | ) | $ | (4,792 | ) | ||||
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5
LCA-Vision Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Dollars in thousands)
Nine months ended September 30, | ||||||||
2012 | 2011 | |||||||
Cash flow from operating activities: |
||||||||
Net loss |
$ | (2,893 | ) | $ | (4,546 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities: |
||||||||
Depreciation |
3,743 | 4,346 | ||||||
Provision for loss on doubtful accounts |
704 | 554 | ||||||
Loss on sale of investments |
8 | 9 | ||||||
Impairment charges |
37 | | ||||||
Gain on sale of assets |
(221 | ) | (498 | ) | ||||
Stock-based compensation |
1,531 | 1,259 | ||||||
Insurance reserve |
(318 | ) | (223 | ) | ||||
Changes in operating assets and liabilities: |
||||||||
Patient accounts receivable |
(1,719 | ) | (754 | ) | ||||
Other accounts receivable |
(60 | ) | 138 | |||||
Prepaid expenses and other |
870 | 896 | ||||||
Accounts payable |
(2,660 | ) | (1,311 | ) | ||||
Deferred revenue, net of professional fees |
(1,838 | ) | (3,094 | ) | ||||
Accrued liabilities and other |
(2,144 | ) | 771 | |||||
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Net cash used in operations |
(4,960 | ) | (2,453 | ) | ||||
Cash flow from investing activities: |
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Purchases of property and equipment |
(973 | ) | (869 | ) | ||||
Proceeds from sale of assets |
283 | 1,252 | ||||||
Purchases of investment securities |
(39,659 | ) | (137,480 | ) | ||||
Proceeds from sale of investment securities |
62,064 | 142,716 | ||||||
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Net cash provided by investing activities |
21,715 | 5,619 | ||||||
Cash flow from financing activities: |
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Principal payments of loan |
(4,004 | ) | (2,563 | ) | ||||
Shares repurchased for treasury stock |
(357 | ) | (288 | ) | ||||
Proceeds from exercise of stock options |
57 | 23 | ||||||
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Net cash used in financing activities |
(4,304 | ) | (2,828 | ) | ||||
Net effect of exchange rate changes on cash and cash equivalents |
167 | (143 | ) | |||||
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Increase in cash and cash equivalents |
12,618 | 195 | ||||||
Cash and cash equivalents at beginning of period |
18,568 | 19,350 | ||||||
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Cash and cash equivalents at end of period |
$ | 31,186 | $ | 19,545 | ||||
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6
LCA-Vision Inc.
Effect of the Change in Accounting for Deferred Revenues on Financial Results
(Dollars in thousands)
(Unaudited)
To supplement its Consolidated Financial Statements presented in accordance with accounting principles generally accepted in the United States, LCA-Vision discusses adjusted revenues and operating income and loss. Management utilizes this information as a means of measuring performance that adjusts for the non-cash impact of the accounting for separately priced extended warranties and believes that including this additional disclosure is meaningful to investors for the same reason.
Accordingly, this news release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. A reconciliation of the difference between the non-GAAP measures with the most directly comparable financial measures calculated in accordance with GAAP follows:
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Revenues |
||||||||||||||||
Reported U.S. GAAP |
$ | 20,009 | $ | 21,790 | $ | 81,298 | $ | 78,489 | ||||||||
Adjustments |
||||||||||||||||
Amortization of prior deferred revenue |
(555 | ) | (1,031 | ) | (2,043 | ) | (3,437 | ) | ||||||||
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Adjusted revenues |
$ | 19,454 | $ | 20,759 | $ | 79,255 | $ | 75,052 | ||||||||
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Operating Loss |
||||||||||||||||
Reported U.S. GAAP |
$ | (3,747 | ) | $ | (4,102 | ) | $ | (3,321 | ) | $ | (4,889 | ) | ||||
Adjustments |
||||||||||||||||
Amortization of prior deferred revenue |
(555 | ) | (1,031 | ) | (2,043 | ) | (3,437 | ) | ||||||||
Amortization of prior professional fees |
56 | 103 | 204 | 344 | ||||||||||||
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Adjusted operating loss |
$ | (4,246 | ) | $ | (5,030 | ) | $ | (5,160 | ) | $ | (7,982 | ) | ||||
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