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)

February 27, 2014

IRIDEX CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-27598	77-0210467
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1212 Terra Bella Avenue

Mountain View, California 94043

(Address of principal executive offices, including zip code)

(650) 940-4700

(Registrant’s telephone number, including area code)

(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 February 27, 2014, IRIDEX Corporation issued a press release discussing its financial results for its fourth fiscal quarter of 2013, which ended December 28, 2013.  The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated February 27, 2014.

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.

	IRIDEX CORPORATION
By:	/s/ James H. Mackaness
	James H. Mackaness Chief Financial Officer and Chief Operating Officer

Date:  February 27, 2014

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated February 27, 2014.

EX-99

FOR IMMEDIATE RELEASE

IRIDEX Reports 2013 Fourth Quarter Results

Record Revenue of $10.6 Million in Quarter

Mountain View, Calif. – February 27, 2014– IRIDEX Corporation (Nasdaq: IRIX) today reported financial results for the fourth quarter ended December 28, 2013.  

· Revenues were $10.6 million in the fourth quarter of 2013, up 15% from $9.2 million in the prior year comparable period and up sequentially from $9.5 million in the third quarter of 2013.

· Gross margin for the fourth quarter of 2013 was 48.6%, up from 47.0% in the prior year period and down from 49.6% reported in the 2013 third quarter.

· For the fourth quarter of 2013, operating income was $0.6 million compared with an operating income of $0.3 million for the fourth quarter of 2012.  

· Net income from continuing operations was $0.4 million, or $0.04 per diluted share, for the fourth quarter of 2013, compared to a net income from continuing operations of $0.3 million, or $0.03 per diluted share, in the fourth quarter of 2012.

· Guidance for first quarter of 2014: The Company expects to achieve revenue between $9.8 million and $10.1 million, representing growth of between 9% and 13% over the prior year period. Gross margin is anticipated to come in between 48% and 50%, operating expenses between $4.3 million and $4.5 million, and the Company anticipates generating operating income.

President and CEO Will Moore said, “We saw strong sales in the fourth quarter, exceeding our revenue guidance. The trend of stronger system sales continued in the quarter as buying patterns trend up in the US, Micropulse™ adoption steadily improves, our recently launched TxCell^TM pattern scanning delivery device has been met with strong demand and we continue to be successful in international tenders.”

“After finishing 2013 on a very strong note, we think 2014 will show these trends continuing and you will see us focus on bringing our Glaucoma product offerings to the forefront. We see the glaucoma market as one that we can penetrate using both MicroPulse technology for MLT procedures to drive system sales and we are developing a family of consumable products that can further improve patient outcomes. These steps will further enhance the IRIDEX brand and business model and consequently increase shareholder value,” continued Moore.  

Revenues for 2013 were $38.3 million, up 13% from $33.9 million in 2012. Operating income for 2013 was $2.6 million, up $3.5 million from an operating loss of $0.9 million in 2012. Net income from continuing operations for 2013 was $2.2 million compared to a loss from continuing operations of $0.2 million for 2012, or earnings of $0.22 per diluted share compared to a loss of $0.02 per share on a diluted basis.

During the fourth quarter 2013, the Company continued to execute its share repurchase program buying approximately 38,000 shares at an average price of $6.03. The original $3.0 million repurchase plan approved in February 2013 was for one year. Today the Board approved extending the plan for an additional year and $2.6 million remains available for stock repurchases.

Conference Call

IRIDEX management will conduct a conference call later today, Thursday, February 27, 2014 at 5:00 p.m. Eastern Time.  Interested parties may access the live conference call via telephone by dialing (888) 549-7880 (U.S.) or (480) 629-9770 (International) and quoting Conference ID 4669674, or by visiting the Company’s website at www.iridex.com. A telephone replay will be available beginning on Thursday, February 27, 2014 through Friday, March 7, 2014 by dialing (800) 406-7325 (U.S.) or (303) 590-3030 (International) and entering Access Code 4669674. In addition, later today an archived version of the webcast will be available on the Company’s website at www.iridex.com.

About IRIDEX

IRIDEX Corporation was founded in 1989 and is a worldwide leader in developing, manufacturing, and marketing innovative and versatile laser-based medical systems, delivery devices and consumable instrumentation for the ophthalmology market. We maintain a deep commitment to the success of our customers, with comprehensive technical, clinical, and service support programs. IRIDEX is dedicated to a standard of excellence, offering superior technology for superior results. IRIDEX products are sold in the United States through both direct and independent sales forces and internationally through a combination of a direct sales force and a network of approximately 70 independent distributors into over 100 countries. For further information, visit the Company’s website at http://www.iridex.com.

Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended, relating to the size and growth of markets in which the Company operates, US and international buying patterns, the success of the Company’s marketing and sales efforts and operational execution, the adoption of MicroPulse laser therapy, TxCell pattern scanning and the Company’s other products, anticipated new product releases and the Company’s guidance concerning fiscal 2014 first quarter financial results, including anticipated ranges of revenue, revenue growth rates, operating expenses and gross margin rates, and operating income. These statements are not guarantees of future performance and actual results may differ materially from those described in these forward-looking statements as a result of a number of factors. Please see a detailed description of these and other risks contained in our Annual Report on Form 10-K for the fiscal year ended December 29, 2012 and Quarterly Reports on Form 10-Q for the fiscal quarters ended March 30, 2013, June 29, 2013 and September 28, 2013, which were filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date and will not be updated.

Company Contact:	Investor Relations Contact:
Jim Mackaness	Rene Caron
Chief Financial Officer	Allen & Caron
& Chief Operating Officer	949-474-4300
650-940-4700	Rene@allencaron.com

TABLES FOLLOW

IRIDEX Corporation

Condensed Statements of Operations

(In thousands, except per share data)

(unaudited)

	Three Months Ended						Year Ended
	December 28, 2013			December 29, 2012			December 28, 2013			December 29, 2012
Total revenues	$	10,598		$	9,228		$	38,273		$	33,859
Cost of revenues		5,448			4,890			19,686			17,513
Gross profit		5,150			4,338			18,587			16,346
Operating expenses:
Research and development		881			1,091			3,684			4,385
Sales and marketing		2,380			2,034			7,720			7,895
General and administrative		1,333			908			5,023			4,926
Proceeds from demutualization of insurance carrier		0			0			(473	)		0
Total operating expenses		4,594			4,033			15,954			17,206
Income (loss) from operations		556			305			2,633			(860	)
Legal settlement		0			0			0			800
Other expense, net		(171	)		(18	)		(371	)		(210	)
Income (loss) from continuing operations before provision for (benefit from) income taxes		385			287			2,262			(270	)
Provision for (benefit from) income taxes		(27	)		34			31			(100	)
Income (loss) from continuing operations, net of tax		412			253			2,231			(170	)
Income (loss) from discontinued operations, net of tax		0			149			0			(264	)
Gain (loss) on sale of discontinued operations, net of tax		0			(160	)		0			1,872
Income (loss) from discontinued operations, net of tax		0			(11	)		0			1,608
Net income	$	412		$	242		$	2,231		$	1,438
Net income (loss) per share:
Basic
Continuing operations	$	0.04		$	0.03		$	0.24		$	(0.02	)
Discontinued operations		0.00			0.00			0.00			0.18
Net income	$	0.04		$	0.03		$	0.24		$	0.16
Diluted
Continuing operations	$	0.04		$	0.03		$	0.22		$	(0.02	)
Discontinued operations		0.00			(0.01	)		0.00			0.18
Net income	$	0.04		$	0.02		$	0.22		$	0.16
Weighted average shares used in computing net income (loss) per share
Basic		9,848			8,820			9,245			8,935
Diluted		10,431			10,071			10,104			8,935

IRIDEX Corporation

Condensed Balance Sheets

(In thousands)

(unaudited)

	December 28, 2013			December 29, 2012
Assets
Current Assets:
Cash and cash equivalents	$	13,444		$	11,901
Accounts receivable, net		7,345			5,480
Inventories		10,605			8,035
Prepaid and other current assets		576			1,129
Current assets of discontinued operations		0			510
Total current assets		31,970			27,055
Property and equipment, net		543			483
Intangible assets, net		328			554
Goodwill		533			533
Other long-term assets		303			287
Total assets	$	33,677		$	28,912
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	2,278		$	2,105
Accrued compensation		1,891			1,563
Accrued expenses		1,592			1,242
Accrued warranty		468			453
Deferred revenue		1,133			1,004
Total current liabilities		7,362			6,367
Long-Term Liabilities:
Other long-term liabilities		461			640
Total liabilities		7,823			7,007
Stockholders’ Equity:
Convertible preferred stock		0			5
Common stock		104			94
Additional paid-in capital		40,671			38,958
Accumulated deficit		(14,921	)		(17,152	)
Total stockholders’ equity		25,854			21,905
Total liabilities and stockholders’ equity	$	33,677		$	28,912